What changed in this filing

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Item 1. Financial Statements

2023-04-05 compared with 2023-01-06 · 171 added, 102 removed, 457 unchanged (37% of the section changed)

3 unchanged sentences

(in millions, except for share data)

November 30, 2022

February 28, 2023

August 31, 2022

6 unchanged sentences

Total current assets

Property, plant and equipment, net of accumulated depreciation of $ 5,812 as of November 30, 2022 and $ 5,624 as of August 31, 2022

Property, plant and equipment, net of accumulated depreciation of $ 5,963 as of February 28, 2023 and $ 5,624 as of August 31, 2022

Operating lease right-of-use asset

Intangible assets, net of accumulated amortization of $ 480 as of November 30, 2022 and $ 471 as of August 31, 2022

Intangible assets, net of accumulated amortization of $ 489 as of February 28, 2023 and $ 471 as of August 31, 2022

Deferred income taxes

17 unchanged sentences

Common stock, $ 0.001 par value, authorized 500,000,000 shares;

272,753,393 and 270,891,715 shares issued and 134,231,300 and 135,493,980 shares outstanding as of November 30, 2022 and August 31, 2022, respectively

273,531,447 and 270,891,715 shares issued and 133,238,368 and 135,493,980 shares outstanding as of February 28, 2023 and August 31, 2022, respectively

Additional paid-in capital

Retained earnings

Accumulated other comprehensive loss

Treasury stock at cost, 138,522,093 and 135,397,735 shares as of November 30, 2022 and August 31, 2022, respectively

Accumulated other comprehensive income (loss)

Treasury stock at cost, 140,293,079 and 135,397,735 shares as of February 28, 2023 and August 31, 2022, respectively

Total Jabil Inc.

7 unchanged sentences

Three months ended

November 30, 2022

November 30, 2021

Six months ended

February 28, 2023

February 28, 2022

February 28, 2023

February 28, 2022

Cost of revenue

5 unchanged sentences

Operating income

Other expense

Other expense (income)

Interest income

11 unchanged sentences

Three months ended

November 30, 2022

November 30, 2021

Six months ended

February 28, 2023

February 28, 2022

February 28, 2023

February 28, 2022

Other comprehensive income (loss):

2 unchanged sentences

Change in fair value of derivatives

Adjustment for net losses realized and included in net income

Adjustment for net losses (gains) realized and included in net income

Total change in derivative instruments

1 unchanged sentence

Prior service credit

Total other comprehensive income (loss)

Total other comprehensive income

Comprehensive income

6 unchanged sentences

Three months ended

November 30, 2022

November 30, 2021

Six months ended

February 28, 2023

February 28, 2022

February 28, 2023

February 28, 2022

Total stockholders' equity, beginning balances

2 unchanged sentences

Beginning balances

Shares issued under employee stock purchase plan

Recognition of stock-based compensation

5 unchanged sentences

Ending balances

Accumulated other comprehensive loss:

Accumulated other comprehensive (loss) income:

Beginning balances

Other comprehensive income (loss)

Total other comprehensive income

Ending balances

13 unchanged sentences

(in millions)

Three months ended

November 30, 2022

November 30, 2021

Cash flows provided by (used in) operating activities:

Six months ended

February 28, 2023

February 28, 2022

Cash flows provided by operating activities:

Depreciation, amortization, and other, net

Change in operating assets and liabilities, exclusive of net assets acquired

Net cash provided by (used in) operating activities

Net cash provided by operating activities

Cash flows used in investing activities:

1 unchanged sentence

Proceeds and advances from sale of property, plant and equipment

Cash paid for business and intangible asset acquisitions, net of cash

Net cash used in investing activities

4 unchanged sentences

Dividends paid to stockholders

Net proceeds from exercise of stock options and issuance of common stock under employee stock purchase plan

Treasury stock minimum tax withholding related to vesting of restricted stock

16 unchanged sentences

(the “Company”) for the fiscal year ended August 31, 2022.

