Jabil 10-Q 2024-05-31

Filed 2024-07-09. 8 sections, 182K characters. Original on sec.gov · Markdown · JSON

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended May 31, 2024

or

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-14063

jabillogo23.jpg

JABIL INC.

(Exact name of registrant as specified in its charter)

Delaware38-1886260
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)

10800 Roosevelt Boulevard North, St. Petersburg, Florida 33716

(Address of principal executive offices) (Zip Code)

(727) 577-9749

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading symbol(s)Name of each exchange on which registered
Common Stock, $0.001 par value per shareJBLNew York Stock Exchange

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 ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of July 2, 2024, there were 113,445,192 shares of the registrant’s Common Stock outstanding.

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JABIL INC. AND SUBSIDIARIES INDEX

Part I – Financial Information
Item 1.Financial Statements
Condensed Consolidated Balance Sheets as of May 31, 2024 and August 31, 20231
Condensed Consolidated Statements of Operations for the three months and nine months ended May 31, 2024 and 20232
Condensed Consolidated Statements of Comprehensive Income for the three months and nine months ended May 31, 2024 and 20233
Condensed Consolidated Statements of Stockholders’ Equity for the three months and nine months ended May 31, 2024 and 20234
Condensed Consolidated Statements of Cash Flows for the nine months ended May 31, 2024 and 20235
Notes to Condensed Consolidated Financial Statements6
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations21
Item 3.Quantitative and Qualitative Disclosures About Market Risk32
Item 4.Controls and Procedures32
Part II – Other Information
Item 1.Legal Proceedings33
Item 1A.Risk Factors33
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds33
Item 3.Defaults Upon Senior Securities33
Item 4.Mine Safety Disclosures33
Item 5.Other Information33
Item 6.Exhibits34
Signatures36

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PART I—FINANCIAL INFORMATION

Item 1. Financial Statements

JABIL INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(in millions, except for share data)

May 31, 2024 (Unaudited)August 31, 2023
ASSETS
Current assets:
Cash and cash equivalents$2,457$1,804
Accounts receivable, net of allowance for credit losses3,3823,647
Contract assets1,1211,035
Inventories, net of reserve for excess and obsolete inventory4,4395,206
Prepaid expenses and other current assets1,4941,109
Assets held for sale—1,929
Total current assets12,89314,730
Property, plant and equipment, net of accumulated depreciation of $4,668 as of May 31, 2024 and $4,512 as of August 31, 20232,9633,137
Operating lease right-of-use asset366367
Goodwill655621
Intangible assets, net of accumulated amortization155142
Deferred income taxes129159
Other assets288268
Total assets$17,449$19,424
LIABILITIES AND EQUITY
Current liabilities:
Current installments of notes payable and long-term debt$—$—
Accounts payable5,3985,679
Accrued expenses5,9295,515
Current operating lease liabilities96104
Liabilities held for sale—1,397
Total current liabilities11,42312,695
Notes payable and long-term debt, less current installments2,8792,875
Other liabilities331319
Non-current operating lease liabilities285269
Income tax liabilities112131
Deferred income taxes143268
Total liabilities15,17316,557
Commitments and contingencies
Equity:
Jabil Inc. stockholders’ equity:
Preferred stock, $0.001 par value, authorized 10,000,000 shares; no shares issued and no shares outstanding——
Common stock, $0.001 par value, authorized 500,000,000 shares; 276,079,193 and 273,949,811 shares issued and 118,720,679 and 131,294,422 shares outstanding as of May 31, 2024 and August 31, 2023, respectively——
Additional paid-in capital2,8812,795
Retained earnings5,6324,412
Accumulated other comprehensive loss(18)(17)
Treasury stock at cost, 157,358,514 and 142,655,389 shares as of May 31, 2024 and August 31, 2023, respectively(6,219)(4,324)
Total Jabil Inc. stockholders’ equity2,2762,866
Noncontrolling interests—1
Total equity2,2762,867
Total liabilities and equity$17,449$19,424

See accompanying notes to Condensed Consolidated Financial Statements.

