filings.toolsItem 1. FINANCIAL STATEMENTS
86K characters. Original on sec.gov ·
Item 1. FINANCIAL STATEMENTS
NIKE, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME
| THREE MONTHS ENDED NOVEMBER 30, | SIX MONTHS ENDED NOVEMBER 30, | ||||||||||||||||
| (In millions, except per share data) | 2023 | 2022 | 2023 | 2022 | |||||||||||||
| Revenues | $ | 13,388 | $ | 13,315 | $ | 26,327 | $ | 26,002 | |||||||||
| Cost of sales | 7,417 | 7,604 | 14,636 | 14,676 | |||||||||||||
| Gross profit | 5,971 | 5,711 | 11,691 | 11,326 | |||||||||||||
| Demand creation expense | 1,114 | 1,102 | 2,183 | 2,045 | |||||||||||||
| Operating overhead expense | 3,032 | 3,022 | 6,079 | 5,999 | |||||||||||||
| Total selling and administrative expense | 4,146 | 4,124 | 8,262 | 8,044 | |||||||||||||
| Interest expense (income), net | (22) | 16 | (56) | 29 | |||||||||||||
| Other (income) expense, net | (75) | (79) | (85) | (225) | |||||||||||||
| Income before income taxes | 1,922 | 1,650 | 3,570 | 3,478 | |||||||||||||
| Income tax expense | 344 | 319 | 542 | 679 | |||||||||||||
| NET INCOME | $ | 1,578 | $ | 1,331 | $ | 3,028 | $ | 2,799 | |||||||||
| Earnings per common share: | |||||||||||||||||
| Basic | $ | 1.04 | $ | 0.85 | $ | 1.99 | $ | 1.79 | |||||||||
| Diluted | $ | 1.03 | $ | 0.85 | $ | 1.97 | $ | 1.77 | |||||||||
| Weighted average common shares outstanding: | |||||||||||||||||
| Basic | 1,520.8 | 1,559.0 | 1,524.6 | 1,563.1 | |||||||||||||
| Diluted | 1,532.1 | 1,572.4 | 1,537.7 | 1,579.1 |
The accompanying Notes to the Unaudited Condensed Consolidated Financial Statements are an integral part of this statement.
NIKE, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
| THREE MONTHS ENDED NOVEMBER 30, | SIX MONTHS ENDED NOVEMBER 30, | ||||||||||||||||
| (Dollars in millions) | 2023 | 2022 | 2023 | 2022 | |||||||||||||
| Net income | $ | 1,578 | $ | 1,331 | $ | 3,028 | $ | 2,799 | |||||||||
| Other comprehensive income (loss), net of tax: | |||||||||||||||||
| Change in net foreign currency translation adjustment | 39 | 354 | 75 | 128 | |||||||||||||
| Change in net gains (losses) on cash flow hedges | (55) | (401) | (189) | 154 | |||||||||||||
| Change in net gains (losses) on other | 1 | (30) | 4 | (41) | |||||||||||||
| Total other comprehensive income (loss), net of tax | (15) | (77) | (110) | 241 | |||||||||||||
| TOTAL COMPREHENSIVE INCOME | $ | 1,563 | $ | 1,254 | $ | 2,918 | $ | 3,040 |
The accompanying Notes to the Unaudited Condensed Consolidated Financial Statements are an integral part of this statement.
NIKE, INC.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
| NOVEMBER 30, | MAY 31, | ||||||||||
| (In millions) | 2023 | 2023 | |||||||||
| ASSETS | |||||||||||
| Current assets: | |||||||||||
| Cash and equivalents | $ | 7,919 | $ | 7,441 | |||||||
| Short-term investments | 2,008 | 3,234 | |||||||||
| Accounts receivable, net | 4,782 | 4,131 | |||||||||
| Inventories | 7,979 | 8,454 | |||||||||
| Prepaid expenses and other current assets | 1,943 | 1,942 | |||||||||
| Total current assets | 24,631 | 25,202 | |||||||||
| Property, plant and equipment, net | 5,153 | 5,081 | |||||||||
| Operating lease right-of-use assets, net | 2,943 | 2,923 | |||||||||
| Identifiable intangible assets, net | 269 | 274 | |||||||||
| Goodwill | 281 | 281 | |||||||||
| Deferred income taxes and other assets | 3,926 | 3,770 | |||||||||
| TOTAL ASSETS | $ | 37,203 | $ | 37,531 | |||||||
| LIABILITIES AND SHAREHOLDERS' EQUITY | |||||||||||
| Current liabilities: | |||||||||||
| Current portion of long-term debt | $ | — | $ | — | |||||||
| Notes payable | 6 | 6 | |||||||||
| Accounts payable | 2,709 | 2,862 | |||||||||
| Current portion of operating lease liabilities | 456 | 425 | |||||||||
| Accrued liabilities | 5,470 | 5,723 | |||||||||
| Income taxes payable | 358 | 240 | |||||||||
| Total current liabilities | 8,999 | 9,256 | |||||||||
| Long-term debt | 8,930 | 8,927 | |||||||||
| Operating lease liabilities | 2,785 | 2,786 | |||||||||
| Deferred income taxes and other liabilities | 2,343 | 2,558 | |||||||||
| Commitments and contingencies (Note 11) | |||||||||||
| Redeemable preferred stock | — | — | |||||||||
| Shareholders' equity: | |||||||||||
| Common stock at stated value: | |||||||||||
| Class A convertible — 298 and 305 shares outstanding | — | — | |||||||||
| Class B — 1,219 and 1,227 shares outstanding | 3 | 3 | |||||||||
| Capital in excess of stated value | 12,871 | 12,412 | |||||||||
| Accumulated other comprehensive income (loss) | 121 | 231 | |||||||||
| Retained earnings | 1,151 | 1,358 | |||||||||
| Total shareholders' equity | 14,146 | 14,004 | |||||||||
| TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ | 37,203 | $ | 37,531 |
The accompanying Notes to the Unaudited Condensed Consolidated Financial Statements are an integral part of this statement.
NIKE, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
| SIX MONTHS ENDED NOVEMBER 30, | ||||||||
| (Dollars in millions) | 2023 | 2022 | ||||||
| Cash provided (used) by operations: | ||||||||
| Net income | $ | 3,028 | $ | 2,799 | ||||
| Adjustments to reconcile net income to net cash provided (used) by operations: | ||||||||
| Depreciation | 382 | 342 | ||||||
| Deferred income taxes | (144) | (150) | ||||||
| Stock-based compensation | 402 | 364 | ||||||
| Amortization, impairment and other | (12) | 137 | ||||||
| Net foreign currency adjustments | (43) | (125) | ||||||
| Changes in certain working capital components and other assets and liabilities: | ||||||||
| (Increase) decrease in accounts receivable | (649) | (878) | ||||||
| (Increase) decrease in inventories | 493 | (948) | ||||||
| (Increase) decrease in prepaid expenses, operating lease right-of-use assets and other current and non-current assets | (394) | (239) | ||||||
| Increase (decrease) in accounts payable, accrued liabilities, operating lease liabilities and other current and non-current liabilities | (312) | 56 | ||||||
| Cash provided (used) by operations | 2,751 | 1,358 | ||||||
| Cash provided (used) by investing activities: | ||||||||
| Purchases of short-term investments | (2,206) | (3,500) | ||||||
| Maturities of short-term investments | 1,477 | 1,951 | ||||||
| Sales of short-term investments | 2,072 | 1,972 | ||||||
| Additions to property, plant and equipment | (458) | (500) | ||||||
| Other investing activities | (10) | 54 | ||||||
| Cash provided (used) by investing activities | 875 | (23) | ||||||
| Cash provided (used) by financing activities: | ||||||||
| Increase (decrease) in notes payable, net | — | (3) | ||||||
| Proceeds from exercise of stock options and other stock issuances | 327 | 260 | ||||||
| Repurchase of common stock | (2,331) | (2,550) | ||||||
| Dividends — common and preferred | (1,047) | (960) | ||||||
| Other financing activities | (100) | (68) | ||||||
| Cash provided (used) by financing activities | (3,151) | (3,321) | ||||||
| Effect of exchange rate changes on cash and equivalents | 3 | (98) | ||||||
| Net increase (decrease) in cash and equivalents | 478 | (2,084) | ||||||
| Cash and equivalents, beginning of period | 7,441 | 8,574 | ||||||
| CASH AND EQUIVALENTS, END OF PERIOD | $ | 7,919 | $ | 6,490 | ||||
| Supplemental disclosure of cash flow information: | ||||||||
| Non-cash additions to property, plant and equipment | $ | 165 | $ | 124 | ||||
| Dividends declared and not paid | 565 | 526 |
The accompanying Notes to the Unaudited Condensed Consolidated Financial Statements are an integral part of this statement.