Results for the three months ended November 30, 2022 are not necessarily an indication of the results that may be expected for the full fiscal year ending August 31, 2023.

Results for the six months ended February 28, 2023 are not necessarily an indication of the results that may be expected for the full fiscal year ending August 31, 2023.

Trade Accounts Receivable Sale Programs

1 unchanged sentence

As these accounts receivable are sold without recourse, the Company does not retain the associated risks following the transfer of such accounts receivable to the respective financial institutions.

As of November 30, 2022, the Company may elect to sell receivables and the unaffiliated financial institutions may elect to purchase specific accounts receivable at any one time up to a:

(i) maximum aggregate amount available of $ 2.0 billion under eight trade accounts receivable sale programs, (ii) maximum amount available of 400 million CNY under one trade accounts receivable sale program and (iii) maximum amount available of 100 million CHF under one trade accounts receivable sale program.

As of February 28, 2023, the Company may elect to sell receivables and the unaffiliated financial institutions may elect to purchase specific accounts receivable at any one time up to a:

(i) maximum aggregate amount available of $ 2.1 billion under nine trade accounts receivable sale programs, (ii) maximum amount available of 400 million CNY under one trade accounts receivable sale program and (iii) maximum amount available of 100 million CHF under one trade accounts receivable sale program.

The trade accounts receivable sale programs expire on various dates through 2025.

The Company continues servicing the receivables sold and in exchange receives a servicing fee under each of the trade accounts receivable sale programs.

Servicing fees related to the trade accounts receivable sale programs recognized during the three months ended November 30, 2022 and 2021 were not material.

Servicing fees related to the trade accounts receivable sale programs recognized during the three months and six months ended February 28, 2023 and 2022 were not material.

The Company does not record a servicing asset or liability on the Condensed Consolidated Balance Sheets as the Company estimates that the fee it receives to service these receivables approximates the fair market compensation to provide the servicing activities.

1 unchanged sentence

Three months ended

November 30, 2022

November 30, 2021

Six months ended

February 28, 2023

February 28, 2022

February 28, 2023

February 28, 2022

Trade accounts receivable sold (1)

2 unchanged sentences

(1) Receivables sold are excluded from accounts receivable on the Condensed Consolidated Balance Sheets and are reflected as cash provided by operating activities on the Condensed Consolidated Statements of Cash Flows.

(2) Recorded to other expense within the Condensed Consolidated Statement of Operations.

(2) Recorded to other expense within the Condensed Consolidated Statements of Operations.

Inventories consist of the following (in millions):

November 30, 2022

February 28, 2023

August 31, 2022

5 unchanged sentences

During fiscal year 2023, the Company entered into new operating and finance leases.

The future minimum lease payments under these new leases as of November 30, 2022 were as follows (in millions):

The future minimum lease payments under these new leases as of February 28, 2023 were as follows (in millions):

Payments due by period

2 unchanged sentences

Finance lease obligations (1)

(1) Excludes $ 64 million of payments related to leases signed but not yet commenced.

(1) Excludes $ 204 million of payments related to operating and finance leases signed but not yet commenced.

Of these excluded payments, $ 122 million relates to a variable interest entity (“VIE”), for which the Company is not the primary beneficiary.

This is also the Company’s maximum exposure to loss related to the VIE.

The Company expects the lease related to the VIE to commence in fiscal year 2024.

Additionally, certain leases signed but not yet commenced contain residual value guarantees and purchase options not deemed probable.

Notes Payable and Long-Term Debt

Notes payable and long-term debt outstanding as of November 30, 2022 and August 31, 2022 are summarized below (in millions):

Notes payable and long-term debt outstanding as of February 28, 2023 and August 31, 2022 are summarized below (in millions):

Maturity Date

November 30, 2022

February 28, 2023

August 31, 2022

11 unchanged sentences

Notes payable and long-term debt, less current installments

(1) As of November 30, 2022, the Company has $ 3.8 billion in available unused borrowing capacity under its revolving credit facilities.