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JABIL INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in millions, except for per share data)

(Unaudited)

Three months endedNine months ended
May 31, 2024May 31, 2023May 31, 2024May 31, 2023
Net revenue$6,765$8,475$21,919$26,244
Cost of revenue6,1577,77819,90624,143
Gross profit6086972,0132,101
Operating expenses:
Selling, general and administrative268307890911
Research and development982925
Amortization of intangibles1272724
Restructuring, severance and related charges55—25245
Gain from the divestiture of businesses——(944)—
Acquisition and divestiture related charges3—64—
Operating income2613751,6951,096
Other expense22186550
Interest expense, net3851132154
Income before income tax2013061,498892
Income tax expense7273248229
Net income1292331,250663
Net income attributable to noncontrolling interests, net of tax————
Net income attributable to Jabil Inc.$129$233$1,250$663
Earnings per share attributable to the stockholders of Jabil Inc.:
Basic$1.08$1.76$10.01$4.96
Diluted$1.06$1.72$9.86$4.86
Weighted average shares outstanding:
Basic119.9132.3124.9133.6
Diluted121.7135.1126.9136.4

See accompanying notes to Condensed Consolidated Financial Statements.

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JABIL INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in millions)

(Unaudited)

| | | | | | | | | | | | | | | | | | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | -

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Overview

We are one of the leading providers of worldwide manufacturing services and solutions. We provide comprehensive electronics design, production and product management services to companies in various industries and end markets. Our services enable our customers to reduce manufacturing costs, improve supply-chain management, reduce inventory obsolescence, lower transportation costs and reduce product fulfillment time. Our manufacturing and supply chain management services and solutions include innovation, design, planning, fabrication and assembly, delivery and managing the flow of resources and products. We derive substantially all of our revenue from production and product management services (collectively referred to as “manufacturing services”), which encompass the act of producing tangible components that are built to customer specifications and are then provided to the customer.

We serve our customers primarily through dedicated business units that combine highly automated, continuous flow manufacturing with advanced electronic design and design for manufacturability. We currently depend, and expect to continue to depend for the foreseeable future, upon a relatively small number of customers for a significant percentage of our net revenue, which in turn depends upon their growth, viability and financial stability.

We conduct our operations in facilities that are located worldwide, including but not limited to, China, India, Malaysia, Mexico, Singapore and the United States. We derived a substantial majority, 80.5% and 83.4%, of net revenue from our international operations for the three months and nine months ended May 31, 2024, respectively. Our global manufacturing production sites allow customers to manufacture products simultaneously in the optimal locations for their products. Our global presence is key to assessing and executing on our business opportunities.

We have two reporting segments: Electronics Manufacturing Services (“EMS”) and Diversified Manufacturing Services (“DMS”), which are organized based on the economic profiles of the services performed, including manufacturing capabilities, market strategy, margins, return on capital and risk profiles. Our EMS segment is focused around leveraging IT, supply chain design and engineering, technologies largely centered on core electronics, utilizing our large scale manufacturing infrastructure and our ability to serve a broad range of end markets. Our EMS segment is a high volume business that produces product at a quicker rate (i.e. cycle time) and in larger quantities and includes customers primarily in the 5G, wireless and cloud, digital print and retail, industrial and semi-capital equipment, and networking and storage industries. Our DMS segment is focused on providing engineering solutions, with an emphasis on material sciences, technologies and healthcare. Our DMS segment includes customers primarily in the automotive and transportation, connected devices, healthcare and packaging, and mobility industries.

On December 29, 2023, we completed the sale of our product manufacturing business in Chengdu, including its supporting component manufacturing in Wuxi for pre-tax cash proceeds of approximately $2.2 billion, subject to certain post-closing adjustments. The sale of the Business represented the divestiture of our mobility business. See Note 15 – “Business Acquisitions and Divestitures” to the Consolidated Financial Statements for additional information.

We monitor the current economic environment and its potential impact on both the customers we serve as well as our end-markets and closely manage our costs and capital resources so that we can respond appropriately as circumstances change.

Refer to Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations" section contained in our Annual Report on Form 10-K for the fiscal year ended August 31, 2023 for further discussion of the items disclosed in Item 2. "Management's Discussion and Analysis of Financial Condition and Results of Operations" section as of May 31, 2024 contained herein.