NIKE, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
| COMMON STOCK | CAPITAL IN EXCESS OF STATED VALUE | ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | RETAINED EARNINGS | TOTAL | |||||||||||||||||||||||||
| CLASS A | CLASS B | ||||||||||||||||||||||||||||
| (In millions, except per share data) | SHARES | AMOUNT | SHARES | AMOUNT | |||||||||||||||||||||||||
| Balance at August 31, 2023 | 298 | $ | — | 1,226 | $ | 3 | $ | 12,590 | $ | 136 | $ | 1,242 | $ | 13,971 | |||||||||||||||
| Stock options exercised | 2 | 106 | 106 | ||||||||||||||||||||||||||
| Repurchase of Class B Common Stock | (12) | (99) | (1,110) | (1,209) | |||||||||||||||||||||||||
| Dividends on common stock ($0.370 per share) | (565) | (565) | |||||||||||||||||||||||||||
| Issuance of shares to employees, net of shares withheld for employee taxes | 3 | 68 | 6 | 74 | |||||||||||||||||||||||||
| Stock-based compensation | 206 | 206 | |||||||||||||||||||||||||||
| Net income | 1,578 | 1,578 | |||||||||||||||||||||||||||
| Other comprehensive income (loss) | (15) | (15) | |||||||||||||||||||||||||||
| Balance at November 30, 2023 | 298 | $ | — | 1,219 | $ | 3 | $ | 12,871 | $ | 121 | $ | 1,151 | $ | 14,146 |
| COMMON STOCK | CAPITAL IN EXCESS OF STATED VALUE | ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | RETAINED EARNINGS | TOTAL | |||||||||||||||||||||||||
| CLASS A | CLASS B | ||||||||||||||||||||||||||||
| (In millions, except per share data) | SHARES | AMOUNT | SHARES | AMOUNT | |||||||||||||||||||||||||
| Balance at August 31, 2022 | 305 | $ | — | 1,259 | $ | 3 | $ | 11,648 | $ | 636 | $ | 3,535 | $ | 15,822 | |||||||||||||||
| Stock options exercised | 1 | 69 | 69 | ||||||||||||||||||||||||||
| Repurchase of Class B Common Stock | (17) | (123) | (1,484) | (1,607) | |||||||||||||||||||||||||
| Dividends on common stock ($0.340 per share) | (526) | (526) | |||||||||||||||||||||||||||
| Issuance of shares to employees, net of shares withheld for employee taxes | 2 | 63 | 3 | 66 | |||||||||||||||||||||||||
| Stock-based compensation | 194 | 194 | |||||||||||||||||||||||||||
| Net income | 1,331 | 1,331 | |||||||||||||||||||||||||||
| Other comprehensive income (loss) | (77) | (77) | |||||||||||||||||||||||||||
| Balance at November 30, 2022 | 305 | $ | — | 1,245 | $ | 3 | $ | 11,851 | $ | 559 | $ | 2,859 | $ | 15,272 |
| COMMON STOCK | CAPITAL IN EXCESS OF STATED VALUE | ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | RETAINED EARNINGS | TOTAL | |||||||||||||||||||||||||
| CLASS A | CLASS B | ||||||||||||||||||||||||||||
| (In millions, except per share data) | SHARES | AMOUNT | SHARES | AMOUNT | |||||||||||||||||||||||||
| Balance at May 31, 2023 | 305 | $ | — | 1,227 | $ | 3 | $ | 12,412 | $ | 231 | $ | 1,358 | $ | 14,004 | |||||||||||||||
| Stock options exercised | 4 | 212 | 212 | ||||||||||||||||||||||||||
| Conversion to Class B Common Stock | (7) | 7 | — | ||||||||||||||||||||||||||
| Repurchase of Class B Common Stock | (22) | (184) | (2,157) | (2,341) | |||||||||||||||||||||||||
| Dividends on common stock ($0.710 per share) and preferred stock ($0.10 per share) | (1,084) | (1,084) | |||||||||||||||||||||||||||
| Issuance of shares to employees, net of shares withheld for employee taxes | 3 | 29 | 6 | 35 | |||||||||||||||||||||||||
| Stock-based compensation | 402 | 402 | |||||||||||||||||||||||||||
| Net income | 3,028 | 3,028 | |||||||||||||||||||||||||||
| Other comprehensive income (loss) | (110) | (110) | |||||||||||||||||||||||||||
| Balance at November 30, 2023 | 298 | $ | — | 1,219 | $ | 3 | $ | 12,871 | $ | 121 | $ | 1,151 | $ | 14,146 |
| COMMON STOCK | CAPITAL IN EXCESS OF STATED VALUE | ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | RETAINED EARNINGS | TOTAL | |||||||||||||||||||||||||
| CLASS A | CLASS B | ||||||||||||||||||||||||||||
| (In millions, except per share data) | SHARES | AMOUNT | SHARES | AMOUNT | |||||||||||||||||||||||||
| Balance at May 31, 2022 | 305 | $ | — | 1,266 | $ | 3 | $ | 11,484 | $ | 318 | $ | 3,476 | $ | 15,281 | |||||||||||||||
| Stock options exercised | 3 | 149 | 149 | ||||||||||||||||||||||||||
| Repurchase of Class B Common Stock | (26) | (189) | (2,409) | (2,598) | |||||||||||||||||||||||||
| Dividends on common stock ($0.645 per share) and preferred stock ($0.10 per share) | (1,008) | (1,008) | |||||||||||||||||||||||||||
| Issuance of shares to employees, net of shares withheld for employee taxes | 2 | 43 | 1 | 44 | |||||||||||||||||||||||||
| Stock-based compensation | 364 | 364 | |||||||||||||||||||||||||||
| Net income | 2,799 | 2,799 | |||||||||||||||||||||||||||
| Other comprehensive income (loss) | 241 | 241 | |||||||||||||||||||||||||||
| Balance at November 30, 2022 | 305 | $ | — | 1,245 | $ | 3 | $ | 11,851 | $ | 559 | $ | 2,859 | $ | 15,272 |
The accompanying Notes to the Unaudited Condensed Consolidated Financial Statements are an integral part of this statement.
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
| NOTE 1 | Summary of Significant Accounting Policies | 8 | ||||||
| NOTE 2 | Accrued Liabilities | 9 | ||||||
| NOTE 3 | Fair Value Measurements | 9 | ||||||
| NOTE 4 | Income Taxes | 11 | ||||||
| NOTE 5 | Stock-Based Compensation | 11 | ||||||
| NOTE 6 | Earnings Per Share | 12 | ||||||
| NOTE 7 | Risk Management and Derivatives | 13 | ||||||
| NOTE 8 | Accumulated Other Comprehensive Income (Loss) | 16 | ||||||
| NOTE 9 | Revenues | 18 | ||||||
| NOTE 10 | Operating Segments | 20 | ||||||
| NOTE 11 | Contingencies | 22 | ||||||
| NOTE 12 | Acquisitions and Divestitures | 22 | ||||||
| NOTE 13 | Subsequent Events | 22 |
| NOTE 1 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
BASIS OF PRESENTATION
The Unaudited Condensed Consolidated Financial Statements include the accounts of NIKE, Inc. and its subsidiaries (the "Company" or "NIKE") and reflect all normal recurring adjustments which are, in the opinion of management, necessary for a fair statement of the results of operations for the interim period. The year-end Condensed Consolidated Balance Sheet data as of May 31, 2023, was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America ("U.S. GAAP"). The interim financial information and notes thereto should be read in conjunction with the Company's latest Annual Report on Form 10-K for the fiscal year ended May 31, 2023 (the "Annual Report"). The results of operations for the three and six months ended November 30, 2023, are not necessarily indicative of results to be expected for the entire fiscal year.
RECENTLY ISSUED ACCOUNTING STANDARDS
In November 2023, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant expenses. The amendments will require public entities to disclose significant segment expenses that are regularly provided to the chief operating decision maker and included within segment profit and loss. The amendments are effective for the Company's annual periods beginning June 1, 2024, and interim periods beginning June 1, 2025, with early adoption permitted, and will be applied retrospectively to all prior periods presented in the financial statements. The Company is currently evaluating the ASU to determine its impact on the Company's disclosures.