The senior unsecured credit agreement dated as of January 22, 2020 and amended on April 28, 2021 (the “Credit Facility”) acts as the back-up facility for commercial paper outstanding, if any.

(1) On February 10, 2023, the Company entered into an amendment (the “Amendment”) to its senior unsecured credit agreement dated as of January 22, 2020 (as amended, the “Credit Facility”).

The Amendment, among other things, (i) instituted certain amendments to the sustainability-linked adjustments to the interest rates applicable to borrowings under the three-year revolving credit facility (the “ Three-Year Revolving Credit Facility”) and the Company’s five-year revolving credit facility (the “ Five-Year Revolving Credit Facility”), (ii) established customary SOFR, CDOR, EURIBOR and TIBOR provisions, which replaced the LIBOR provisions set forth in the existing agreement, and (iii) extended the termination date of the Three-Year Revolving Credit Facility to January 22, 2025, and of the Five-Year Revolving Credit Facility to January 22, 2027.

(2) As of February 28, 2023, the Company has $ 3.8 billion in available unused borrowing capacity under its revolving credit facilities.

The Credit Facility acts as the back-up facility for commercial paper outstanding, if any.

The Company has a borrowing capacity of up to $ 3.2 billion under its commercial paper program.

4 unchanged sentences

The Company is also subject to certain covenants requiring the Company to offer to repurchase the 4.900 %, 3.950 %, 3.600 %, 3.000 %, 1.700 % or 4.250 % Senior Notes upon a change of control.

As of November 30, 2022 and August 31, 2022, the Company was in compliance with its debt covenants.

As of February 28, 2023 and August 31, 2022, the Company was in compliance with its debt covenants.

Refer to Note 16 – “Fair Value Measurements” for the estimated fair values of the Company’s notes payable and long-term debt.

1 unchanged sentence

Certain Jabil entities participating in the global asset-backed securitization program continuously sell designated pools of trade accounts receivable to a special purpose entity, which in turn sells certain of the receivables at a discount to conduits administered by an unaffiliated financial institution on a monthly basis.

In addition, a foreign entity participating in the global

asset-backed securitization program sells certain receivables at a discount to conduits administered by an unaffiliated financial institution on a daily basis.

In addition, a foreign entity participating in the global asset-backed securitization program sells certain receivables at a discount to conduits administered by an unaffiliated financial institution on a daily basis.

The Company continues servicing the receivables sold and in exchange receives a servicing fee under the global asset-backed securitization program.

Servicing fees related to the global asset-backed securitization program recognized during the three months ended November 30, 2022 and 2021 were not material.

Servicing fees related to the global asset-backed securitization program recognized during the three months and six months ended February 28, 2023 and 2022 were not material.

The special purpose entity in the global asset-backed securitization program is a wholly-owned subsidiary of the Company and is included in the Company’s Condensed Consolidated Financial Statements.

Certain unsold receivables covering up to the maximum amount of net cash proceeds available under the domestic, or U.S., portion of the global asset-backed securitization program are pledged as collateral to the unaffiliated financial institution as of November 30, 2022.

The global asset-backed securitization program expires on November 25, 2024 and the maximum amount of net cash proceeds available at any one time is $ 600 million.

As of November 30, 2022, the Company had no available liquidity under its global asset-backed securitization program.

As of February 28, 2023, the Company had no available liquidity under its global asset-backed securitization program.

In connection with the asset-backed securitization programs, the Company recognized the following (in millions):

Three months ended

November 30, 2022

November 30, 2021

Six months ended

February 28, 2023

February 28, 2022

February 28, 2023

February 28, 2022

Trade accounts receivable sold (1)

5 unchanged sentences

The global asset-backed securitization program requires compliance with several covenants including compliance with the interest ratio and debt to EBITDA ratio of the Credit Facility.

As of November 30, 2022 and August 31, 2022, the Company was in compliance with all covenants under the global asset-backed securitization program.

As of February 28, 2023 and August 31, 2022, the Company was in compliance with all covenants under the global asset-backed securitization program.