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Summary of Results

The following table sets forth, for the periods indicated, certain key operating results and other financial information (in millions, except per share data):

Three months endedNine months ended
May 31, 2024May 31, 2023May 31, 2024May 31, 2023
Net revenue$6,765$8,475$21,919$26,244
Gross profit$608$697$2,013$2,101
Operating income$261$375$1,695$1,096
Net income attributable to Jabil Inc.$129$233$1,250$663
Earnings per share – basic$1.08$1.76$10.01$4.96
Earnings per share – diluted$1.06$1.72$9.86$4.86

Key Performance Indicators

Management regularly reviews financial and non-financial performance indicators to assess the Company’s operating results. Changes in our operating assets and liabilities are largely affected by our working capital requirements, which are dependent on the effective management of our sales cycle as well as timing of payments. Our sales cycle measures how quickly we can convert our manufacturing services into cash through sales. We believe the metrics set forth below are useful to investors in measuring our liquidity as future liquidity needs will depend on fluctuations in levels of inventory, accounts receivable and accounts payable.

The following table sets forth, for the quarterly periods indicated, certain of management’s key financial performance indicators:

Three months ended
May 31, 2024February 29, 2024May 31, 2023
Sales cycle(1)47 days48 days48 days
Inventory turns (annualized)(2)4 turns4 turns4 turns
Days in accounts receivable(3)45 days35 days38 days
Days in inventory(4)81 days87 days84 days
Days in accounts payable(5)79 days74 days74 days

(1)The sales cycle is calculated as the sum of days in accounts receivable and days in inventory, less the days in accounts payable; accordingly, the variance in the sales cycle quarter over quarter was a direct result of changes in these indicators.

(2)Inventory turns (annualized) are calculated as 360 days divided by days in inventory.

(3)Days in accounts receivable is calculated as accounts receivable, net, divided by net revenue multiplied by 90 days. During the three months ended May 31, 2024, the increase in days in accounts receivable from the prior sequential quarter and the three months ended May 31, 2023, was primarily driven by timing of collections.

(4)Days in inventory is calculated as inventories, net and contract

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no material changes in our primary risk exposures or management of market risks from those disclosed in our Annual Report on Form 10-K for the fiscal year ended August 31, 2023.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

We carried out an evaluation required by Rules 13a-15 and 15d-15 under the Exchange Act (the “Evaluation”), under the supervision and with the participation of our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), of the effectiveness of our disclosure controls and procedures as defined in Rules 13a-15 and 15d-15 under the Exchange Act as of May 31, 2024. Based on the Evaluation, our CEO and CFO concluded that the design and operation of our disclosure controls were effective to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and (ii) accumulated and communicated to our senior management, including our CEO and CFO, to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

For our fiscal quarter ended May 31, 2024, we did not identify any modifications to our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II—OTHER INFORMATION

Item 1. Legal Proceedings

See the discussion in Note 17 - “Commitments and Contingencies” to the Condensed Consolidated Financial Statements.

Item 1A. Risk Factors

For information regarding risk factors that could affect our business, results of operations, financial condition or future results, see Part I, “Item 1A. Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended August 31, 2023. For further information on our forward-looking statements see Part I of this Quarterly Report on Form 10-Q.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The following table provides information relating to our repurchase of common stock, excluding excise tax, during the three months ended May 31, 2024:

PeriodTotal Number of Shares Purchased**(1)**Average Price Paid per ShareTotal Number of Shares Purchased as Part of Publicly Announced Program**(2)**Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program (in millions)****(2)
March 1, 2024 – March 31, 20241,843,540$131.151,843,452$934
April 1, 2024 – April 30, 20241,897,938$136.091,890,514$676
May 1, 2024 – May 31, 2024—$——$676
Total3,741,478$133.663,733,966

(1)The purchases include amounts that are attributable to 7,512 shares surrendered to us by employees to satisfy, in connection with the vesting of restricted stock unit awards, their tax withholding obligations.

(2)In September 2022, our Board of Directors authorized the repurchase of up to $1.0 billion of our common stock as publicly announced in a press release on September 27, 2022 (the “2023 Share Repurchase Program”). As of August 31, 2023, 2.7 million shares had been repurchased for $224 million, excluding excise tax. In September 2023, our Board of Directors amended and increased the 2023 Share Repurchase Program to allow for the repurchase of up to $2.5 billion of our common stock as publicly announced in a press release on September 28, 2023.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

During the three months ended May 31, 2024, no director or executive officer of the Company adopted or terminated a trading arrangement intended to satisfy the affirmative defenses of Rule 10b5-1 under the Securities Exchange Act of 1934 or a “non-Rule 10b5-1 trading arrangement,” as defined in Item 408(a) of Regulation S-K.