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which includes amendments that further enhance income tax disclosures, primarily through standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. The amendments are effective for the Company’s annual periods beginning June 1, 2025, with early adoption permitted, and should be applied either prospectively or retrospectively. The Company is currently evaluating the ASU to determine its impact on the Company’s disclosures.
RECENTLY ADOPTED ACCOUNTING STANDARDS
In September 2022, the FASB issued ASU 2022-04, Liabilities — Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations. The new guidance requires qualitative and quantitative disclosure sufficient to enable users of the financial statements to understand the nature, activity during the period, changes from period to period and potential magnitude of such programs. The Company adopted the required guidance in the first quarter of fiscal 2024.
Certain financial institutions offer voluntary supplier finance programs facilitated through a third-party platform that provide participating suppliers the option to finance valid payment obligations from the Company. The Company is not a party to agreements negotiated between participating suppliers and third-party financial institutions. The Company's obligations to its suppliers, including amounts due and payment terms, are not affected by a supplier's decision to participate in these programs and the Company does not provide guarantees to third parties in connection with these programs. As of November 30, 2023 and May 31, 2023, the Company had $819 million and $834 million, respectively, of outstanding supplier obligations confirmed as valid under these programs. These amounts are included within Accounts payable on the Unaudited Condensed Consolidated Balance Sheets.
| NOTE 2 — ACCRUED LIABILITIES |
Accrued liabilities included the following:
| NOVEMBER 30, | MAY 31, | ||||||||||
| (Dollars in millions) | 2023 | 2023 | |||||||||
| Compensation and benefits, excluding taxes | $ | 1,254 | $ | 1,737 | |||||||
| Sales-related reserves | 1,130 | 994 | |||||||||
| Dividends payable | 568 | 529 | |||||||||
| Taxes other than income taxes payable | 499 | 377 | |||||||||
| Endorsement compensation | 415 | 552 | |||||||||
| Other | 1,604 | 1,534 | |||||||||
| TOTAL ACCRUED LIABILITIES | $ | 5,470 | $ | 5,723 |
| NOTE 3 — FAIR VALUE MEASUREMENTS |
The Company measures certain financial assets and liabilities at fair value on a recurring basis, including derivatives, equity securities and available-for-sale debt securities. For additional information about the Company's fair value policies, refer to Note 1 — Summary of Significant Accounting Policies within the Annual Report.
The following tables present information about the Company's financial assets measured at fair value on a recurring basis as of November 30, 2023 and May 31, 2023, and indicate the level in the fair value hierarchy in which the Company classifies the fair value measurement:
| NOVEMBER 30, 2023 | |||||||||||
| (Dollars in millions) | ASSETS AT FAIR VALUE | CASH AND EQUIVALENTS | SHORT-TERM INVESTMENTS | ||||||||
| Cash | $ | 1,603 | $ | 1,603 | $ | — | |||||
| Level 1: | |||||||||||
| U.S. Treasury securities | 1,420 | — | 1,420 | ||||||||
| Level 2: | |||||||||||
| Commercial paper and bonds | 550 | 18 | 532 | ||||||||
| Money market funds | 5,653 | 5,653 | — | ||||||||
| Time deposits | 652 | 645 | 7 | ||||||||
| U.S. Agency securities | 49 | — | 49 | ||||||||
| Total Level 2 | 6,904 | 6,316 | 588 | ||||||||
| TOTAL | $ | 9,927 | $ | 7,919 | $ | 2,008 |
| MAY 31, 2023 | |||||||||||
| (Dollars in millions) | ASSETS AT FAIR VALUE | CASH AND EQUIVALENTS | SHORT-TERM INVESTMENTS | ||||||||
| Cash | $ | 1,767 | $ | 1,767 | $ | — | |||||
| Level 1: | |||||||||||
| U.S. Treasury securities | 2,655 | — | 2,655 | ||||||||
| Level 2: | |||||||||||
| Commercial paper and bonds | 543 | 15 | 528 | ||||||||
| Money market funds | 5,157 | 5,157 | — | ||||||||
| Time deposits | 507 | 502 | 5 | ||||||||
| U.S. Agency securities | 46 | — | 46 | ||||||||
| Total Level 2 | 6,253 | 5,674 | 579 | ||||||||
| TOTAL | $ | 10,675 | $ | 7,441 | $ | 3,234 | |||||
As of November 30, 2023, the Company held $1,316 million of available-for-sale debt securities with maturity dates within one year and $692 million with maturity dates greater than one year and less than five years in Short-term investments on the Unaudited Condensed Consolidated Balance Sheets. The fair value of the Company's available-for-sale debt securities approximates their amortized cost.
Included in Interest expense (income), net was interest income related to the Company's investment portfolio of $92 million and $49 million for the three months ended November 30, 2023 and 2022, respectively, and $191 million and $114 million for the six months ended November 30, 2023 and 2022, respectively.
The following tables present information about the Company's derivative assets and liabilities measured at fair value on a recurring basis and indicate the level in the fair value hierarchy in which the Company classifies the fair value measurement:
| NOVEMBER 30, 2023 | |||||||||||||||||||||||
| DERIVATIVE ASSETS | DERIVATIVE LIABILITIES | ||||||||||||||||||||||
| (Dollars in millions) | ASSETS AT FAIR VALUE | OTHER CURRENT ASSETS | OTHER LONG-TERM ASSETS | LIABILITIES AT FAIR VALUE | ACCRUED LIABILITIES | OTHER LONG-TERM LIABILITIES | |||||||||||||||||
| Level 2: | |||||||||||||||||||||||
| Foreign exchange forwards and options(1) | $ | 371 | $ | 322 | $ | 49 | $ | 202 | $ | 162 | $ | 40 |
*(1)*If the foreign exchange derivative instruments had been netted on the Unaudited Condensed Consolidated Balance Sheets, the asset and liability positions each would have been reduced by $180 million as of November 30, 2023. As of that date, no amount of cash collateral had been received or posted on the derivative asset and liability balances related to these foreign exchange derivative instruments.
| MAY 31, 2023 | |||||||||||||||||||||||
| DERIVATIVE ASSETS | DERIVATIVE LIABILITIES | ||||||||||||||||||||||
| (Dollars in millions) | ASSETS AT FAIR VALUE | OTHER CURRENT ASSETS | OTHER LONG-TERM ASSETS | LIABILITIES AT FAIR VALUE | ACCRUED LIABILITIES | OTHER LONG-TERM LIABILITIES | |||||||||||||||||
| Level 2: | |||||||||||||||||||||||
| Foreign exchange forwards and options(1) | $ | 557 | $ | 493 | $ | 64 | $ | 180 | $ | 128 | $ | 52 | |||||||||||
*(1)*If the foreign exchange derivative instruments had been netted on the Consolidated Balance Sheets, the asset and liability positions each would have been reduced by $178 million as of May 31, 2023. As of that date, the Company received $36 million of cash collateral from counterparties related to foreign exchange derivative instruments. No amount of collateral was posted on the derivative liability balance as of May 31, 2023.
For additional information related to the Company's derivative financial instruments and credit risk, refer to Note 7 — Risk Management and Derivatives.
The carrying amounts of other current financial assets and other current financial liabilities approximate fair value.
FINANCIAL ASSETS AND LIABILITIES NOT RECORDED AT FAIR VALUE
The Company's Long-term debt is recorded at adjusted cost, net of unamortized premiums, discounts and debt issuance costs. The fair value of long-term debt is estimated based upon quoted prices for similar instruments or quoted prices for identical instruments in inactive markets (Level 2). The fair value of the Company's Long-term debt, including the current portion, was approximately $7,744 million at November 30, 2023 and $7,889 million at May 31, 2023.
The carrying amounts reflected on the Unaudited Condensed Consolidated Balance Sheets for Notes payable approximate fair value.
| NOTE 4 — INCOME TAXES |
The effective tax rate was 15.2% and 19.5% for the six months ended November 30, 2023 and 2022, respectively. The decrease in the Company's effective tax rate was primarily due to one-time benefits including the impact of temporary relief provided by the Internal Revenue Service ("IRS") relating to U.S. foreign tax credit regulations. On July 21, 2023, the IRS issued Notice 2023-55 which specifically delayed the application of certain U.S. foreign tax credit regulations that had previously limited the Company's ability to claim credits on certain foreign taxes for the fiscal year ended May 31, 2023. As a result of this new guidance, the Company recognized a one-time tax benefit related to prior year tax positions in the first three months of fiscal 2024. Other one-time benefits included a reduction in accrued withholding taxes on undistributed foreign earnings recognized in the second quarter of fiscal 2024.
On August 16, 2022, the U.S. government enacted the Inflation Reduction Act of 2022 that included, among other provisions, changes to the U.S. corporate income tax system, including a fifteen percent minimum tax based on "adjusted financial statement income," which was effective for the Company beginning June 1, 2023. Based on the Company's current analysis of the provisions, these tax law changes are not expected to have a material impact on the Company's financial statements for fiscal 2024.
As of November 30, 2023, total gross unrecognized tax benefits, excluding related interest and penalties, were $931 million, $649 million of which would affect the Company's effective tax rate if recognized in future periods. The majority of the total gross unrecognized tax benefits are long-term in nature and included within Deferred income taxes and other liabilities on the Unaudited Condensed Consolidated Balance Sheets. As of May 31, 2023, total gross unrecognized tax benefits, excluding related interest and penalties, were $936 million. As of November 30, 2023 and May 31, 2023, accrued interest and penalties related to uncertain tax positions were $287 million and $268 million, respectively, (excluding federal benefit) and included within Deferred income taxes and other liabilities on the Unaudited Condensed Consolidated Balance Sheets.
The Company is subject to taxation in the U.S., as well as various state and foreign jurisdictions. The Company is currently under audit by the U.S. IRS for fiscal years 2017 through 2019. The Company has closed all U.S. federal income tax matters through fiscal 2016, with the exception of certain transfer pricing adjustments.
Tax years after 2011 remain open in certain major foreign jurisdictions. Although the timing of resolution of audits is not certain, the Company evaluates all domestic and foreign audit issues in the aggregate, along with the expiration of applicable statutes of limitations, and estimates that it is reasonably possible the total gross unrecognized tax benefits could decrease by up to $30 million within the next 12 months. In January 2019, the European Commission opened a formal investigation to examine whether the Netherlands has breached State Aid rules when granting certain tax rulings to the Company. The Company believes the investigation is without merit. If this matter is adversely resolved, the Netherlands may be required to assess additional amounts with respect to prior periods, and the Company's income taxes related to prior periods in the Netherlands could increase.
| NOTE 5 — STOCK-BASED COMPENSATION |
STOCK-BASED COMPENSATION
The NIKE, Inc. Stock Incentive Plan (the "Stock Incentive Plan") provides for the issuance of up to 798 million previously unissued shares of Class B Common Stock in connection with equity awards granted under the Stock Incentive Plan. The Stock Incentive Plan authorizes the grant of non-statutory stock options, incentive stock options, stock appreciation rights and stock awards, including restricted stock and restricted stock units. Restricted stock units include both time-vesting restricted stock units ("RSUs") as well as performance-based restricted stock units ("PSUs"). In addition to the Stock Incentive Plan, the Company gives employees the right to purchase shares at a discount from the market price under employee stock purchase plans ("ESPPs"). For additional information, refer to Note 9 — Common Stock and Stock-Based Compensation within the Annual Report.
The following table summarizes the Company's total stock-based compensation expense recognized in Cost of sales or Operating overhead expense, as applicable:
| THREE MONTHS ENDED NOVEMBER 30, | SIX MONTHS ENDED NOVEMBER 30, | ||||||||||||||||
| (Dollars in millions) | 2023 | 2022 | 2023 | 2022 | |||||||||||||
| Stock options(1) | $ | 88 | $ | 79 | $ | 164 | $ | 154 | |||||||||
| ESPPs | 17 | 18 | 38 | 33 | |||||||||||||
| Restricted stock and restricted stock units(2) | 101 | 97 | 200 | 177 | |||||||||||||
| TOTAL STOCK-BASED COMPENSATION EXPENSE | $ | 206 | $ | 194 | $ | 402 | $ | 364 |
*(1)*Expense for stock options includes the expense associated with stock appreciation rights.
*(2)*Restricted stock units include RSUs and PSUs.
The income tax benefit related to stock-based compensation expense was $1 million and $2 million for the three months ended November 30, 2023 and 2022, respectively, and $18 million and $22 million for the six months ended November 30, 2023 and 2022, respectively, and reported within Income tax expense.
STOCK OPTIONS
As of November 30, 2023, the Company had $621 million of unrecognized compensation costs from stock options, net of estimated forfeitures, to be recognized in Cost of sales or Operating overhead expense, as applicable, over a weighted average remaining period of 2.7 years.
RESTRICTED STOCK AND RESTRICTED STOCK UNITS
As of November 30, 2023, the Company had $859 million of unrecognized compensation costs from restricted stock and restricted stock units, net of estimated forfeitures, to be recognized in Cost of sales or Operating overhead expense, as applicable, over a weighted average remaining period of 2.7 years.
| NOTE 6 — EARNINGS PER SHARE |
The following is a reconciliation from basic earnings per common share to diluted earnings per common share. The computations of diluted earnings per common share exclude restricted stock, restricted stock units and options, including shares under ESPPs, to purchase an estimated additional 46.2 million and 38.0 million shares of common stock outstanding for the three months ended November 30, 2023 and 2022, respectively, and 43.5 million and 35.1 million shares of common stock outstanding for the six months ended November 30, 2023 and 2022, respectively, because the awards were assumed to be anti-dilutive.
| THREE MONTHS ENDED NOVEMBER 30, | SIX MONTHS ENDED NOVEMBER 30, | ||||||||||||||||
| (In millions, except per share data) | 2023 | 2022 | 2023 | 2022 | |||||||||||||
| Net income available to common stockholders | $ | 1,578 | $ | 1,331 | $ | 3,028 | $ | 2,799 | |||||||||
| Determination of shares: | |||||||||||||||||
| Weighted average common shares outstanding | 1,520.8 | 1,559.0 | 1,524.6 | 1,563.1 | |||||||||||||
| Assumed conversion of dilutive stock options and awards | 11.3 | 13.4 | 13.1 | 16.0 | |||||||||||||
| DILUTED WEIGHTED AVERAGE COMMON SHARES OUTSTANDING | 1,532.1 | 1,572.4 | 1,537.7 | 1,579.1 | |||||||||||||
| Earnings per common share: | |||||||||||||||||
| Basic | $ | 1.04 | $ | 0.85 | $ | 1.99 | $ | 1.79 | |||||||||
| Diluted | $ | 1.03 | $ | 0.85 | $ | 1.97 | $ | 1.77 |
| NOTE 7 — RISK MANAGEMENT AND DERIVATIVES |
The Company is exposed to global market risks, including the effect of changes in foreign currency exchange rates and interest rates, and uses derivatives to manage financial exposures that occur in the normal course of business. As of and for the six months ended November 30, 2023, there have been no material changes to the Company's hedging program or strategy from what was disclosed within the Annual Report. For additional information about the Company's derivatives and hedging policies, refer to Note 1 — Summary of Significant Accounting Policies and Note 12 — Risk Management and Derivatives within the Annual Report.
The majority of derivatives outstanding as of November 30, 2023, are designated as foreign currency cash flow hedges, primarily for Euro/U.S. Dollar, British Pound/Euro, Chinese Yuan/U.S. Dollar and Japanese Yen/U.S. Dollar currency pairs. All derivatives are recognized on the Unaudited Condensed Consolidated Balance Sheets at fair value and classified based on the instrument's maturity date.
The following tables present the fair values of derivative instruments included within the Unaudited Condensed Consolidated Balance Sheets:
| DERIVATIVE ASSETS | ||||||||||||||
| BALANCE SHEET LOCATION | NOVEMBER 30, | MAY 31, | ||||||||||||
| (Dollars in millions) | 2023 | 2023 | ||||||||||||
| Derivatives formally designated as hedging instruments: | ||||||||||||||
| Foreign exchange forwards and options | Prepaid expenses and other current assets | $ | 309 | $ | 480 | |||||||||
| Foreign exchange forwards and options | Deferred income taxes and other assets | 49 | 64 | |||||||||||
| Total derivatives formally designated as hedging instruments | 358 | 544 | ||||||||||||
| Derivatives not designated as hedging instruments: | ||||||||||||||
| Foreign exchange forwards and options | Prepaid expenses and other current assets | 13 | 13 | |||||||||||
| Total derivatives not designated as hedging instruments | 13 | 13 | ||||||||||||
| TOTAL DERIVATIVE ASSETS | $ | 371 | $ | 557 | ||||||||||
| DERIVATIVE LIABILITIES | ||||||||||||||
| BALANCE SHEET LOCATION | NOVEMBER 30, | MAY 31, | ||||||||||||
| (Dollars in millions) | 2023 | 2023 | ||||||||||||
| Derivatives formally designated as hedging instruments: | ||||||||||||||
| Foreign exchange forwards and options | Accrued liabilities | $ | 138 | $ | 93 | |||||||||
| Foreign exchange forwards and options | Deferred income taxes and other liabilities | 40 | 52 | |||||||||||
| Total derivatives formally designated as hedging instruments | 178 | 145 | ||||||||||||
| Derivatives not designated as hedging instruments: | ||||||||||||||
| Foreign exchange forwards and options | Accrued liabilities | 24 | 35 | |||||||||||
| Total derivatives not designated as hedging instruments | 24 | 35 | ||||||||||||
| TOTAL DERIVATIVE LIABILITIES | $ | 202 | $ | 180 |
The following tables present the amounts affecting the Unaudited Condensed Consolidated Statements of Income:
| (Dollars in millions) | AMOUNT OF GAIN (LOSS) RECOGNIZED IN OTHER COMPREHENSIVE INCOME (LOSS) ON DERIVATIVES**(1)** | AMOUNT OF GAIN (LOSS) RECLASSIFIED FROM ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) INTO INCOME**(1)** | |||||||||||||||||||||
| THREE MONTHS ENDED NOVEMBER 30, | LOCATION OF GAIN (LOSS) RECLASSIFIED FROM ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) INTO INCOME | THREE MONTHS ENDED NOVEMBER 30, | |||||||||||||||||||||
| 2023 | 2022 | 2023 | 2022 | ||||||||||||||||||||
| Derivatives designated as cash flow hedges: | |||||||||||||||||||||||
| Foreign exchange forwards and options | $ | (5) | $ | (3) | Revenues | $ | 2 | $ | 4 | ||||||||||||||
| Foreign exchange forwards and options | 21 | (101) | Cost of sales | 65 | 173 | ||||||||||||||||||
| Foreign exchange forwards and options | 2 | 2 | Demand creation expense | — | (2) | ||||||||||||||||||
| Foreign exchange forwards and options | 39 | (47) | Other (income) expense, net | 51 | 125 | ||||||||||||||||||
| Interest rate swaps(2) | — | — | Interest expense (income), net | (2) | (2) | ||||||||||||||||||
| TOTAL DESIGNATED CASH FLOW HEDGES | $ | 57 | $ | (149) | $ | 116 | $ | 298 |
*(1)*For the three months ended November 30, 2023 and 2022, the amounts recorded in Other (income) expense, net as a result of the discontinuance of cash flow hedges because the forecasted transactions were no longer probable of occurring were immaterial.
*(2)*Gains and losses associated with terminated interest rate swaps, which were previously designated as cash flow hedges and recorded in Accumulated other comprehensive income (loss), will be released through Interest expense (income), net over the term of the issued debt.
| (Dollars in millions) | AMOUNT OF GAIN (LOSS) RECOGNIZED IN OTHER COMPREHENSIVE INCOME (LOSS) ON DERIVATIVES**(1)** | AMOUNT OF GAIN (LOSS) RECLASSIFIED FROM ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) INTO INCOME**(1)** | |||||||||||||||||||||
| SIX MONTHS ENDED NOVEMBER 30, | LOCATION OF GAIN (LOSS) RECLASSIFIED FROM ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) INTO INCOME | SIX MONTHS ENDED NOVEMBER 30, | |||||||||||||||||||||
| 2023 | 2022 | 2023 | 2022 | ||||||||||||||||||||
| Derivatives designated as cash flow hedges: | |||||||||||||||||||||||
| Foreign exchange forwards and options | $ | (23) | $ | 22 | Revenues | $ | 3 | $ | (5) | ||||||||||||||
| Foreign exchange forwards and options | 19 | 386 | Cost of sales | 151 | 282 | ||||||||||||||||||
| Foreign exchange forwards and options | 2 | (3) | Demand creation expense | — | (3) | ||||||||||||||||||
| Foreign exchange forwards and options | 29 | 246 | Other (income) expense, net | 86 | 207 | ||||||||||||||||||
| Interest rate swaps(2) | — | — | Interest expense (income), net | (4) | (4) | ||||||||||||||||||
| TOTAL DESIGNATED CASH FLOW HEDGES | $ | 27 | $ | 651 | $ | 236 | $ | 477 |
*(1)*For the six months ended November 30, 2023 and 2022, the amounts recorded in Other (income) expense, net as a result of the discontinuance of cash flow hedges because the forecasted transactions were no longer probable of occurring were immaterial.
*(2)*Gains and losses associated with terminated interest rate swaps, which were previously designated as cash flow hedges and recorded in Accumulated other comprehensive income (loss), will be released through Interest expense (income), net over the term of the issued debt.
| AMOUNT OF GAIN (LOSS) RECOGNIZED IN INCOME ON DERIVATIVES | LOCATION OF GAIN (LOSS) RECOGNIZED IN INCOME ON DERIVATIVES | |||||||||||||||||||
| THREE MONTHS ENDED NOVEMBER 30, | SIX MONTHS ENDED NOVEMBER 30, | |||||||||||||||||||
| (Dollars in millions) | 2023 | 2022 | 2023 | 2022 | ||||||||||||||||
| Derivatives not designated as hedging instruments: | ||||||||||||||||||||
| Foreign exchange forwards and options and embedded derivatives | $ | 17 | $ | 17 | $ | (10) | $ | 78 | Other (income) expense, net | |||||||||||
CASH FLOW HEDGES
The total notional amount of outstanding foreign currency derivatives designated as cash flow hedges was approximately $17.7 billion as of November 30, 2023. Approximately $252 million of deferred net gains (net of tax) on both outstanding and matured derivatives in Accumulated other comprehensive income (loss) as of November 30, 2023, are expected to be reclassified to Net income during the next 12 months concurrent with the underlying hedged transactions also being recorded in Net income. Actual amounts ultimately reclassified to Net income are dependent on the exchange rates in effect when derivative contracts currently outstanding mature. As of November 30, 2023, the maximum term over which the Company hedges exposures to the variability of cash flows for its forecasted transactions was 27 months.
UNDESIGNATED DERIVATIVE INSTRUMENTS
The total notional amount of outstanding undesignated derivative instruments was $4.6 billion as of November 30, 2023.
CREDIT RISK
As of November 30, 2023, the Company was in compliance with all credit risk-related contingent features, and derivative instruments with such features were in a net asset position of approximately $169 million. Accordingly, the Company was not required to post cash collateral as a result of these contingent features. Further, no collateral was received on the Company's derivative asset balance as of November 30, 2023. The Company considers the impact of the risk of counterparty default to be immaterial.
For additional information related to the Company's derivative financial instruments and collateral, refer to Note 3 — Fair Value Measurements.
| NOTE 8 — ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) |
The changes in Accumulated other comprehensive income (loss), net of tax, were as follows:
| (Dollars in millions) | FOREIGN CURRENCY TRANSLATION ADJUSTMENT**(1)** | CASH FLOW HEDGES | NET INVESTMENT HEDGES**(1)** | OTHER | TOTAL | ||||||||||||
| Balance at August 31, 2023 | $ | (217) | $ | 297 | $ | 115 | $ | (59) | $ | 136 | |||||||
| Other comprehensive income (loss): | |||||||||||||||||
| Other comprehensive gains (losses) before reclassifications(2) | 37 | 48 | — | 11 | 96 | ||||||||||||
| Reclassifications to net income of previously deferred (gains) losses(2) | 2 | (103) | — | (10) | (111) | ||||||||||||
| Total other comprehensive income (loss) | 39 | (55) | — | 1 | (15) | ||||||||||||
| Balance at November 30, 2023 | $ | (178) | $ | 242 | $ | 115 | $ | (58) | $ | 121 |
*(1)*The accumulated foreign currency translation adjustment and net investment hedge gains/losses related to an investment in a foreign subsidiary are reclassified to Net income upon sale or upon complete or substantially complete liquidation of the respective entity.
*(2)*Net of immaterial tax impact.
| (Dollars in millions) | FOREIGN CURRENCY TRANSLATION ADJUSTMENT**(1)** | CASH FLOW HEDGES | NET INVESTMENT HEDGES**(1)** | OTHER | TOTAL | ||||||||||||
| Balance at August 31, 2022 | $ | (746) | $ | 1,334 | $ | 115 | $ | (67) | $ | 636 | |||||||
| Other comprehensive income (loss): | |||||||||||||||||
| Other comprehensive gains (losses) before reclassifications(2) | 45 | (138) | — | (24) | (117) | ||||||||||||
| Reclassifications to net income of previously deferred (gains) losses(2) | 309 | (263) | — | (6) | 40 | ||||||||||||
| Total other comprehensive income (loss) | 354 | (401) | — | (30) | (77) | ||||||||||||
| Balance at November 30, 2022 | $ | (392) | $ | 933 | $ | 115 | $ | (97) | $ | 559 |
*(1)*The accumulated foreign currency translation adjustment and net investment hedge gains/losses related to an investment in a foreign subsidiary are reclassified to Net income upon sale or upon complete or substantially complete liquidation of the respective entity.
*(2)*Net of immaterial tax impact.
| (Dollars in millions) | FOREIGN CURRENCY TRANSLATION ADJUSTMENT**(1)** | CASH FLOW HEDGES | NET INVESTMENT HEDGES**(1)** | OTHER | TOTAL | ||||||||||||
| Balance at May 31, 2023 | $ | (253) | $ | 431 | $ | 115 | $ | (62) | $ | 231 | |||||||
| Other comprehensive income (loss): | |||||||||||||||||
| Other comprehensive gains (losses) before reclassifications(2) | 73 | 25 | — | 11 | 109 | ||||||||||||
| Reclassifications to net income of previously deferred (gains) losses(2) | 2 | (214) | — | (7) | (219) | ||||||||||||
| Total other comprehensive income (loss) | 75 | (189) | — | 4 | (110) | ||||||||||||
| Balance at November 30, 2023 | $ | (178) | $ | 242 | $ | 115 | $ | (58) | $ | 121 |
*(1)*The accumulated foreign currency translation adjustment and net investment hedge gains/losses related to an investment in a foreign subsidiary are reclassified to Net income upon sale or upon complete or substantially complete liquidation of the respective entity.
*(2)*Net of immaterial tax impact.
| (Dollars in millions) | FOREIGN CURRENCY TRANSLATION ADJUSTMENT**(1)** | CASH FLOW HEDGES | NET INVESTMENT HEDGES**(1)** | OTHER | TOTAL | ||||||||||||
| Balance at May 31, 2022 | $ | (520) | $ | 779 | $ | 115 | $ | (56) | $ | 318 | |||||||
| Other comprehensive income (loss): | |||||||||||||||||
| Other comprehensive gains (losses) before reclassifications(2) | (227) | 578 | — | (27) | 324 | ||||||||||||
| Reclassifications to net income of previously deferred (gains) losses(2) | 355 | (424) | — | (14) | (83) | ||||||||||||
| Total other comprehensive income (loss) | 128 | 154 | — | (41) | 241 | ||||||||||||
| Balance at November 30, 2022 | $ | (392) | $ | 933 | $ | 115 | $ | (97) | $ | 559 |
*(1)*The accumulated foreign currency translation adjustment and net investment hedge gains/losses related to an investment in a foreign subsidiary are reclassified to Net income upon sale or upon complete or substantially complete liquidation of the respective entity.
*(2)*Net of immaterial tax impact.
The following table summarizes the reclassifications from Accumulated other comprehensive income (loss) to the Unaudited Condensed Consolidated Statements of Income:
| AMOUNT OF GAIN (LOSS) RECLASSIFIED FROM ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) INTO INCOME | LOCATION OF GAIN (LOSS) RECLASSIFIED FROM ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) INTO INCOME | |||||||||||||||||||
| THREE MONTHS ENDED NOVEMBER 30, | SIX MONTHS ENDED NOVEMBER 30, | |||||||||||||||||||
| (Dollars in millions) | 2023 | 2022 | 2023 | 2022 | ||||||||||||||||
| Gains (losses) on foreign currency translation adjustment | $ | (2) | $ | (325) | $ | (2) | $ | (371) | Other (income) expense, net | |||||||||||
| Total before tax | (2) | (325) | (2) | (371) | ||||||||||||||||
| Tax (expense) benefit | — | 16 | — | 16 | ||||||||||||||||
| Gain (loss) net of tax | (2) | (309) | (2) | (355) | ||||||||||||||||
| Gains (losses) on cash flow hedges: | ||||||||||||||||||||
| Foreign exchange forwards and options | 2 | 4 | 3 | (5) | Revenues | |||||||||||||||
| Foreign exchange forwards and options | 65 | 173 | 151 | 282 | Cost of sales | |||||||||||||||
| Foreign exchange forwards and options | — | (2) | — | (3) | Demand creation expense | |||||||||||||||
| Foreign exchange forwards and options | 51 | 125 | 86 | 207 | Other (income) expense, net | |||||||||||||||
| Interest rate swaps | (2) | (2) | (4) | (4) | Interest expense (income), net | |||||||||||||||
| Total before tax | 116 | 298 | 236 | 477 | ||||||||||||||||
| Tax (expense) benefit | (13) | (35) | (22) | (53) | ||||||||||||||||
| Gain (loss) net of tax | 103 | 263 | 214 | 424 | ||||||||||||||||
| Gains (losses) on other | 14 | 9 | 10 | 20 | Other (income) expense, net | |||||||||||||||
| Total before tax | 14 | 9 | 10 | 20 | ||||||||||||||||
| Tax (expense) benefit | (4) | (3) | (3) | (6) | ||||||||||||||||
| Gain (loss) net of tax | 10 | 6 | 7 | 14 | ||||||||||||||||
| Total net gain (loss) reclassified for the period | $ | 111 | $ | (40) | $ | 219 | $ | 83 |
| NOTE 9 — REVENUES |
DISAGGREGATION OF REVENUES
The following tables present the Company's Revenues disaggregated by reportable operating segment, major product line and distribution channel:
| THREE MONTHS ENDED NOVEMBER 30, 2023 | |||||||||||||||||||||||||||||
| (Dollars in millions) | NORTH AMERICA | EUROPE, MIDDLE EAST & AFRICA | GREATER CHINA | ASIA PACIFIC & LATIN AMERICA | GLOBAL BRAND DIVISIONS | TOTAL NIKE BRAND | CONVERSE | CORPORATE | TOTAL NIKE, INC. | ||||||||||||||||||||
| Revenues by: | |||||||||||||||||||||||||||||
| Footwear | $ | 3,757 | $ | 2,186 | $ | 1,361 | $ | 1,303 | $ | — | $ | 8,607 | $ | 442 | $ | — | $ | 9,049 | |||||||||||
| Apparel | 1,668 | 1,200 | 469 | 437 | — | 3,774 | 30 | — | 3,804 | ||||||||||||||||||||
| Equipment | 200 | 181 | 33 | 65 | — | 479 | 7 | — | 486 | ||||||||||||||||||||
| Other | — | — | — | — | 12 | 12 | 40 | (3) | 49 | ||||||||||||||||||||
| TOTAL REVENUES | $ | 5,625 | $ | 3,567 | $ | 1,863 | $ | 1,805 | $ | 12 | $ | 12,872 | $ | 519 | $ | (3) | $ | 13,388 | |||||||||||
| Revenues by: | |||||||||||||||||||||||||||||
| Sales to Wholesale Customers | $ | 2,902 | $ | 2,138 | $ | 1,027 | $ | 1,051 | $ | — | $ | 7,118 | $ | 257 | $ | — | $ | 7,375 | |||||||||||
| Sales through Direct to Consumer | 2,723 | 1,429 | 836 | 754 | — | 5,742 | 222 | — | 5,964 | ||||||||||||||||||||
| Other | — | — | — | — | 12 | 12 | 40 | (3) | 49 | ||||||||||||||||||||
| TOTAL REVENUES | $ | 5,625 | $ | 3,567 | $ | 1,863 | $ | 1,805 | $ | 12 | $ | 12,872 | $ | 519 | $ | (3) | $ | 13,388 |
| THREE MONTHS ENDED NOVEMBER 30, 2022 | |||||||||||||||||||||||||||||
| (Dollars in millions) | NORTH AMERICA | EUROPE, MIDDLE EAST & AFRICA | GREATER CHINA | ASIA PACIFIC & LATIN AMERICA | GLOBAL BRAND DIVISIONS | TOTAL NIKE BRAND | CONVERSE | CORPORATE | TOTAL NIKE, INC. | ||||||||||||||||||||
| Revenues by: | |||||||||||||||||||||||||||||
| Footwear | $ | 3,963 | $ | 2,063 | $ | 1,370 | $ | 1,108 | $ | — | $ | 8,504 | $ | 517 | $ | — | $ | 9,021 | |||||||||||
| Apparel | 1,685 | 1,281 | 393 | 435 | — | 3,794 | 21 | — | 3,815 | ||||||||||||||||||||
| Equipment | 182 | 145 | 25 | 56 | — | 408 | 6 | — | 414 | ||||||||||||||||||||
| Other | — | — | — | — | 18 | 18 | 42 | 5 | 65 | ||||||||||||||||||||
| TOTAL REVENUES | $ | 5,830 | $ | 3,489 | $ | 1,788 | $ | 1,599 | $ | 18 | $ | 12,724 | $ | 586 | $ | 5 | $ | 13,315 | |||||||||||
| Revenues by: | |||||||||||||||||||||||||||||
| Sales to Wholesale Customers | $ | 3,183 | $ | 2,242 | $ | 897 | $ | 965 | $ | — | $ | 7,287 | $ | 304 | $ | — | $ | 7,591 | |||||||||||
| Sales through Direct to Consumer | 2,647 | 1,247 | 891 | 634 | — | 5,419 | 240 | — | 5,659 | ||||||||||||||||||||
| Other | — | — | — | — | 18 | 18 | 42 | 5 | 65 | ||||||||||||||||||||
| TOTAL REVENUES | $ | 5,830 | $ | 3,489 | $ | 1,788 | $ | 1,599 | $ | 18 | $ | 12,724 | $ | 586 | $ | 5 | $ | 13,315 |
| SIX MONTHS ENDED NOVEMBER 30, 2023 | |||||||||||||||||||||||||||||
| (Dollars in millions) | NORTH AMERICA | EUROPE, MIDDLE EAST & AFRICA | GREATER CHINA | ASIA PACIFIC & LATIN AMERICA | GLOBAL BRAND DIVISIONS | TOTAL NIKE BRAND | CONVERSE | CORPORATE | TOTAL NIKE, INC. | ||||||||||||||||||||
| Revenues by: | |||||||||||||||||||||||||||||
| Footwear | $ | 7,490 | $ | 4,446 | $ | 2,648 | $ | 2,444 | $ | — | $ | 17,028 | $ | 964 | $ | — | $ | 17,992 | |||||||||||
| Apparel | 3,147 | 2,337 | 870 | 808 | — | 7,162 | 50 | — | 7,212 | ||||||||||||||||||||
| Equipment | 411 | 394 | 80 | 125 | — | 1,010 | 18 | — | 1,028 | ||||||||||||||||||||
| Other | — | — | — | — | 25 | 25 | 75 | (5) | 95 | ||||||||||||||||||||
| TOTAL REVENUES | $ | 11,048 | $ | 7,177 | $ | 3,598 | $ | 3,377 | $ | 25 | $ | 25,225 | $ | 1,107 | $ | (5) | $ | 26,327 | |||||||||||
| Revenues by: | |||||||||||||||||||||||||||||
| Sales to Wholesale Customers | $ | 5,674 | $ | 4,517 | $ | 1,922 | $ | 1,988 | $ | — | $ | 14,101 | $ | 586 | $ | — | $ | 14,687 | |||||||||||
| Sales through Direct to Consumer | 5,374 | 2,660 | 1,676 | 1,389 | — | 11,099 | 446 | — | 11,545 | ||||||||||||||||||||
| Other | — | — | — | — | 25 | 25 | 75 | (5) | 95 | ||||||||||||||||||||
| TOTAL REVENUES | $ | 11,048 | $ | 7,177 | $ | 3,598 | $ | 3,377 | $ | 25 | $ | 25,225 | $ | 1,107 | $ | (5) | $ | 26,327 |
| SIX MONTHS ENDED NOVEMBER 30, 2022 | |||||||||||||||||||||||||||||
| (Dollars in millions) | NORTH AMERICA | EUROPE, MIDDLE EAST & AFRICA | GREATER CHINA | ASIA PACIFIC & LATIN AMERICA | GLOBAL BRAND DIVISIONS | TOTAL NIKE BRAND | CONVERSE | CORPORATE | TOTAL NIKE, INC. | ||||||||||||||||||||
| Revenues by: | |||||||||||||||||||||||||||||
| Footwear | $ | 7,768 | $ | 4,075 | $ | 2,603 | $ | 2,172 | $ | — | $ | 16,618 | $ | 1,093 | $ | — | $ | 17,711 | |||||||||||
| Apparel | 3,179 | 2,434 | 767 | 848 | — | 7,228 | 42 | — | 7,270 | ||||||||||||||||||||
| Equipment | 393 | 313 | 74 | 114 | — | 894 | 14 | — | 908 | ||||||||||||||||||||
| Other | — | — | — | — | 32 | 32 | 80 | 1 | 113 | ||||||||||||||||||||
| TOTAL REVENUES | $ | 11,340 | $ | 6,822 | $ | 3,444 | $ | 3,134 | $ | 32 | $ | 24,772 | $ | 1,229 | $ | 1 | $ | 26,002 | |||||||||||
| Revenues by: | |||||||||||||||||||||||||||||
| Sales to Wholesale Customers | $ | 6,210 | $ | 4,445 | $ | 1,736 | $ | 1,879 | $ | — | $ | 14,270 | $ | 647 | $ | — | $ | 14,917 | |||||||||||
| Sales through Direct to Consumer | 5,130 | 2,377 | 1,708 | 1,255 | — | 10,470 | 502 | — | 10,972 | ||||||||||||||||||||
| Other | — | — | — | — | 32 | 32 | 80 | 1 | 113 | ||||||||||||||||||||
| TOTAL REVENUES | $ | 11,340 | $ | 6,822 | $ | 3,444 | $ | 3,134 | $ | 32 | $ | 24,772 | $ | 1,229 | $ | 1 | $ | 26,002 |
For the three and six months ended November 30, 2023 and 2022, Global Brand Divisions revenues included NIKE Brand licensing and other miscellaneous revenues that are not part of a geographic operating segment. Converse Other revenues were primarily attributable to licensing businesses. Corporate revenues primarily consisted of foreign currency hedge gains and losses related to revenues generated by entities within the NIKE Brand geographic operating segments and Converse, but managed through the Company's central foreign exchange risk management program.
As of November 30, 2023 and May 31, 2023, the Company did not have any contract assets and had an immaterial amount of contract liabilities recorded in Accrued liabilities on the Unaudited Condensed Consolidated Balance Sheets.
| NOTE 10 — OPERATING SEGMENTS |
The Company's operating segments are evidence of the structure of the Company's internal organization. The NIKE Brand segments are defined by geographic regions for operations participating in NIKE Brand sales activity.
Each NIKE Brand geographic segment operates predominantly in one industry: the design, development, marketing and selling of athletic footwear, apparel and equipment. The Company's reportable operating segments for the NIKE Brand are: North America; Europe, Middle East & Africa ("EMEA"); Greater China; and Asia Pacific & Latin America ("APLA"), and include results for the NIKE and Jordan brands.
The Company's NIKE Direct operations are managed within each NIKE Brand geographic operating segment. Converse is also a reportable segment for the Company and operates in one industry: the design, marketing, licensing and selling of athletic lifestyle sneakers, apparel and accessories.
Global Brand Divisions is included within the NIKE Brand for presentation purposes to align with the way management views the Company. Global Brand Divisions revenues include NIKE Brand licensing and other miscellaneous revenues that are not part of a geographic operating segment. Global Brand Divisions costs represent demand creation and operating overhead expense that include product creation and design expenses centrally managed for the NIKE Brand, as well as costs associated with NIKE Direct global digital operations and enterprise technology.
Corporate consists primarily of unallocated general and administrative expenses, including expenses associated with centrally managed departments; depreciation and amortization related to the Company's headquarters; unallocated insurance, benefit and compensation programs, including stock-based compensation; and certain foreign currency gains and losses, including certain hedge gains and losses.
The primary financial measure used by the Company to evaluate performance of individual operating segments is earnings before interest and taxes ("EBIT"), which represents Net income before Interest expense (income), net, and Income taxes in the Unaudited Condensed Consolidated Statements of Income.
As part of the Company's centrally managed foreign exchange risk management program, standard foreign currency rates are assigned twice per year to each NIKE Brand entity in the Company's geographic operating segments and to Converse. These rates are set approximately nine and twelve months in advance of the future selling seasons to which they relate (specifically, for each currency, one standard rate applies to the fall and holiday selling seasons, and one standard rate applies to the spring and summer selling seasons) based on average market spot rates in the calendar month preceding the date they are established. Inventories and Cost of sales for geographic operating segments and Converse reflect the use of these standard rates to record non-functional currency product purchases in the entity's functional currency. Differences between assigned standard foreign currency rates and actual market rates are included in Corporate, together with foreign currency hedge gains and losses generated from the Company's centrally managed foreign exchange risk management program and other conversion gains and losses.
Accounts receivable, net, Inventories and Property, plant and equipment, net for operating segments are regularly reviewed by management and are therefore provided below.
| THREE MONTHS ENDED NOVEMBER 30, | SIX MONTHS ENDED NOVEMBER 30, | ||||||||||||||||||||||
| (Dollars in millions) | 2023 | 2022 | 2023 | 2022 | |||||||||||||||||||
| REVENUES | |||||||||||||||||||||||
| North America | $ | 5,625 | $ | 5,830 | $ | 11,048 | $ | 11,340 | |||||||||||||||
| Europe, Middle East & Africa | 3,567 | 3,489 | 7,177 | 6,822 | |||||||||||||||||||
| Greater China | 1,863 | 1,788 | 3,598 | 3,444 | |||||||||||||||||||
| Asia Pacific & Latin America | 1,805 | 1,599 | 3,377 | 3,134 | |||||||||||||||||||
| Global Brand Divisions | 12 | 18 | 25 | 32 | |||||||||||||||||||
| Total NIKE Brand | 12,872 | 12,724 | 25,225 | 24,772 | |||||||||||||||||||
| Converse | 519 | 586 | 1,107 | 1,229 | |||||||||||||||||||
| Corporate | (3) | 5 | (5) | 1 | |||||||||||||||||||
| TOTAL NIKE, INC. REVENUES | $ | 13,388 | $ | 13,315 | $ | 26,327 | $ | 26,002 | |||||||||||||||
| EARNINGS BEFORE INTEREST AND TAXES | |||||||||||||||||||||||
| North America | $ | 1,526 | $ | 1,497 | $ | 2,960 | $ | 2,874 | |||||||||||||||
| Europe, Middle East & Africa | 927 | 990 | 1,857 | 1,965 | |||||||||||||||||||
| Greater China | 514 | 511 | 1,039 | 1,052 | |||||||||||||||||||
| Asia Pacific & Latin America | 521 | 485 | 935 | 985 | |||||||||||||||||||
| Global Brand Divisions | (1,168) | (1,226) | (2,373) | (2,413) | |||||||||||||||||||
| Converse | 115 | 153 | 282 | 362 | |||||||||||||||||||
| Corporate | (535) | (744) | (1,186) | (1,318) | |||||||||||||||||||
| Interest expense (income), net | (22) | 16 | (56) | 29 | |||||||||||||||||||
| TOTAL NIKE, INC. INCOME BEFORE INCOME TAXES | $ | 1,922 | $ | 1,650 | $ | 3,570 | $ | 3,478 |
| NOVEMBER 30, | MAY 31, | ||||||||||
| (Dollars in millions) | 2023 | 2023 | |||||||||
| ACCOUNTS RECEIVABLE, NET | |||||||||||
| North America | $ | 1,902 | $ | 1,653 | |||||||
| Europe, Middle East & Africa | 1,369 | 1,197 | |||||||||
| Greater China | 194 | 162 | |||||||||
| Asia Pacific & Latin America | 919 | 700 | |||||||||
| Global Brand Divisions | 83 | 96 | |||||||||
| Total NIKE Brand | 4,467 | 3,808 | |||||||||
| Converse | 228 | 235 | |||||||||
| Corporate | 87 | 88 | |||||||||
| TOTAL ACCOUNTS RECEIVABLE, NET | $ | 4,782 | $ | 4,131 | |||||||
| INVENTORIES | |||||||||||
| North America | $ | 3,327 | $ | 3,806 | |||||||
| Europe, Middle East & Africa | 2,013 | 2,167 | |||||||||
| Greater China | 1,218 | 973 | |||||||||
| Asia Pacific & Latin America | 946 | 894 | |||||||||
| Global Brand Divisions | 204 | 232 | |||||||||
| Total NIKE Brand | 7,708 | 8,072 | |||||||||
| Converse | 290 | 305 | |||||||||
| Corporate | (19) | 77 | |||||||||
| TOTAL INVENTORIES**(1)** | $ | 7,979 | $ | 8,454 |
*(1)*Inventories as of November 30, 2023 and May 31, 2023, were substantially all finished goods.
| NOVEMBER 30, | MAY 31, | ||||||||||
| (Dollars in millions) | 2023 | 2023 | |||||||||
| PROPERTY, PLANT AND EQUIPMENT, NET | |||||||||||
| North America | $ | 788 | $ | 794 | |||||||
| Europe, Middle East & Africa | 1,076 | 1,009 | |||||||||
| Greater China | 275 | 292 | |||||||||
| Asia Pacific & Latin America | 298 | 279 | |||||||||
| Global Brand Divisions | 908 | 840 | |||||||||
| Total NIKE Brand | 3,345 | 3,214 | |||||||||
| Converse | 33 | 38 | |||||||||
| Corporate | 1,775 | 1,829 | |||||||||
| TOTAL PROPERTY, PLANT AND EQUIPMENT, NET | $ | 5,153 | $ | 5,081 |
NOTE 11 — CONTINGENCIES
In the ordinary course of business, the Company is subject to various legal proceedings, claims and government investigations relating to its business, products and actions of its employees and representatives, including contractual and employment relationships, product liability, antitrust, customs, tax, intellectual property and other matters. The outcome of these legal matters is inherently uncertain, and the Company cannot predict the eventual outcome of currently pending matters, the timing of their ultimate resolution or the eventual losses, fines, penalties or consequences relating to those matters. When a loss related to a legal proceeding or claim is probable and reasonably estimable, the Company accrues its best estimate for the ultimate resolution of the matter. If one or more legal matters were to be resolved against the Company in a reporting period for amounts above management's expectations, the Company's financial position, operating results and cash flows for that reporting period could be materially adversely affected. In the opinion of management, based on its current knowledge and after consultation with counsel, the Company does not believe any currently pending legal matters will have a material adverse impact on the Company's results of operations, financial position or cash flows, except as described below.
BELGIAN CUSTOMS CLAIM
The Company has received claims for certain years from Belgian Customs and other government authorities for alleged underpaid duties related to products imported beginning in fiscal 2018. The Company disputes these claims and has engaged in the appellate process. The Company has issued bank guarantees in order to appeal the claims. At this time, the Company is unable to estimate the range of loss and cannot predict the final outcome as it could take several years to reach a resolution on this matter. If this matter is ultimately resolved against the Company, the amounts owed, including fines, penalties and other consequences relating to the matter, could have a material adverse effect on the Company's results of operations, financial position and cash flows.
NOTE 12 — ACQUISITIONS AND DIVESTITURES
During the second quarter of fiscal 2023, the sale of the Company's entities in Argentina and Uruguay to a third-party distributor was completed and the net loss on the sale of these entities totaled approximately $550 million. This loss included $389 million, recognized primarily in fiscal 2020, largely due to the anticipated release of the cumulative foreign currency translation losses. The remaining loss recognized in fiscal 2023 was due to the devaluation of local currency and cash equivalents included in the transferred assets. Upon completion of the sale, the foreign currency translation losses recorded in Accumulated other comprehensive income (loss) were reclassified to Net income within Other (income) expense, net, on the Unaudited Condensed Consolidated Statements of Comprehensive Income along with the allowance for previously recognized losses recorded in Accrued liabilities. The net loss was classified within Corporate.
The net cash proceeds received are reflected within Other investing activities on the Unaudited Condensed Consolidated Statements of Cash Flows.
NOTE 13 — SUBSEQUENT EVENTS
In December 2023, the Company announced an enterprise initiative designed to accelerate its future growth. As part of this initiative, management is taking steps to streamline the organization which are expected to result in pre-tax restructuring charges of approximately $400 million to $450 million, primarily associated with employee severance costs largely expected to be recognized in the third quarter of fiscal 2024 within Operating overhead expense. The expected pre-tax charges are estimates and are subject to a number of assumptions. Actual results may vary from the estimates provided above.
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