Accrued Expenses

Accrued expenses consist of the following (in millions):

November 30, 2022

February 28, 2023

August 31, 2022

4 unchanged sentences

Accrued expenses

(1) Revenue recognized during the three months ended November 30, 2022 and 2021 that was included in the contract liability balance as of August 31, 2022 and 2021 was $ 139 million and $ 98 million , respectively.

(1) Revenue recognized during the six months ended February 28, 2023 and 2022 that was included in the contract liability balance as of August 31, 2022 and 2021 was $ 254 million and $ 196 million , respectively.

Postretirement and Other Employee Benefits

Net Periodic Benefit Cost

The following table provides information about the net periodic benefit cost for all plans for the three months ended November 30, 2022 and 2021 (in millions):

The following table provides information about the net periodic benefit cost for all plans for the three months and six months ended February 28, 2023 and 2022 (in millions):

Three months ended

November 30, 2022

November 30, 2021

Six months ended

February 28, 2023

February 28, 2022

February 28, 2023

February 28, 2022

Service cost (1)

4 unchanged sentences

Amortization of prior service cost (2)

Net periodic benefit cost

(1) Service cost is recognized in cost of revenue in the Condensed Consolidated Statement of Operations.

(2) Components are recognized in other expense in the Condensed Consolidated Statement of Operations.

Net periodic benefit cost (credit)

(1) Service cost is recognized in cost of revenue in the Condensed Consolidated Statements of Operations.

(2) Components are recognized in other expense in the Condensed Consolidated Statements of Operations.

(3) Actuarial gains and losses are amortized using a corridor approach.

8 unchanged sentences

Forward contracts are put in place to manage the foreign currency risk associated with the anticipated foreign currency denominated revenues and expenses.

A hedging relationship existed with an aggregate notional amount outstanding of $ 1.1 billion and $ 1.4 billion as of November 30, 2022 and August 31, 2022, respectively.

A hedging relationship existed with an aggregate notional amount outstanding of $ 1.0 billion and $ 1.4 billion as of February 28, 2023 and August 31, 2022, respectively.

The related forward foreign exchange contracts have been designated as hedging instruments and are accounted for as cash flow hedges.

The forward foreign exchange contract transactions will effectively lock in the value of anticipated foreign currency denominated revenues and expenses against foreign currency fluctuations.

The anticipated foreign currency denominated revenues and expenses being hedged are expected to occur between December 1, 2022 and November 30, 2023.

The anticipated foreign currency denominated revenues and expenses being hedged are expected to occur between March 1, 2023 and November 30, 2023.

In addition to derivatives that are designated as hedging instruments and qualify for hedge accounting, the Company also enters into forward contracts to economically hedge transactional exposure associated with commitments arising from trade accounts receivable, trade accounts payable, fixed purchase obligations and intercompany transactions denominated in a currency other than the functional currency of the respective operating entity.

The aggregate notional amount of these outstanding contracts as of November 30, 2022 and August 31, 2022, was $ 3.5 billion and $ 3.4 billion, respectively.

The aggregate notional amount of these outstanding contracts as of February 28, 2023 and August 31, 2022, was $ 3.6 billion and $ 3.4 billion, respectively.

The gains and losses recognized in earnings due to amounts excluded from effectiveness testing were not material for all periods presented and are included as components of net revenue, cost of revenue and selling, general and administrative expense, which are the same line items in which the hedged items are recorded.

In addition, the Company has entered into forward foreign currency exchange contracts to hedge a portion of its net investment in foreign currency denominated operations, which are designated as net investment hedges.

The net investment hedges have an aggregate notional amount outstanding of $ 0.1 billion and $ 0.0 billion as of November 30, 2022 and August 31, 2022, respectively, and are expected to mature in August 2023.

The net investment hedges have an aggregate notional amount outstanding of $ 127 million and $ 0 million as of February 28, 2023 and August 31, 2022, respectively, and are expected to mature in August 2023.