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Item 6. Exhibits

Index to Exhibits

Incorporated by Reference Herein
Exhibit No.DescriptionFormExhibitFiling Date/Period End Date
3.1Registrant’s Certificate of Incorporation, as amended.10-Q3.15/31/2017
3.2Registrant’s Bylaws, as amended.10-K3.28/31/2022
4.1Form of Certificate for Shares of the Registrant’s Common Stock. (P)S-13/17/1993
4.2Indenture, dated January 16, 2008, with respect to Senior Debt Securities of the Registrant, between the Registrant and The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank of New York Trust Company, N.A.), as trustee.8-K4.21/17/2008
4.3Form of 5.450% Senior Notes due 2029 (included as Exhibit A to the Officers’ Certificate filed herewith as Exhibit 4.5).8-K4.14/13/2023
4.4Form of 4.250% Registered Senior Notes due 2027 (included as Exhibit A to the Officers’ Certificate filed herewith as Exhibit 4.6).8-K4.15/4/2022
4.5Officers’ Certificate, dated as of April 13, 2023, establishing the 5.450% Senior Notes due 2029.8-K4.14/13/2023
4.6Officers’ Certificate, dated as of May 4, 2022, establishing the 4.250% Senior Notes due 2027.8-K4.15/4/2022
4.7Officers’ Certificate, dated as of April 14, 2021, establishing the 1.700% Senior Notes due 2026.8-K4.14/14/2021
4.8Officers’ Certificate, dated as of July 13, 2020, establishing the 3.000% Senior Notes due 2031.8-K4.17/13/2020
4.9Officers’ Certificate, dated as of January 15, 2020, establishing the 3.600% Senior Notes due 2030.8-K4.11/15/2020
4.10Officers’ Certificate, dated as of January 17, 2018, establishing the 3.950% Senior Notes due 2028.8-K4.11/17/2018
10.1†**Separation, Release and Restrictive Covenants Agreement between Kenneth S. Wilson and Jabil Inc. dated May 19, 2024.8-K10.15/20/2024
10.2†**Amendment to Mutual Separation Agreement and Release dated as of May 19, 2024 between Jabil Inc. and Steven D. Borges.8-K10.25/20/2024
10.3†**Mutual Separation Agreement and Release dated May 24, 2024, between Jabil Inc. and Gerald (“JJ”) Creadon.8-K10.15/31/2024
31.1*Rule 13a-14(a)/15d-14(a) Certification by the Chief Executive Officer.
31.2*Rule 13a-14(a)/15d-14(a) Certification by the Chief Financial Officer.
32.1*Section 1350 Certification by the Chief Executive Officer.
32.2*Section 1350 Certification by the Chief Financial Officer.
101The following financial information from Jabil’s Quarterly Report on Form 10-Q for the quarterly period ended May 31, 2024, formatted in Inline XBRL: (i) Condensed Consolidated Balance Sheets as of May 31, 2024 and August 31, 2023, (ii) Condensed Consolidated Statements of Operations for the three months and nine months ended May 31, 2024 and 2023, (iii) Condensed Consolidated Statements of Comprehensive Income for the three months and nine months ended May 31, 2024 and 2023, (iv) Condensed Consolidated Statements of Stockholders’ Equity for the three months and nine months ended May 31, 2024 and 2023, (v) Condensed Consolidated Statements of Cash Flows for the nine months ended May 31, 2024 and 2023, and (vi) the Notes to Condensed Consolidated Financial Statements.
104Cover Page Interactive Data File (Embedded within the inline XBRL Document in Exhibit 101).

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†Indicates management compensatory plan, contract or arrangement
*Filed or furnished herewith
**Certain portions of this exhibit have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K. Jabil agrees to furnish supplementally an unredacted copy of the exhibit to the Securities and Exchange Commission upon request.

Certain instruments with respect to long-term debt of the Registrant and its consolidated subsidiaries are not filed herewith pursuant to Item 601(b)(4)(iii) of Regulation S-K since the total amount of securities authorized under each such instrument does not exceed 10% of the total assets of the Registrant and its subsidiaries on a consolidated basis. The Registrant agrees to furnish a copy of any such instrument to the Securities and Exchange Commission upon request.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

JABIL INC. Registrant
Date: July 9, 2024By:/s/ MICHAEL DASTOOR
Michael Dastoor Chief Executive Officer
Date: July 9, 2024By:/s/ GREGORY B. HEBARD
Gregory B. Hebard Chief Financial Officer