The effective portion of the gain or loss on net investment hedges is reported in OCI to offset the change in the carrying value of the net investment being hedged until the complete or substantially complete liquidation of the hedged foreign operation.

1 unchanged sentence

Refer to Note 16 – “Fair Value Measurements” for the fair values and classification of the Company’s derivative instruments.

The following table presents the net (losses) gains from forward contracts recorded in the Condensed Consolidated Statements of Operations for the periods indicated (in millions):

The following table presents the net gains (losses) from forward contracts recorded in the Condensed Consolidated Statements of Operations for the periods indicated (in millions):

Derivatives Not Designated as Hedging Instruments Under ASC 815

Location of (Loss) Gain on Derivatives Recognized in Net Income

Amount of (Loss) Gain Recognized in Net Income on Derivatives

Location of Gain (Loss) on Derivatives Recognized in Net Income

Amount of Gain (Loss) Recognized in Net Income on Derivatives

Three months ended

November 30, 2022

November 30, 2021

Six months ended

February 28, 2023

February 28, 2022

February 28, 2023

February 28, 2022

Forward foreign exchange contracts (1)

Cost of revenue

(1) For the three months ended November 30, 2022, the Company recognized $ 49 million of foreign currency gains in cost of revenue, which are offset by the losses from the forward foreign exchange contracts.

For the three months ended November 30, 2021, the Company recognized $ 27 million of foreign currency losses in cost of revenue, which are offset by the gains from the forward foreign exchange contracts.

(1) For the three months ended February 28, 2023, the Company recognized $ 53 million of foreign currency losses in cost of revenue, which are offset by the gains from the forward foreign exchange contracts.

For the six months ended February 28, 2023, the Company recognized $ 4 million of foreign currency losses in cost of revenue, in addition to losses from the forward foreign exchange contracts.

For the three months and six months ended February 28, 2022, the Company recognized $ 9 million and $ 37 million, respectively, of foreign currency losses in cost of revenue, which are offset by the gains from the forward foreign exchange contracts.

Interest Rate Risk Management

1 unchanged sentence

Cash Flow Hedges

The following table presents the interest rate swaps outstanding as of November 30, 2022, which have been designated as hedging instruments and are accounted for as cash flow hedges (in millions):

The following table presents the interest rate swaps outstanding as of February 28, 2023, which have been designated as hedging instruments and are accounted for as cash flow hedges (in millions):

Interest Rate Swap Summary

12 unchanged sentences

Accumulated Other Comprehensive Income

The following table sets forth the changes in AOCI, net of tax, by component for the three months ended November 30, 2022 (in millions):

The following table sets forth the changes in accumulated other comprehensive income (“AOCI”), net of tax, by component for the six months ended February 28, 2023 (in millions):

Service (Cost) Credit

3 unchanged sentences

Other comprehensive income (loss) (1)

Balance as of November 30, 2022

Balance as of February 28, 2023

(1) Amounts are net of tax, which are immaterial.

1 unchanged sentence

Three months ended

Six months ended

Comprehensive Income Components

Financial Statement Line Item

November 30, 2022

November 30, 2021

Realized losses on derivative instruments:

February 28, 2023

February 28, 2022

February 28, 2023

February 28, 2022

Realized losses (gains) on derivative instruments:

Foreign exchange contracts

5 unchanged sentences

Total amounts reclassified from AOCI (3)

(1) The Company expects to reclassify $ 16 million into earnings during the next twelve months, which will primarily be classified as a component of cost of revenue.

(1) The Company expects to reclassify less than $ 1 million into earnings during the next twelve months, which will primarily be classified as a component of cost of revenue.

(2) Amounts are included in the computation of net periodic benefit cost.

Refer to Note 8 – “Postretirement and Other Employee Benefits” for additional information.

(3) Amounts are net of tax, which are immaterial for the three months ended November 30, 2022 and 2021.

(3) Amounts are net of tax, which are immaterial for the three months and six months ended February 28, 2023 and 2022.

Stockholders’ Equity

1 unchanged sentence

Three months ended

November 30, 2022

November 30, 2021

Six months ended

February 28, 2023

February 28, 2022

February 28, 2023

February 28, 2022

Restricted stock units

Employee stock purchase plan

As of November 30, 2022, the shares available to be issued under the 2021 Equity Incentive Plan w ere 8,394,608 .

As of February 28, 2023, the shares available to be issued under t he 2021 Equity Incentive Plan were 8,437,901 .

Restricted Stock Units

5 unchanged sentences

The market-based restricted stock units ha ve a vesting condition that is tied to the Company’s total shareholder return based on the Company’s stock performance in relation to the companies in the Standard and Poor’s (S&P) Super Composite Technology Hardware and Equipment Index excluding the Company.

During the three months ended November 30, 2022 and 2021, the Company awarded approximately 0.9 million and 0.7 million time-based restricted stock units, respectively, 0.2 million and 0.2 million performance-based restricted stock units, respectively, and 0.2 million and 0.2 million market-based restricted stock units, respectively.

During the six months ended February 28, 2023 and 2022, the Company awarded approximately 0.9 million and 0.7 million time-based restricted stock units, respectively, 0.2 million and 0.2 million performance-based restricted stock units, respectively, and 0.2 million and 0.2 million market-based restricted stock units, respectively.

The following represents the stock-based compensation information as of the period indicated (in millions):

November 30, 2022

February 28, 2023

Unrecognized stock-based compensation expense—restricted stock units

3 unchanged sentences

Three months ended

November 30, 2022

November 30, 2021

Six months ended

February 28, 2023

February 28, 2022

February 28, 2023

February 28, 2022

Common stock outstanding:

Beginning balances

Shares issued under employee stock purchase plan

Vesting of restricted stock

3 unchanged sentences

( 2,312,881 )

( 4,324,695 )

( 4,377,866 )

Ending balances

(1) In July 2021, the Board of Directors approved an authorization for the repurchase of up to $ 1.0 billion of the Company’s common stock (the “2022 Share Repurchase Program”).

As of November 30, 2022, 15.0 million shares had been repurchased for $ 898 million and $ 102 million remains available under the 2022 Share Repurchase Program.

As of February 28, 2023, 16.5 million shares had been repurchased for $ 1.0 billion and no authorization remains under the 2022 Share Repurchase Program.

(2) In September 2022, the Board of Directors approved an authorization for the repurchase of up to $ 1.0 billion of the Company’s common stock (the “2023 Share Repurchase Program”).

As of November 30, 2022, no shares had been repurchased under the 2023 Share Repurchase Program.

As of February 28, 2023, 0.3 million shares had been repurchased for $ 25 million and $ 975 million remains available under the 2023 Share Repurchase Program.

Concentration of Risk and Segment Data

1 unchanged sentence

Sales of the Company’s products are concentrated among specific customers.

During the three months ended November 30, 2022, the Company’s five largest customers accounted for approximately 47 % of its net revenue and 75 customers accounted for approximately 90 % of its net revenue.

During the six months ended February 28, 2023, the Company’s five largest customers accounted for approximately 44 % of its net revenue and 79 customers accounted for approximately 90 % of its net revenue.

Sales to these customers were reported in the Electronics Manufacturing Services (“EMS”) and Diversified Manufacturing Services (“DMS”) operating segments.

8 unchanged sentences

Three months ended

November 30, 2022

November 30, 2021

Six months ended

February 28, 2023

February 28, 2022

February 28, 2023

February 28, 2022

Segment income and reconciliation of income before income tax

10 unchanged sentences

Three months ended

November 30, 2022

November 30, 2021

February 28, 2023

February 28, 2022

Timing of transfer

Point in time

Six months ended

February 28, 2023

February 28, 2022

Timing of transfer

Point in time

The Company operates in more than 30 countries worldwide.

2 unchanged sentences

Three months ended

November 30, 2022

November 30, 2021

Six months ended

February 28, 2023

February 28, 2022

February 28, 2023

February 28, 2022

Foreign source revenue

2 unchanged sentences

Three months ended

November 30, 2022 (1)

November 30, 2021

Six months ended

February 28, 2023 (1)

February 28, 2022

February 28, 2023 (1)

February 28, 2022

Employee severance and benefit costs

1 unchanged sentence

Total restructuring, severance and related charges (2)

(1) Primarily relates to headcount reduction to further optimize the Company’s business activities and includes $ 4 million recorded in the EMS segment, $ 33 million recorded in the DMS segment and $ 8 million of non-allocated charges for the three months ended November 30, 2022.

(1) Primarily relates to headcount reduction to further optimize the Company’s business activities and includes $ 0 million and $ 4 million recorded in the EMS segment, $ 0 million and $ 33 million recorded in the DMS segment and $ 0 million $ 8 million of non-allocated charges for the three months and six months ended February 28, 2023, respectively.

Except for asset write-off costs, all restructuring, severance and related charges are cash costs.

(2) The restructuring liability is $ 54 million as of November 30, 2022, which primarily relates to employee severance and benefit costs incurred in fiscal year 2022 and the three months ended November 30, 2022.

(2) The restructuring liability is $ 34 million as of February 28, 2023, which primarily relates to employee severance and benefit costs incurred in fiscal year 2022 and the six months ended February 28, 2023.

We expect the majority of the severance to be paid during fiscal year 2023.

2 unchanged sentences

Three months ended

November 30, 2022

November 30, 2021

Six months ended

February 28, 2023

February 28, 2022

February 28, 2023

February 28, 2022

federal statutory income tax rate

Effective income tax rate

The effective income tax rate differed for the three months ended November 30, 2022, compared to the three months ended November 30, 2021, primarily due to increased losses in tax jurisdictions with minimal related income tax benefit, driven in part by restructuring charges, for the three months ended November 30, 2022.

The effective income tax rate differed for the three months and six months ended February 28, 2023, compared to the three months and six months ended February 28, 2022, primarily due to:

(i) a change in the jurisdictional mix of earnings, driven in part by restructuring charges for the six months ended February 28, 2023 and (ii) a $ 10 million income tax benefit associated with the reversal of a non-U.S.

partial valuation allowance during the three months ended February 28, 2023.

The effective income tax rate differed from the U.S.

federal statutory income tax rate of 21.0% during the three months ended November 30, 2022 and 2021, primarily due to:

(i) losses in tax jurisdictions with existing valuation allowances and (ii) tax incentives granted to sites in China, Malaysia, Singapore and Vietnam.

federal statutory income tax rate of 21.0% during the three months and six months ended February 28, 2023 and 2022, primarily due to:

(i) the jurisdictional mix of earnings, (ii) losses in tax jurisdictions with existing valuation allowances, and (iii) tax incentives granted to sites in China, Malaysia, Singapore and Vietnam.

Earnings Per Share and Dividends

8 unchanged sentences

Three months ended

November 30, 2022

November 30, 2021

Six months ended

February 28, 2023

February 28, 2022

February 28, 2023

February 28, 2022

Restricted stock units

The following table sets forth cash dividends declared by the Company to common stockholders during the three months ended November 30, 2022 and 2021 (in millions, except for per share data):

The following table sets forth cash dividends declared by the Company to common stockholders during the six months ended February 28, 2023 and 2022 (in millions, except for per share data):

Declaration Date

7 unchanged sentences

December 2, 2022

January 26, 2023

February 15, 2023

March 2, 2023

Fiscal Year 2022:

2 unchanged sentences

December 1, 2021

January 20, 2022

February 15, 2022

March 2, 2022

Fair Value Measurements

2 unchanged sentences

Fair Value Hierarchy

November 30, 2022

February 28, 2023

August 31, 2022

23 unchanged sentences

The following table presents the carrying amounts and fair values of the Company's notes payable and long-term debt, by hierarchy level as of the periods indicated (in millions):

November 30, 2022

February 28, 2023

August 31, 2022

58 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements