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What changed in Concentrix Corp's 10-K — 2022 vs 2023

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Paragraph-level year-over-year comparison of Concentrix Corp's 2022 and 2023 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2023 report.

+357 added−339 removedSource: 10-K (2024-01-29) vs 10-K (2023-01-27)

Top changes in Concentrix Corp's 2023 10-K

357 paragraphs added · 339 removed · 265 edited across 6 sections

Item 1. Business

Business — how the company describes what it does

84 edited+14 added−12 removed39 unchanged
Biggest changeServices are provided from these global locations to customers worldwide in multiple languages. These services are supported by proprietary and third-party technologies to enable efficient and secure customer contact through various channels including voice, chat, web, email, social media and other digital platforms.
Biggest changeThese services are supported by proprietary and third-party technologies to enable efficient and secure customer contact through various channels including voice, chat, web, email, social media and other digital platforms, including automated bots, RPA, AI and GenAI. 8 Table of Contents Our delivery and data centers are subject to annual certifications and attestation audits that include Payment Card Industry Data Security Standard (PCI DSS) version 4.0, ISO 27001:2022 and SOC2 Type II.
We primarily support clients in verticals with certain characteristics, such as high growth, high transaction volume, high levels of compliance and security, and steep barriers to entry. Our strategic verticals include technology and consumer electronics, retail, travel and ecommerce, communications and media, banking, financial services and insurance, healthcare, and other.
We primarily support clients in verticals with certain characteristics, such as high growth, high transaction volume, high levels of compliance and security, and steep barriers to entry. Our strategic verticals include technology and consumer electronics, retail, travel and ecommerce, banking, financial services and insurance, healthcare, communications and media, and other.
Our suite of integrated solutions include: digital transformation services that design and engineer CX solutions to enable efficient customer self-service and build customer loyalty; customer engagement solutions and services that address the entirety of the customer lifecycle; voice of the customer (“VOC”) solutions to gather and analyze customer feedback to foster loyalty to, and growth with, clients; analytics and consulting solutions that synthesize data and provide professional insight to improve clients’ customer experience strategies; AI technology that can intelligently act on customer intent to improve customer experience with non-human engagement; vertical business process outsourcing (“BPO”) services that provide specialized support to specific industry verticals; and back office BPO services that support clients in non-customer facing areas.
Our suite of integrated solutions include: digital transformation services that design and engineer CX solutions to enable efficient customer self-service and build customer loyalty; customer engagement solutions and services that address the entirety of the customer lifecycle; AI technology that can intelligently act on customer intent to improve customer experience with non-human engagement; voice of the customer (“VOC”) solutions to gather and analyze customer feedback to foster loyalty to, and growth with, clients; analytics and consulting solutions that synthesize data and provide professional insight to improve clients’ customer experience strategies; vertical business process outsourcing (“BPO”) services that provide specialized support to specific industry verticals; and back office BPO services that support clients in non-customer facing areas.
Our strategic verticals include: technology and consumer electronics, retail, travel and e-commerce, communications and media, banking, financial services and insurance, healthcare and other. We focus on developing long-term, strategic relationships with clients in verticals with certain characteristics, such as high growth, high transaction volume, high levels of compliance and security, and steep barriers to entry.
Our strategic verticals include: technology and consumer electronics; retail, travel and e-commerce; banking, financial services and insurance; healthcare; communications and media; and other. We focus on developing long-term, strategic relationships with clients in verticals with certain characteristics, such as high growth, high transaction volume, high levels of compliance and security, and steep barriers to entry.
Our Digital Transformation solutions include services such as Robotic Process Automation (“RPA”) and cognitive automation that automate processes to improve efficiency and accuracy, mobile app development to solve business challenges through new channels of customer engagement, work-at-home and gig platforms that capitalize on a changing and flexible workforce, Interactive Voice Response (“IVR”) and natural language understanding solutions that improve outcomes and customer experience with automated responses to verbal interactions, messaging and social platforms that allow clients to engage with customers across myriad platforms, and system integration services.
Our Digital Transformation solutions include services such as Robotic Process Automation (“RPA”) and cognitive automation that automate processes to improve efficiency and accuracy, mobile app development to solve business challenges through new channels of customer engagement, work-at-home platforms that capitalize on a changing and flexible workforce, Interactive Voice Response (“IVR”) and natural language understanding solutions that improve outcomes and customer experience with automated responses to verbal interactions, messaging and social platforms that allow clients to engage with customers across myriad platforms, and system integration services.
As our industry evolves, we will continue to invest in these new and fast growing markets to further sustain long-term growth. • Selectively Pursue Strategic Acquisitions : We have made targeted acquisitions to increase our technology expertise, enter new verticals and geographies, and increase our scale, including the IBM Customer Care Business, Convergys Corporation, PK and ServiceSource.
As our industry evolves, we will continue to invest in these new and fast growing markets to further sustain long-term growth. • Selectively Pursue Strategic Acquisitions : We have made targeted acquisitions to increase our technology expertise, enter new verticals and geographies, and increase our scale, including the IBM Customer Care Business, Convergys Corporation, PK, ServiceSource and Webhelp.
Industry Trends • Growing Importance of Customer Experience . We believe customer experience has become a strategic imperative for all enterprises today. Data, analytics, and digital solutions have reshaped the ways firms interact with their customers. As a result, enterprises are modernizing how they manage the customer experience across all channels of communication.
Industry Trends • Growing Importance of Customer Experience . We believe customer experience has become a strategic imperative for all enterprises today. Data, analytics, and digital solutions have reshaped the ways enterprises interact with their customers. As a result, enterprises are modernizing how they manage the customer experience across all channels of communication.
Due to our size and scale, and the regular implementation of technology as part of our CX solutions, our costs of developing, maintaining and integrating new technologies are not material on a stand-alone basis. • Track Record of Sustainable Organic Growth : We have an established track record of long-term organic revenue growth, and we believe we will continue to enjoy sustainable growth while rebalancing our portfolio from acquisitions as a result of: • The nature of our offerings; • Substantial switching costs for our clients; • High net revenue retention rates; • Strong barriers to entry in the CX solutions market; and • A large and expanding addressable market. • Demonstrated History of Strategic Acquisitions : We have acquired and integrated more than 15 companies since our inception.
Due to our size and scale, and the regular implementation of technology as part of our CX solutions, our costs of developing, maintaining and integrating new technologies are not material on a stand-alone basis. • Track Record of Sustainable Organic Growth : We have an established track record of long-term organic revenue growth, and we believe we will continue to enjoy sustainable growth while rebalancing our portfolio from acquisitions as a result of: • The nature of our offerings; • Substantial switching costs for our clients; • High net revenue retention rates; 6 Table of Contents • Strong barriers to entry in the CX solutions market; and • A large and expanding addressable market. • Demonstrated History of Strategic Acquisitions : We have acquired and integrated more than 15 companies since our inception.
We see significant opportunity for growth across adjacent markets, and we strengthened our presence in the digital IT services market by acquiring PK. We intend to continue to provide our clients with an integrated offering of solutions that include digital services, VOC solutions, analytics and consulting, AI technology, vertical BPO services and back office BPO services.
We see significant opportunity for growth across adjacent markets, and we strengthened our presence in the digital IT services market by acquiring PK and combining with Webhelp. We intend to continue to provide our clients with an integrated offering of solutions that include digital services, AI technology, VOC solutions, analytics and consulting, vertical BPO services and back office BPO services.
Currently the top 10 players in CX only hold an approximate 32% market share with the remaining market share held by thousands of other vendors. As client preferences continue to evolve in line with enterprise preferences, we anticipate that our market will undergo further consolidation. • Existing Solutions Have Many Limitations .
Currently the top 10 players in CX only hold an approximate 35% market share with the remaining market share held by thousands of other vendors. As client preferences continue to evolve in line with enterprise preferences, we anticipate that our market will undergo further consolidation. • Existing Solutions Have Many Limitations .
ITEM 1. BUSINESS We are a leading global provider of Customer Experience (“CX”) solutions and technology that help iconic and disruptive brands drive deep understanding, full lifecycle engagement, and differentiated experiences for their end-customers around the world.
ITEM 1. BUSINESS We are a leading global provider of Customer Experience (“CX”) solutions and technology that help iconic and disruptive brands drive deep understanding, full lifecycle engagement, and differentiated experiences for their end- 1 Table of Contents customers around the world.
To further capitalize on new market adjacencies, we have made significant investments across emerging technologies such as RPA, AI, ML, VOC, IVR, and Internet of Things (“IoT”), which we believe will enhance our clients’ ability to offer personalized, effective engagement in all customer interactions to increase customer satisfaction and promote brand loyalty.
To further 7 Table of Contents capitalize on new market adjacencies, we have made significant investments across emerging technologies such as RPA, AI, ML, VOC, IVR, and Internet of Things (“IoT”), which we believe will enhance our clients’ ability to offer personalized, effective engagement in all customer interactions to increase customer satisfaction and promote brand loyalty.
Advancements in areas such as digital services, AI and machine learning (“ML”) are further disrupting our markets and our clients’ markets while opening new avenues for growth and opportunities for us to better serve our clients.
Advancements in areas such as digital services, generative AI (“GenAI”), and machine learning (“ML”) are further disrupting our markets and our clients’ markets while opening new avenues for growth and opportunities for us to better serve our clients.
These pain points, coupled with the prevalence of providers offering legacy solutions that fail to address the demands of the modern consumer, create an opportunity for large-scale, global CX solutions providers. Our CX Solutions and Technology Through our strategy, talent and technology, we offer solutions that help our clients enhance the experience for their customers and improve business performance.
These pain points, coupled with the prevalence of providers offering legacy solutions that fail to address the demands of the modern consumer, create an opportunity for large-scale, global CX solutions providers. 4 Table of Contents Our CX Solutions and Technology Through our strategy, talent and technology, we offer solutions that help our clients enhance the experience for their customers and improve business performance.
We believe this supportive environment reinforces the commitment of our team, empowers our staff to make an impact on our global community, and drives better customer experiences and improved outcomes for our clients. • Experienced Management Team : Our passionate and committed management team is led by industry experts with a deep understanding of our clients’ needs.
We believe this supportive environment reinforces the commitment of our team, empowers our game-changers to make an impact on our global community, and drives better customer experiences and improved outcomes for our clients. • Experienced Management Team : Our passionate and committed management team is led by industry experts with a deep understanding of our clients’ needs.
In each of the past three years, our Chief Executive Officer, Chris Caldwell, was named one of best CEOs for Women and one of best CEOs for Diversity by Comparably, a workplace culture and compensation website.
In each of the past four years, our Chief Executive Officer, Chris Caldwell, was named one of the best CEOs for Women and one of the best CEOs for Diversity by Comparably, a workplace culture and compensation website.
We regularly solicit the opinion and views of our staff through a staff satisfaction survey, the results of which inform key initiatives to support engagement and foster retention.
We regularly solicit the opinion and views of our game-changers through a staff satisfaction survey, the results of which inform key initiatives to support engagement and foster retention.
Pay Equity and Total Rewards People should be paid for what they do and how they do it, regardless of their gender, race, or other characteristics. To deliver on that commitment, we benchmark and set pay ranges based on market data and consider factors such as a team member’s role and experience, the location of their job, and their performance.
Pay Equity and Total Rewards People should be paid for what they do and how they do it, regardless of their gender, race, or other characteristics. To deliver on that commitment, we benchmark and set pay ranges based on market data and consider factors such as a game-changer’s role and experience, the location of their job, and their performance.
In addition, a client or potential client may choose not to outsource its business, by setting up captive outsourcing operations or performing formerly outsourced services for themselves, or may switch CX solutions providers. 9 Table of Contents Human Capital Resources We are committed to fostering a diverse and inclusive workplace that attracts and retains exceptional talent.
In addition, a client or potential client may choose not to outsource its business, by setting up captive outsourcing operations or performing formerly outsourced services for themselves, or may switch CX solutions providers. Human Capital Resources We are committed to fostering a diverse and inclusive workplace that attracts and retains exceptional talent.
We believe we are well-positioned to serve the largest global brands in nearly every market in which they operate. Our global footprint includes a strong presence in emerging markets such as India, China, Brazil, Vietnam, Thailand and Indonesia, which provides an opportunity to grow with our clients in these regions.
We believe we are well-positioned to serve the largest global brands in nearly every market in which they operate. Our global footprint includes a strong presence in emerging markets such as India, Brazil, Turkey, Egypt, China, South Africa, Vietnam, Indonesia and Thailand, which provides an opportunity to grow with our clients in these regions.
Our ESG program seeks to use our global reach and the strength of our team of approximately 315,000 to further three priorities: • Care for the environment to leave it better than we found it; • Create a better place for people to work and live in the communities where we operate; and • Act with integrity and do the right thing.
Our ESG program seeks to use our global reach and the strength of our team of approximately 440,000 game-changers to further three priorities: • Care for the environment to leave it better than we found it; • Create a better place for people to work and live in the communities where we operate; and • Act with integrity and do the right thing.
Our market remains highly fragmented and we believe that our acquisition strategy enhances and augments our growth avenues. We intend to continue to evaluate and pursue complementary, value enhancing acquisitions. • Invest in Emerging Markets : We have invested in delivery operations in emerging, high-growth markets such as India, China, Brazil, Vietnam, Thailand and Indonesia.
Our market remains highly fragmented and we believe that our acquisition strategy enhances and augments our growth avenues. We intend to continue to evaluate and pursue complementary, value enhancing acquisitions. • Invest in Emerging Markets : We have invested in delivery operations in emerging, high-growth markets such as India, Brazil, Turkey, Egypt, China, South Africa, Vietnam, Indonesia and Thailand.
Our staff are encouraged to leverage their personal strengths and experiences to continually innovate and contribute to the development of new ideas and process improvements that drive better customer experiences and improved outcomes for our clients.
Our game-changers are encouraged to leverage their personal strengths and experiences to continually innovate and contribute to the development of new ideas and process improvements that drive better customer experiences and improved outcomes for our clients.
Our Analytics solutions provide businesses with insight into rapidly changing markets through data, which provides our clients with a competitive edge. Our VOC and Analytics solutions include offerings such as VOC Essentials, our VOC SaaS platform, speech and text insights, sentiment analysis, advanced analytics and real-time reporting.
Our Analytics solutions provide businesses with insight into rapidly changing markets through data, which provides our clients with a competitive edge. Our VOC and 5 Table of Contents Analytics solutions include offerings such as VOC Essentials, our VOC SaaS platform, speech and text insights, sentiment analysis, advanced analytics and real-time reporting.
We have a differentiated combination of global scale, local reach, technological expertise, end-to-end solution capabilities and full lifecycle services. We are widely recognized as a leading provider of CX solutions and technology, garnering industry attention via 105 industry awards in fiscal year 2022.
We have a differentiated combination of global scale, local reach, technological expertise, end-to-end solution capabilities and full lifecycle services. We are widely recognized as a leading provider of CX solutions and technology, garnering industry attention via 131 industry awards in fiscal year 2023.
Sales and Marketing We market our services through a sales force organized by industry vertical and geography. Our efforts may begin in response to our lead generation program, a perceived opportunity, a reference by an existing client, a 7 Table of Contents request for proposal or otherwise.
Sales and Marketing We market our services through a sales force organized by industry vertical and geography. Our efforts may begin in response to our lead generation program, a perceived opportunity, a reference by an existing client, a request for proposal or otherwise.
Information contained on our website is not a part of this Annual Report on Form 10-K. 11 Table of Contents The SEC maintains a website at www.sec.gov that contains our Annual Report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports, if any, or other filings filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act, and our proxy and information statements. 12 Table of Contents
The SEC maintains a website at www.sec.gov that contains our Annual Report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports, if any, or other filings filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act, and our proxy and information statements. 12 Table of Contents
We expect to continue to invest in similar markets to be well-positioned to serve global brands and enable us to grow with our clients in the regions and countries where they are growing. Our Customers In fiscal year 2022, we served more than 1,000 clients across various verticals and geographies.
We expect to continue to invest in similar markets to be well-positioned to serve global brands and enable us to grow with our clients in the regions and countries where they are growing. Our Clients In fiscal year 2023, we served more than 2,000 clients across various verticals and geographies.
Competition Our major competitors include core CX solutions competitors, including Majorel Group Luxembourg S.A., Sitel Group, TaskUs Inc., TDCX Inc., Teleperformance S.A., TELUS International, TTEC Holdings, Inc., and Webhelp SAS, other CX solutions competitors that primarily provide complementary services such as consulting and design, IT services, business process services, VOC and analytics, including Accenture plc, Cognizant Technology Solutions Corporation, ExlService Holdings, Inc., Genpact Limited, Medallia, Inc., Qualtrics, LLC, and WNS (Holdings) Limited, and digital IT services competitors, including Endava UK Ltd., EPAM Systems, Inc., Globant S.A. and Thoughtworks Holding, Inc.
Competition Our major competitors include core CX solutions competitors, including Foundever Group, TaskUs Inc., TDCX Inc., Teleperformance S.A., TELUS International, and TTEC Holdings, Inc., other CX solutions competitors that primarily provide complementary services such as consulting and design, IT services, business process services, VOC and analytics, including Accenture plc, Capgemini SE, Cognizant Technology Solutions Corporation, ExlService Holdings, Inc., Genpact Limited, Medallia, Inc., Qualtrics, LLC, and WNS (Holdings) Limited, and digital IT services competitors, including Endava UK Ltd., EPAM Systems, Inc., Globant S.A. and Thoughtworks Holding, Inc.
We also review our compensation practices, both in terms of our overall workforce and individual team members, to ensure our pay is fair and equitable. We have reviewed the compensation of our staff to ensure consistent pay practices by conducting a gender pay equity analysis comparing staff in the same role within a country or location.
We also review our compensation practices, both in terms of our overall workforce and individual game-changer s, to ensure our pay is fair and equitable. We have reviewed the compensation of our game-changers to ensure consistent pay practices by conducting a gender pay equity analysis comparing staff in the same role within a country or location.
We supported access to COVID-19 vaccines for our staff around the world, including providing our staff in the Philippines and India with free COVID-19 vaccines and providing voluntary vaccination programs in the Philippines that were made available to staff family members. Sustainability We have a responsibility to improve the lives of our people and the health of our planet.
During the COVID-19 pandemic, we supported access to COVID-19 vaccines for our game-changers around the world, including providing our staff in the Philippines and India with free COVID-19 vaccines and providing voluntary vaccination programs in the Philippines that were made available to staff family members. 11 Table of Contents Sustainability We have a responsibility to improve the lives of our people and the health of our planet.
Through these services, which we expanded with our December 2021 acquisition of PK, we promote a more rapid integration of digital and enabling technologies, providing transformational business services to our clients. • Digital Transformation . We seek to offer cutting edge solutions to reshape how brands better engage with their customers.
Through these services, we promote a more rapid integration of digital and enabling technologies, providing transformational business services to our clients. • Digital Transformation . We seek to offer cutting edge solutions to reshape how brands better engage with their customers.
Our December 2021 acquisition of PK added breadth and scale to our digital transformation services, further strengthening our capabilities in CX design and development, AI, intelligent automation, and customer loyalty. • Voice of the Customer and Analytics . ConcentrixCX, our VOC solutions platform, helps turn customer feedback into actionable insights.
Through our acquisition of PK and the Webhelp Combination, we have added breadth and scale to our digital transformation services, further strengthening our capabilities in CX design and development, AI, intelligent automation, and customer loyalty. • Voice of the Customer and Analytics . ConcentrixCX, our VOC solutions platform, helps turn customer feedback into actionable insights.
Our CX solutions encompass our core service offering of Customer Lifecycle Management and three complementary areas: CX/UX Strategy and Design; Digital Transformation; and VOC and Analytics.
Our CX solutions encompass our core service offering of Customer Lifecycle Management, as well as complementary areas, including CX/UX Strategy and Design, Digital Transformation, and VOC and Analytics.
By leveraging our scale and efficiencies across our common system platforms, we can provide rapid client-specific enhancements and modifications at competitive costs, which positions us as a value-added provider of customer support products and services. International Operations Approximately 78% of our revenue is generated by our non-U.S. operations.
By leveraging our scale and efficiencies across our common system platforms, we can provide rapid client-specific enhancements and modifications at competitive costs, which positions us as a value-added provider of customer support products and services. International Operations In fiscal year 2023, approximately 82% of our revenue was generated by our non-U.S. operations.
Total direct compensation is generally positioned within a competitive range of the market median, with differentiation based on tenure, skills, proficiency, and performance to attract and retain key talent. Staff Engagement We pride ourselves on being fanatical about our staff. Our company culture emphasizes the satisfaction and well-being of our staff and a diverse, engaged team.
Total direct compensation is generally positioned within a competitive range of the market median, with differentiation based on tenure, skills, proficiency, and performance to attract and retain key talent. Game-Changer Engagement We pride ourselves on championing our people. Our company culture emphasizes the satisfaction and well-being of our game-changers and a diverse, engaged team.
Our clients include: • 8 of the top 10 consumer electronics companies • 4 of the top 5 tech companies • 6 of the top 10 fintech companies • 5 of the top 5 U.S. banks • 3 of the top 5 ecommerce companies • 4 of the top 5 U.S. health insurance companies • 2 of the top 5 2022 global IPOs • 4 of the top 5 social brands Through our technology-infused offerings, our clients benefit from having a single resource that enables them to address the entirety of the customer journey from acquisition to support to renewal.
Our clients include: • 7 of the top 10 consumer electronics companies • 4 of the top 5 tech companies • 7 of the top 10 fintech companies • 5 of the top 10 U.S. banks • 3 of the top 5 ecommerce companies • 4 of the top 5 U.S. health insurance companies Through our technology-infused offerings, our clients benefit from having a single resource that enables them to address the entirety of the customer journey from acquisition to support to renewal.
We trace our roots back to 2004 when TD SYNNEX acquired BSA Sales, Inc., a company with 20 employees focused on helping clients through outsourced sales and marketing services.
We trace our roots back to 2004 when SYNNEX Corporation, now known as TD SYNNEX Corporation (“TD SYNNEX”), acquired BSA Sales, Inc., a company with 20 employees focused on helping clients through outsourced sales and marketing services.
In addition, our staff have access to more than 31,000 online courses and 800 learning paths through Concentrix University to develop skills specific to their current roles and promote ongoing career growth. Health, Safety and Wellness The physical health, financial stability, life balance and mental health of our team is vital to our success.
In addition, our game-changers have access to more than 32,000 online courses and 1,000 learning paths through Concentrix University, our virtual learning platform, to develop skills specific to their current roles and promote ongoing career growth. Health, Safety and Wellness The physical health, financial stability, life balance and mental health of our team is vital to our success.
Our commitment to diversity and inclusion starts with our highly skilled and diverse board of directors and senior leadership team. More than half of the members of our board of directors and approximately 40% of our senior leadership team are women, and approximately 25% of our board and senior leadership team are ethnic minorities.
Our commitment to diversity and inclusion starts with our highly skilled and diverse board of directors and senior leadership team. Half of the members of our board of directors and more than 40% of our senior leadership 10 Table of Contents team are women, and 20% of our board members are ethnic minorities.
For these reasons, we believe investments in disruptive technologies, applications, and services, such as our acquisition of PK, will continue to be instrumental in driving better value for our clients and result in increased profitability. • Further Expand into Adjacent Markets : Our marketplace continues to expand beyond CRM BPO.
For these reasons, we believe investments in disruptive technologies, applications, and services, including generative AI, will continue to be instrumental in driving better value for our clients and result in increased profitability. • Further Expand into Adjacent Markets : Our marketplace continues to expand beyond CRM and BPO.
These technologies provide clients the opportunity to interact more effectively with their customers and improve the customer experience by automating processes, optimizing customer journeys to reach faster solutions, enabling personalized engagement across multiple platforms, and focusing human engagement on the most complex interactions. • Evolving Role of People .
These technologies provide clients the opportunity to interact more effectively with their customers and improve the customer experience by 3 Table of Contents automating processes, optimizing customer journeys to reach faster solutions, enabling personalized engagement across multiple platforms, and focusing human engagement on the most complex interactions. • Empowered Consumers and Users .
A critical component of this capability is our approximately 300 locations in more than 40 countries throughout the Americas, Asia-Pacific and EMEA. Our service delivery centers improve the efficiency of our engagement teams through the reuse of processes, solution designs and infrastructure by leveraging the experience of delivery center professionals.
A critical component of this capability is our approximately 500 locations in more than 70 countries across six continents, including the Americas, Asia-Pacific and EMEA. Our service delivery centers improve the efficiency of our engagement teams through the reuse of processes, solution designs and infrastructure by leveraging the experience of delivery center professionals.
On December 1, 2020, Concentrix and our technology-infused CX solutions business were separated from SYNNEX Corporation, now known as TD SYNNEX Corporation (“TD SYNNEX”), through a tax-free distribution of all of the issued and outstanding shares of our common stock to TD SYNNEX stockholders (such separation and distribution, the “spin-off”).
In December 2020, Concentrix and our technology-infused CX solutions business were separated from TD SYNNEX through a tax-free distribution of all of the issued and outstanding shares of our common stock to TD SYNNEX stockholders (such separation and distribution, the “spin-off”).
Our commitment to our clients is our primary focus and has generated numerous accolades to date, including 56 client awards in fiscal year 2022. • Extensive Global Presence : We operate globally in over 40 countries across 6 continents with the ability to conduct business in 70 different languages.
Our commitment to our clients is our primary focus and has generated numerous accolades to date, including 53 client awards in fiscal year 2023. • Extensive Global Presence : We operate globally in over 70 countries across six continents with the ability to conduct business in more than 150 different languages.
Our commitment to these principles is set out in our Human Rights Policy, and our Code of Ethical Business Conduct requires all of our staff to adhere to our dedication to an inclusive work environment that fosters respect for all of our team members.
Our commitment to these principles is set out in our Human Rights Policy, our Diversity, Equity and Inclusion Policy, and our Code of Ethical Business Conduct, which require all of our game-changers to adhere to our dedication to an inclusive work environment that fosters respect for all of our team members.
We believe in supporting our clients over the long term to build enduring relationships. Our average client tenure for our top 25 clients is approximately 17 years. As of November 30, 2022, we served over 130 Fortune Global 500 clients as well as more than 125 new economy clients.
We believe in supporting our clients over the long term to build enduring relationships. Our average client tenure for our top 30 clients is more than 15 years. As of November 30, 2023, we served over 155 Fortune Global 500 clients as well as more than 320 new economy clients.
The capacity of our data center and service delivery center operations, our nimble approach to remote staff, and the scalability of our customer management solutions enable us to meet the dynamic and challenging needs of large-scale and rapidly growing companies.
As of November 30, 2023, more than 30% of our global team was remote. The capacity of our data center and service delivery center operations, our nimble approach to remote staff, and the scalability of our customer management solutions enable us to meet the dynamic and challenging needs of large-scale and rapidly growing companies.
We have a demonstrated ability to turn around underutilized assets and maximize their value, which we believe allows us to explore a broader scope of opportunities than our peers.
We have a demonstrated ability to complete scale acquisitions, as well as revive underutilized assets and maximize their value, which we believe allows us to explore a broader scope of opportunities than our peers.
Old paradigms have shifted as increasingly competitive markets and easily accessible crowd-sourced information have empowered consumers to unprecedented levels. As consumers demand more and have an increasing number of alternatives, companies must differentiate on how they manage their customer relationships.
Modern consumers are discerning and have come to expect a high level of care and responsiveness from their service providers. Old paradigms have shifted as increasingly competitive markets and easily accessible crowd-sourced information have empowered consumers to unprecedented levels. As consumers demand more and have an increasing number of alternatives, companies must differentiate on how they manage their customer relationships.
ServiceSource is a global outsourced go-to-market services provider, delivering business-to-business (“B2B”) digital sales and customer success solutions that complemented our existing offerings in this area. In December 2021, we completed our acquisition of PK, a leading CX design engineering company with more than 5,000 staff in four countries.
(“ServiceSource”), a global outsourced go-to-market services provider, delivering business-to-business (“B2B”) digital sales and customer success solutions, which complemented our existing offerings in this area. 2 Table of Contents In December 2021, we completed our acquisition of PK, a leading CX design engineering company with more than 5,000 staff in four countries, which creates pioneering experiences that accelerate digital outcomes for their clients’ customers, partners and staff.
Our CX/UX Strategy and Design solutions, including CX strategy, data-driven user design, journey mapping, and multi-platform engineering, enable our clients to create effortless, personalized customer engagements and align business priorities around measurable goals.
We strive to help our clients reimagine what great is, designing next generation CX solutions to exceed customer expectations. Our CX/UX Strategy and Design solutions, including CX strategy, data-driven user design, journey mapping, and multi-platform engineering, enable our clients to create effortless, personalized customer engagements and align business priorities around measurable goals.
Information Technology We invest in IT systems, infrastructure, automation and security to enhance workforce management and enhance productivity. Our CX delivery centers employ a broad range of technology, including digital switching, intelligent call routing and tracking, proprietary workforce management systems, case management tools, computer telephony integration, interactive voice response and advanced speech recognition, with embedded security.
Our CX delivery centers employ a broad range of technology, including advanced network and computing platforms, digital switching, intelligent call routing and tracking, proprietary workforce management systems, case management tools, computer telephony integration, interactive voice response and advanced speech recognition, with multiple layers of embedded security.
We offer virtual learning opportunities on diversity, equity and inclusion topics that have been attended by more than 12,000 of our managers. Our team has also opened LGBTQ+, persons with disabilities, women and black professionals staff resource groups to support a diverse and inclusive workplace.
We offer virtual learning opportunities on diversity, equity and inclusion topics that were attended by more than 65% of our managers in fiscal year 2023. Our team also supports LGBTQ+, persons with disabilities, women, and black professionals staff resource groups to promote a diverse and inclusive workplace.
We believe the human element will continue to be important in our industry, as focus shifts from routine service to “last-mile” support requiring human-touch to deliver a stronger customer experience.
Despite growth in digital channels, phone conversations currently remain the preferred option for customer services interactions. We believe the human element will continue to be important in our industry, as focus shifts from routine service to “last-mile” support requiring human-touch to deliver a stronger customer experience.
Our Market Opportunity In order to maintain relevancy, our clients must transform their systems in response to increased competition and consumer demands. To meet the evolving needs of their customers, our clients are looking to large CX solutions providers, such as Concentrix, to automate their systems and provide professional support to address complexities beyond the scope of automation.
To meet the evolving needs of their customers, our clients are looking to large CX solutions and technology providers, such as Concentrix, to automate their systems and provide professional support to address complexities beyond the scope of automation.
We sponsor a wellness program designed to enhance physical, financial, and mental well-being for all of our staff. Throughout the year, we encourage healthy behaviors through regular communications, educational sessions, voluntary progress tracking, wellness challenges, and other incentives.
We sponsor a wellness program designed to enhance physical, financial, and mental well-being for all of our game-changers. Throughout the year, we encourage healthy behaviors through regular communications, educational sessions, voluntary progress tracking, wellness challenges, and other incentives. We take an integrated approach to helping our staff manage their work and personal responsibilities, with a strong focus on mental health.
Our technologically advanced and secured data centers provide availability 24 hours a day, 365 days a year, with redundant power and communication feeds and emergency power back-up, and are designed to withstand most natural disasters.
Our technologically advanced and secured data centers provide availability 24 hours a day, 365 days a year, with redundant equipment, power and communication feeds and emergency power back-up, and are designed to withstand most natural disasters. We maintain a 24x7 security monitoring and alert function to guard against and respond to the threat of malicious actors.
Our innovative use of technology enables us to improve our voice, chat, web and e-mail handling and personnel scheduling, thereby increasing our efficiency and enhancing the quality of the services we deliver to our clients and their customers. We are able to dynamically scale to respond to changes in our clients’ business volumes.
Our innovative use of technology, including automation and AI, enables us to improve our voice, chat, web and e-mail handling and personnel scheduling, thereby increasing our 9 Table of Contents efficiency and enhancing the quality of the services we deliver to our clients and their customers.
As a result of the spin-off, we became an independent public company and our common stock commenced trading on the Nasdaq Stock Market (“Nasdaq”) under the symbol “CNXC” on December 1, 2020.
As a result of the spin-off, we became an independent public company and our common stock commenced trading on the Nasdaq Stock Market (“Nasdaq”) under the symbol “CNXC” on December 1, 2020. Our Market Opportunity In order to maintain relevancy, our clients must transform their systems in response to increased competition and consumer demands.
We invest in staff career growth and provide our team with a wide range of development opportunities, including face-to-face, virtual, social and self-directed learning, mentoring, coaching, and external development.
Training and Development Human capital development underpins our efforts to execute our strategy and continue to deliver exceptional services globally. We invest in staff career growth and provide game-changers with a wide range of development opportunities, including face-to-face, virtual, social and self-directed learning, mentoring, coaching, and external development.
We strive to deliver exceptional services globally supported by our deep industry knowledge, technology and security practices, talented people, and digital and analytics expertise. 1 Table of Contents We offer our clients integrated solutions supporting the entirety of the customer lifecycle; CX and user experience (“UX”) strategy and design; analytics and actionable insights; and innovative new approaches to enhancing the customer experience through the latest technological advancements in our industry.
We offer our clients integrated solutions supporting the entirety of the customer lifecycle; CX and user experience (“UX”) strategy and design; analytics and actionable insights; and innovative new approaches to enhancing the customer experience through the latest technological advancements in our industry.
Diversity, Equity and Inclusion A diverse team, including across background, gender, ethnicity, sexual orientation and lived experiences, is critical to our success and contributes to a work environment that promotes bold and contrarian thinking and an entrepreneurial mindset. We strive to create an inclusive workplace where people can bring their authentic selves to work.
Diversity, Equity and Inclusion A diverse team, including across backgrounds, genders and gender identities, ethnicities, sexual orientations and lived experiences, is critical to our success and contributes to a work environment that promotes innovation in our pursuit of game-changing experiences for our clients. We strive to create an inclusive workplace where people can bring their authentic selves to work.
A key element in our business strategy has been to locate our service delivery centers in markets that are strategic to our client requirements and 8 Table of Contents cost beneficial. We have significant operations in the Philippines and India, as well as throughout EMEA and the Americas.
A key element in our business strategy has been to locate our service delivery centers in markets that are strategic to our client requirements and cost beneficial. We have operations in more than 70 countries across six continents, with a significant presence in the Philippines and India.
We combine global consistency with local expertise, enhancing the end user experience for our clients’ customers through services rendered by a team of approximately 315,000 across approximately 300 locations in more than 40 countries and 6 continents, where we conduct business in over 70 languages. In July 2022, we completed our acquisition of ServiceSource International, Inc. (“ServiceSource”).
We combine global consistency with local expertise, enhancing the end user experience for our clients’ customers through services rendered by a team of approximately 440,000 employees and staff, which we refer to as game-changers, across approximately 500 locations in more than 70 countries and six continents, where we conduct business in over 150 languages.
Third-party researchers have also taken note of our leading global practice with Everest Group Research distinguishing us as a leader for the 7 th consecutive year in 2022 for our market success, vision and strategy, service focus and capabilities, digital and technological solutions, domain investments, and buyer feedback. • Strong Relationships with a Growing and Diversified Client Base : We provide CX solutions for more than 1,000 clients worldwide.
Third-party researchers have also taken note of our leading global practice with Everest Group Research distinguishing us as a leader for the 8 th consecutive year in 2023 for our innovative CX practices, risk mitigation strategies, and agent engagement policies. • Strong Relationships with a Growing and Diversified Client Base : We provide CX solutions for more than 2,000 clients worldwide.
We help our clients by creating tools that their customers and employees love to use, enable better customer interactions through real-time sentiment analysis, and integrate multiple customer interactions and touchpoints into one-stop smart mobile applications. We provide these solutions and other complementary services in 70 languages, across 6 continents, from approximately 300 locations in the Americas, Asia-Pacific and EMEA.
We help our clients by creating tools that their customers and employees love to use, enable better customer interactions through real-time sentiment analysis, and integrate multiple customer interactions and touchpoints into one-stop smart mobile applications.
As of November 30, 2022, we had approximately 315,000 full-time staff, of which approximately 60,000 were based in the Americas, approximately 220,000 were based in Asia-Pacific, and approximately 35,000 were based in EMEA.
As of November 30, 2023, we had approximately 440,000 full-time game-changers, of which approximately 90,000 were based in the Americas, approximately 230,000 were based in Asia-Pacific, and approximately 120,000 were based in EMEA.
Our 2022 Sustainability Report outlines our ESG commitments for 2025 and how these commitments align with the Sustainable Development Goals established by the United Nations. We will continue to report on our progress with respect to these commitments in future Sustainability Reports. Available Information Our website is www.concentrix.com.
We publish an annual Sustainability Report that outlines our long-term ESG goals and how these commitments align with the Sustainable Development Goals established by the United Nations, and updates stakeholders on our progress toward these goals. Available Information Our website is www.concentrix.com.
We have been at the forefront of developing CX solutions and technology that improve the customer experience and will continue to strive for this in the future. Our December 2021 acquisition of PK, a leading CX design engineering company, demonstrates our commitment to being a leader in CX technology and digital transformation.
We have been at the forefront of developing CX solutions and technology that improve the customer experience and will continue to strive for this in the future.
Under our tenured management team, we have grown our revenue from $1.1 billion in fiscal year 2014 to $6.3 billion in fiscal year 2022, while delivering strong profitability. 6 Table of Contents Our Growth Strategy The key elements to our growth strategy are: • Expand and Deepen Relationships with Existing Clients : We have a well-established track record of cross-selling and offering additional solutions and premium services to sustain and grow our relationships with our existing clients.
Our Growth Strategy The key elements to our growth strategy are: • Expand and Deepen Relationships with Existing Clients : We have a well-established track record of cross-selling and offering additional solutions and premium services to sustain and grow our relationships with our existing clients.
In addition to our Customer Lifecycle Management services, we also provide the complementary services described below, which are provided to clients as integrated solutions with our core service offering: • CX/UX Strategy and Design . We strive to help our clients reimagine what great is, designing next generation CX solutions to exceed customer expectations.
Customer Lifecycle Management represents our core service offering and a significant majority of the services we provide. In addition to our Customer Lifecycle Management services, we also provide complementary services that are provided to clients as integrated solutions with our core service offering, including: • CX/UX Strategy and Design .
Leading global companies, including more than 130 Fortune Global 500 brands and more than 125 new economy clients, rely upon our solutions and technology. We serve a wide variety of clients, extending across numerous verticals.
Leading global companies, including more than 155 Fortune Global 500 brands and more than 320 new economy clients, rely upon our solutions and technology. We serve a wide variety of clients, extending across numerous verticals. Our end-to-end capabilities and global scale have enabled us to build long-lasting relationships with our largest clients spanning more than 15 years on average.
Our SecureCX TM platform supports secure remote work environments through digital tools and technology that authenticate the remote advisor, restrict unauthorized personnel and devices, and deliver real-time alerting of attempts to circumvent control. We operate a globally distributed data processing environment that can seamlessly connect and integrate our service delivery centers with our data centers and points of presence.
We also have the capability to provide services for our clients through our utilization of remote staff. Our SecureCX TM platform supports secure remote work environments through digital tools and technology that authenticate the remote advisor, restrict unauthorized personnel and devices, and deliver real-time alerting of attempts to circumvent control.
The skill set required of advisors in the CRM and BPO industry is shifting as enterprises place increased importance on CX. Increasing complexity in the voice channel is driving a trend of longer customer engagements requiring CRM and BPO support professionals to have a more robust skill set.
Increasing complexity in the voice channel is driving a trend of longer customer engagements requiring CRM and BPO support professionals to have a more robust skill set. The increasing importance of skilled labor in our industry is offset by the transition of low complexity support to online support (self-service), driven by heavy automation and digitization.
Our Customer Lifecycle Management solutions include services such as customer care, sales support, digital marketing, technical support, digital self-service, content moderation, creative design and content production, and back office services. Customer Lifecycle Management represents our core service offering and a significant majority of the services we provide.
We offer our clients the means to acquire, support and renew customers across all channels while minimizing attrition and increasing customer lifetime value. Our Customer Lifecycle Management solutions include services such as customer care, sales support, digital marketing, technical support, digital self-service, content moderation, creative design and content production, and back office services.
The addition of the PK staff and technology to our team further strengthened our capabilities in CX design and development, artificial intelligence (“AI”), intelligent automation, and customer loyalty.
The acquisition of PK expanded our scale in the digital IT services market and supported our growth strategy of investing in digital transformation to deliver exceptional customer experiences. The addition of the PK staff and technology to our team further strengthened our capabilities in CX design and development, AI, intelligent automation, and customer loyalty.
The market is evolving from customer relationship management solutions that act as a cost cutting measure toward end-to-end CX management solutions that create value throughout the entire customer lifecycle at an appropriate cost. • Empowered Consumers and Users . The modern consumer is discerning and has come to expect a high level of care and responsiveness from their service providers.
The market is evolving from customer relationship management solutions that act as a cost cutting measure toward end-to-end CX management solutions that create value throughout the entire customer lifecycle at an appropriate cost. • Technological Innovation . Emerging technology is driving change within our industry and shaping the demands of our clients.
Additionally, we use technology to collect information for our clients about the customer interactions to support quality of service and improve the customer journey.
We are able to dynamically scale to respond to changes in our clients’ business volumes. Additionally, we use technology to analyze information and trends from our clients’ customer interactions to support quality of service and improve the customer journey and experience.
The global participation rate for our most recent staff satisfaction survey in 2022 was approximately 86%, and our 10 Table of Contents overall positive engagement rating (staff members that gave a satisfaction score of 4 or 5) was approximately 83%.
The global participation rate for our most recent staff satisfaction survey in 2023 was approximately 88%, and our overall positive engagement rating (game-changers that gave a satisfaction score of 4 or 5) was approximately 84%. In 2022, we were named as one of the 25 World’s Best Workplaces TM by Great Place to Work and Fortune magazine, ranking twenty-second.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeThe extent of the future impact of the COVID-19 pandemic or other outbreaks of communicable diseases on our operational and financial performance, including our ability to execute our business strategies and initiatives in the expected time frame, will depend on future developments, including the duration, spread and severity of the pandemic, the evolution of the virus and the effects of mutations in its genetic code, country and state restrictions regarding virus containment, the availability and effectiveness of vaccines and treatment options, accessibility to our delivery and operations locations, our continued utilization of remote work environments in response to future health and safety restrictions, our clients’ acceptance of remote work environments, and the effect on our clients ’ businesses and the demand for their products and services, all of which are uncertain and cannot be predicted.
Biggest changeThe extent of such future impact is unknown and would depend on many factors, including the duration, spread, and severity of the disease, the evolution of the disease and the effects of mutations in its genetic code, country and state restrictions regarding containment, the availability and effectiveness of vaccines and treatment options, accessibility to our delivery and operations locations, our continued utilization of remote work environments in response to future health and safety restrictions, our clients’ acceptance of remote work environments, and the effect on our clients’ businesses and the demand for their products and services, all of which are uncertain and cannot be predicted. 15 Table of Contents We also have substantial operations in countries, most notably the Philippines, India, Brazil, Turkey, Colombia, and Egypt, that have experienced severe natural events, such as typhoons, mudslides, droughts, wildfires, earthquakes, and floods, in the recent past.
Some emerging technologies, such as RPA, AI, ML, VOC, IVR, and IoT, may cause an adverse shift in the way certain of our existing business operations are conducted, including by replacing human contacts with automated or self-service options, or by decreasing the size of the available market.
Some emerging technologies, such as AI, RPA, ML, VOC, IVR, and IoT, may cause an adverse shift in the way certain of our existing business operations are conducted, including by replacing human contacts with automated or self-service options, or by decreasing the size of the available market.
Fluctuations in the value of currencies, such as the Philippine peso, the Indian rupee, and the Canadian dollar, against the U.S. dollar or other currencies in which we bill our clients, and inflation in the local economies in which these delivery centers are located, could increase the operating and labor costs in these delivery centers, which can result in reduced profitability.
Fluctuations in the value of currencies, such as the Philippine peso, the Indian rupee, the euro, and the Canadian dollar, against the U.S. dollar or other currencies in which we bill our clients, and inflation in the local economies in which these delivery centers are located, could increase the operating and labor costs in these delivery centers, which can result in reduced profitability.
The market price of our common stock may fluctuate significantly due to a number of factors, some of which may be beyond our control, including: • our financial results; • developments generally affecting the CX solutions industry; • the performance of our business and the performance of similar companies; • our capital structure, including the amount of our indebtedness; • the announcement of acquisitions or dispositions; • additions or departures of key personnel; • changes in market valuations of similar companies; • general economic, industry and market conditions; 24 Table of Contents • the depth and liquidity of the market for our common stock; • fluctuations in currency exchange rates; • our dividend policy; • investor perception of our business and our company; • the passage of legislation or other regulatory developments that adversely affect us or our industry; and • the impact of the factors referred to elsewhere in “Risk Factors.” In addition, the stock market regularly experiences significant price and volume fluctuations.
The market price of our common stock may fluctuate significantly due to a number of factors, some of which may be beyond our control, including: • our financial results; • developments generally affecting the CX solutions industry; • the performance of our business and the performance of similar companies; • our capital structure, including the amount of our indebtedness; • the announcement of acquisitions or dispositions; • additions or departures of key personnel; • changes in market valuations of similar companies; • general economic, industry, and market conditions; • the depth and liquidity of the market for our common stock; • fluctuations in currency exchange rates; • our dividend policy; • investor perception of our business and our company; 25 Table of Contents • the passage of legislation or other regulatory developments that adversely affect us or our industry; and • the impact of the factors referred to elsewhere in “Risk Factors.” In addition, the stock market regularly experiences significant price and volume fluctuations.
We face competition in hiring, retaining and motivating talented and skilled leaders and staff with domain experience, and we have, at times, struggled to hire sufficient technical talent to meet the demand for our services. Our industry is also characterized by high staff attrition rates.
We face competition in hiring, retaining, developing, and motivating talented and skilled leaders and staff with domain experience, and we have, at times, struggled to hire sufficient technical talent to meet the demand for our services. Our industry is also characterized by high staff attrition rates.
The inability to successfully execute on our digital CX strategy and deliver value for our clients, could harm our client relationships and reputation, which in turn could adversely affect our revenue and our results of operations. Our strategy focuses on being a leading provider of CX solutions and technology.
The inability to successfully execute on our digital CX strategy and deliver value for our clients could harm our client relationships and reputation, which in turn could adversely affect our revenue and our results of operations. Our strategy focuses on being a leading global provider of CX solutions and technology.
In the United States, proposed tax law changes could subject us to higher than anticipated tax liabilities, including by increasing the statutory corporate tax rate, imposing a minimum tax on global income, reducing the deduction for global intangible low-taxed income (GILTI), eliminating the qualified business asset investment exemption, limiting the deductibility of interest expense, repealing the deduction for foreign-derived intangible income or imposing a surcharge on corporations that employ staff in non-U.S. countries to deliver services to the United States.
In the United States, proposed tax law changes could subject us to higher than anticipated tax liabilities, including by increasing the statutory corporate tax rate, imposing a minimum tax on global income, reducing the deduction for global intangible low-taxed income (“GILTI”), eliminating the qualified business asset investment exemption, limiting the deductibility of interest expense, repealing the deduction for foreign-derived intangible income or imposing a surcharge on corporations that employ staff in non-U.S. countries to deliver services to the United States.
These provisions may include, among other things, the following: • the ability of our board of directors to issue shares of preferred stock and to determine the price and other terms, including preferences and voting rights, of those shares without stockholder approval; • stockholder action can only be taken at a special or regular meeting and not by written consent; • the inability of our stockholders to call a special meeting; • advance notice procedures for nominating candidates to our board of directors or presenting matters at stockholder meetings; • allowing only our board of directors to fill vacancies on our board of directors; 25 Table of Contents • supermajority voting requirements to amend our bylaws and certain provisions of our certificate of incorporation; and • restrictions on an “interested stockholder” to engage in certain business combinations with us for a three-year period following the date the interested stockholder became such.
These provisions may include, among other things, the following: • the ability of our board of directors to issue shares of preferred stock and to determine the price and other terms, including preferences and voting rights, of those shares without stockholder approval; • stockholder action can only be taken at a special or regular meeting and not by written consent; • the inability of our stockholders to call a special meeting; • advance notice procedures for nominating candidates to our board of directors or presenting matters at stockholder meetings; • allowing only our board of directors to fill vacancies on our board of directors; • supermajority voting requirements to amend our bylaws and certain provisions of our certificate of incorporation; and • restrictions on an “interested stockholder” to engage in certain business combinations with us for a three-year period following the date the interested stockholder became such.
Alternatively, if a court were to find this exclusive forum provision inapplicable to, or unenforceable in respect of, one or more of the specified types of actions or proceedings described above, we may incur additional costs associated with resolving such matters in other jurisdictions, which could negatively affect our business, results of operations and financial condition.
Alternatively, if a court were to find this exclusive forum provision inapplicable to, or unenforceable in respect of, one or more of the specified types of actions or proceedings described above, we may incur additional costs associated with resolving such matters in other jurisdictions, which could negatively affect our business, results of operations, and financial condition. ITEM 1B.
Any one or more of these changes, if adopted, could have a material adverse effect on our effective tax rate and our results of operations. Outside of the United States, proposed tax law changes could subject Concentrix to a global minimum tax on profits, which could result in double taxation and increased tax audit risk due to uncertainty in application.
Any one or more of these changes, if adopted, could have a material adverse effect on our effective tax rate and our results of operations. Outside of the United States, proposed tax law changes could subject us to a global minimum tax on profits, which could result in double taxation and increased tax audit risk due to uncertainty in application.
Our effective tax rate could be adversely affected by several factors, many of which are outside of our control, including: • changes in income before taxes in the countries in which we operate that have differing statutory tax rates; 17 Table of Contents • changes in tax rates or tax laws and regulations, or the implementation or interpretation of such laws and regulations; • the effect of tax rates on accounting for acquisitions and dispositions; • issues arising from tax audits or examinations and any related interest or penalties; and • uncertainty in obtaining tax holiday extensions or the expiration or loss of tax holidays in various jurisdictions.
Our effective tax rate could be adversely affected by several factors, many of which are outside of our control, including: • changes in income before taxes in the countries in which we operate that have differing statutory tax rates; • changes in tax rates or tax laws and regulations, or the implementation or interpretation of such laws and regulations; • the effect of tax rates on accounting for acquisitions and dispositions; • issues arising from tax audits or examinations and any related interest or penalties; and • uncertainty in obtaining tax holiday extensions or the expiration or loss of tax holidays in various jurisdictions.
The terms of our debt arrangements impose significant restrictions on our ability to operate and could have an adverse effect on our business and results of operations.
The terms of our debt arrangements impose restrictions on our ability to operate and could have an adverse effect on our business and results of operations.
Similarly, if competitors offer their services at lower prices to gain market share or provide services that gain greater market acceptance than the services we offer or develop, the demand for our services may decrease. Niche providers or new entrants can enter markets by developing new systems or services that could impact our business.
Similarly, if competitors offer their services at lower prices to gain market share or provide services that gain greater market acceptance than the services we offer or develop, the demand for our services may decrease. Specialized providers or new entrants can enter markets by developing new systems or services that could impact our business.
Many of these regulations, including those related to data privacy, labor matters and anti-corruption, change frequently and may conflict among the various jurisdictions and countries in which we provide services. The pace of regulatory change in these areas has accelerated in recent years.
Many of these regulations, including those related to data privacy, climate-related disclosures, labor matters, and anti-corruption, change frequently and may conflict among the various jurisdictions and countries in which we provide services. The pace of regulatory change in these areas has accelerated in recent years.
Generally, performance-related bonus or penalty provisions account for less than 1% of our annual revenue in the aggregate. However, whether we receive a bonus or are required to pay a penalty changes with performance and may cause fluctuations in our financial results.
Generally, performance-related bonus or penalty provisions account for less than 1% of our annual revenue in the aggregate. However, whether we receive a bonus or are required to pay a penalty varies with our performance and may cause fluctuations in our financial results.
Violations of any laws and regulations to which we are subject, including failing to adhere to or successfully implement processes in response to changing regulatory requirements or work practices, could result in liability for damages, fines, criminal prosecution, unfavorable publicity and damage to our reputation, and restrictions on our ability to operate, which could have a material adverse effect on our business, results of operations, and financial condition.
Violations of any laws and regulations to which we are subject, including failing to adhere to or successfully implement processes in response to changing regulatory requirements or work practices, could result in liability for damages, fines, criminal prosecution, unfavorable publicity and damage to our reputation, and 18 Table of Contents restrictions on our ability to operate, which could have a material adverse effect on our business, results of operations, and financial condition.
Rising interest rates increase the cost of our outstanding borrowings and could adversely affect our net income. Our outstanding borrowings under our senior secured credit facility and our accounts receivable securitization facility are variable-rate obligations that expose us to interest rate risk.
Rising interest rates increase the cost of our outstanding borrowings and could adversely affect our net income. Our outstanding borrowings under our senior unsecured credit facility and our accounts receivable securitization facility are variable-rate obligations that expose us to interest rate risk.
We have in the past pursued, and in the future expect to pursue, acquisitions of, or investments in, businesses, technologies and assets in new or existing markets, either within or outside the CX solutions industry, that complement or expand our existing business.
We have historically pursued, and in the future expect to pursue, acquisitions of, or investments in, businesses, technologies, and assets in new or existing markets, either within or outside the CX solutions industry, that complement or expand our existing business.
If we fail to adhere to or successfully implement effective internal controls and other processes to protect our networks and systems and the information that we store, our clients experience disruptions in their systems or operations, or the confidentiality of data is compromised by a malicious actor, our client relationships may suffer, and we may face possible legal action.
If we fail to adhere to or successfully implement effective internal controls and other processes, technology, and training to protect our networks and systems and the information that we store, our clients experience disruptions in their systems or operations, or the confidentiality of data is compromised by a malicious actor, our client relationships may suffer, and we may face possible legal or regulatory action.
While most of our contracts are priced in U.S. dollars, we recognize a substantial amount of revenue under contracts that are denominated in euros, British pounds, Australian dollars and Japanese yen, among other currencies.
While a majority of our contracts are priced in U.S. dollars, we recognize a substantial amount of revenue under contracts that are denominated in euros, British pounds, Australian dollars and Japanese yen, among other currencies.
Unauthorized disclosure of sensitive or confidential information of our clients or our clients’ customers or financial loss by our clients or our clients’ customers as a result of our staff’s negligence, fraud, misappropriation, or unauthorized access to or through our information systems or those we develop for clients could result in negative publicity, loss of clients, legal liability, and damage to our reputation, business, results of operations, and financial condition.
Unauthorized disclosure of sensitive or confidential information of our clients or our clients’ customers or financial loss by our clients or our clients’ customers as a result of our staff’s negligence, fraud, misappropriation, or unauthorized access to or through our information systems or those we develop for clients could result in negative 14 Table of Contents publicity, loss of clients, legal liability, and damage to our reputation, business, results of operations, and financial condition.
Due to the global nature of our operations, we are subject to the complex and varying tax laws and rules of many countries and have material tax-related contingent liabilities that are difficult to predict or quantify.
Due to the global nature of our operations, we are subject to the complex and varying tax laws and rules of many jurisdictions and have material tax-related contingent liabilities that are difficult to predict or quantify.
A significant decrease in the value 19 Table of Contents of the contractual currency, relative to the currencies where services are provided, could have a material adverse impact on our operating results that are not fully offset by gains realized under the hedging contracts we have in place in certain currencies to limit our potential foreign currency exposure.
A significant decrease in the value of the contractual currency, relative to the currencies where services are provided, could have a material adverse impact on our operating results that are not fully offset by gains realized under the hedging contracts we have in place in certain currencies to limit our potential foreign currency exposure.
Internal or external attacks on our networks and systems or those of our clients or vendors, including through phishing, password attacks, and ransomware and other malware, could significantly disrupt our operations and impede our ability to provide critical solutions and services to our clients and their customers, subjecting us to liability under our contracts and damaging our reputation.
Internal or external attacks on our networks and systems or those of our clients or vendors, including through phishing, password attacks, and ransomware, and other malware, could significantly disrupt our operations and impede our ability to 13 Table of Contents provide critical solutions and services to our clients and their customers, subjecting us to liability under our contracts and damaging our reputation.
If our interpretation of any laws or regulatory requirements conflicts with positions taken by regulatory agencies or other 20 Table of Contents government bodies in the future, we may be subject to legal liability or be unable to conduct business in the same manner.
If our interpretation of any laws or regulatory requirements conflicts with positions taken by regulatory agencies or other government bodies in the future, we may be subject to legal liability or be unable to conduct business in the same manner.
We operate in more than 40 countries, and volatility in the value of the currencies used in these countries increases the uncertainty in our revenue and profitability forecasts.
We operate in more than 70 countries, and volatility in the value of the currencies used in these countries increases the uncertainty in our revenue and profitability forecasts.
In addition, changes in policies or laws of the United States or non-U.S. countries resulting in, among other things, higher taxation, limitations on the ability of companies to utilize offshore outsourcing, currency conversion limitations, restrictions on fund transfers, or the expropriation of private enterprises, could reduce the anticipated benefits of our global operations.
In addition, changes in the policies or laws of the United States or other countries or jurisdictions resulting in, among other things, higher taxation, limitations on the ability of companies to utilize offshore outsourcing, currency conversion limitations, restrictions on fund transfers, or the expropriation of private enterprises, could reduce the anticipated benefits of our global operations.
If we incur liability as a result of any current or future 21 Table of Contents litigation, commitments or contingencies and such liability exceeds any amounts accrued, our business, results of operations and financial condition could be adversely affected.
If we incur liability as a result of any current or future litigation, commitments or contingencies, and such liability exceeds any amounts accrued, our business, results of operations, and financial condition could be adversely affected.
Weather patterns may become more volatile, and extreme weather events may become more frequent or widespread as a result of the potential effects of climate 15 Table of Contents change. Our disaster recovery plan and business interruption insurance may not provide sufficient recovery to compensate for losses that we may incur.
Weather patterns may become more volatile, and extreme weather events may become more frequent or widespread as a result of the effects of climate change. Our disaster recovery plan and business interruption insurance may not provide sufficient recovery to compensate for losses that we may incur.
We depend on a limited number of clients for a significant portion of our revenue, and the loss of business from one or more of these clients could adversely affect our results of operations. Our five largest clients collectively represented approximately 26% of our revenue in fiscal year 2022.
We depend on a limited number of clients for a significant portion of our revenue, and the loss of business from one or more of these clients could adversely affect our results of operations. Our five largest clients collectively represented approximately 22% of our revenue in fiscal year 2023.
Our board of directors’ decisions regarding the payment of dividends will depend on many factors, such as our financial condition, earnings, capital requirements, debt service obligations, restrictive covenants in our debt agreements, industry practice, legal requirements, regulatory constraints, and other factors that our board of directors deems relevant.
Our board of directors’ decisions regarding the payment of dividends will depend on many factors, such as our financial condition, earnings, capital requirements, debt service obligations, industry practice, legal requirements, regulatory constraints, and other factors that our board of directors deems relevant.
Although we believe our controls are effective and we require all staff to be trained on their responsibilities under our Code of Ethical Business Conduct, with a team of approximately 315,000, we cannot prevent all misconduct.
Although we believe our controls are effective and we require all staff to be trained in their responsibilities under our Code of Ethical Business Conduct, with a team of approximately 440,000, we cannot prevent all misconduct.
In addition, our clients may not guarantee a minimum volume; however, we hire staff based on anticipated volumes. 18 Table of Contents If we fail to anticipate volumes correctly, our operations and financial results may suffer.
In addition, our clients may not guarantee a minimum volume; however, we hire staff based on anticipated volumes. If we fail to anticipate volumes correctly, our operations and financial results may suffer.
We compete for business with a variety of companies, including in-house operations of existing and potential clients. If our clients place more focus in this area and internalize these operations, the size of the available market for third-party service providers like us could reduce significantly.
We compete for business with a variety of companies, including in-house operations of existing and potential clients. If our clients place more focus in this area or utilize new or emerging technologies to internalize these operations, the size of the available market for third-party service providers like us could reduce significantly.
We often carry significant accounts receivable balances from a limited number of clients that generate a large portion of our revenue. For example, approximately 28% of our accounts receivable balance as of November 30, 2022 was attributable to five clients.
We often carry significant accounts receivable balances from a limited number of clients that generate a large portion of our revenue. For example, approximately 22% of our accounts receivable billed balance as of November 30, 2023 was attributable to five clients.
Certain provisions of our certificate of incorporation and bylaws and of Delaware law may have the effect of delaying or preventing changes in control if our board of directors determines that such changes in control are not in the best interests of us and our stockholders.
Certain provisions of our certificate of incorporation and bylaws and of Delaware law may have the effect of delaying or preventing a change in control if our board of directors determines that such change in control is not in the best interests of us and our stockholders.
Our business is subject to many laws and regulatory requirements in the United States and the other countries in which we operate, covering such matters as: data privacy; labor matters, including immigration and equal employment opportunity (EEO) compliance; the Foreign Corrupt Practices Act and other anti-corruption and anti-money laundering laws; taxation; securities and insider trading; healthcare, including HIPAA compliance; banking; outsourcing; consumer protection, including the method and timing of placing outbound telephone calls and the recording or monitoring of telephone calls; collections activities; insurance claims administration; internal and disclosure control obligations; governmental affairs; and trade restrictions, sanctions and tariffs.
Our business is subject to many laws and regulatory requirements in the United States and the other countries and jurisdictions in which we operate, covering matters that include but are not limited to: data privacy; labor matters, including immigration and equal employment opportunity (“EEO”) compliance; the Foreign Corrupt Practices Act and other anti-corruption and anti-money laundering laws; taxation; securities and insider trading; healthcare, including HIPAA compliance; banking; outsourcing; consumer protection, including the method and timing of placing outbound telephone calls and the recording or monitoring of telephone calls; collections activities; insurance claims administration; gaming licensing; internal and disclosure control obligations; governmental affairs; and trade restrictions, sanctions and tariffs.
Our level of indebtedness could have adverse consequences for us and our stockholders, including: • requiring us to dedicate a substantial portion of our cash flow from operations to make principal and interest payments on our indebtedness, thereby reducing the availability of such cash flow to fund working capital, capital expenditures and other general corporate requirements, and to grow our business; 22 Table of Contents • limiting our ability to borrow additional funds as needed, make strategic acquisitions or take advantage of other business opportunities as they arise, or pay cash dividends; • increasing future debt costs and limiting the future availability of debt financing; • increasing our vulnerability to general adverse economic and industry conditions; and • limiting our flexibility in planning for, or reacting to, changes in our business and industry.
Our level of indebtedness could have adverse consequences for us and our stockholders, including: • requiring us to dedicate a substantial portion of our cash flow from operations to make principal and interest payments on our indebtedness, thereby reducing the availability of such cash flow to fund working capital, capital expenditures, and other general corporate requirements, and to grow our business; • limiting our ability to make strategic acquisitions or take advantage of other business opportunities as they arise, or pay cash dividends; • increasing future debt costs and limiting the future availability of debt financing; • increasing our vulnerability to general adverse economic and industry conditions; and • limiting our flexibility in planning for, or reacting to, changes in our business and industry. 24 Table of Contents To the extent that we incur additional indebtedness, the risks described above could increase.
Any natural disaster or extreme weather event in a region where we have operations could severely disrupt the lives of our staff and lead to service interruptions or reduce the quality level of services that we provide.
Any natural disaster or extreme weather event in a region where we have operations could severely disrupt the lives of our game-changers and lead to service interruptions, increase our operating costs, or reduce the quality level of services that we provide.
Our acquisition strategy, including our acquisitions of PK and ServiceSource, involves a number of risks, including: • difficulty in successfully integrating acquired operations, IT and other systems, clients, services, businesses, and staff with our operations on a timely and cost-effective basis; • risk that the acquired businesses will fail to maintain the quality of services or results of operations that we have historically provided or that we expect from the acquired businesses; • the announcement or consummation of a transaction may have an adverse impact on relationships with third parties, including existing and potential clients, or may negatively affect our brand identity; • loss of key staff of the acquired operations or inability to attract, retain and motivate staff necessary for our expanded operations; • acquired businesses located in regions where we have not historically conducted business may subject us to new operational risks, laws, regulations, staff expectations, customs, and practices; • difficulty in scaling critical resources and facilities for the business needs of the expanded enterprise; 16 Table of Contents • diversion of our capital and management attention away from operational matters and other business issues; • increase in our expenses and working capital requirements; • in the case of acquisitions that we may make outside of the United States, difficulty in operating internationally and over significant geographical distances; • other financial risks, such as potential liabilities of the businesses we acquire; and • our due diligence process may fail to identify significant issues with the acquired company’s service quality, financial disclosures, legal liabilities, accounting practices or internal control deficiencies.
Our acquisition strategy, including our combination with Webhelp, involves a number of risks, including: • risk that we encounter difficulty in successfully integrating acquired operations, IT and other systems, clients, services, businesses, and staff with our operations on a timely and cost-effective basis; • risk that the acquired businesses will fail to maintain the quality of services or results of operations that we have historically provided or that we expect from the acquired businesses; • the announcement or consummation of a transaction may have an adverse impact on relationships with third parties, including existing and potential clients, or may negatively affect our brand identity; • loss of key staff of the acquired operations or inability to attract, retain, and motivate staff necessary for our expanded operations; • acquired businesses located in regions where we have not historically conducted business may subject us to new operational risks, laws, regulations, staff expectations, customs, and practices; • risk that we encounter challenges in scaling critical resources and facilities for the business needs of the expanded enterprise; • diversion of our capital and management attention away from operational matters and other business issues; • increase in our expenses and working capital requirements; • in the case of acquisitions that we may make outside of the United States, difficulty in operating internationally and over significant geographical distances; • other financial risks, including unknown liabilities or inconsistent accounting practices of the businesses we acquire or the impairment of goodwill or intangible assets we record in connection with acquisitions; and • our due diligence process may fail to identify significant issues with the acquired company’s service quality, financial disclosures, legal liabilities, accounting practices, or internal control deficiencies. 20 Table of Contents We may incur additional costs and certain redundant expenses in connection with our acquisitions and investments, which may have an adverse impact on our operating margins.
Cybercriminals, including those supported by nation states and organized crime, are 13 Table of Contents well organized and increasingly sophisticated, and we expect they will continue to seek out and attempt to exploit vulnerabilities in our and our clients’ networks and systems.
Cybercriminals, including those supported by nation states, political activists, and organized crime, are well organized and increasingly sophisticated, and we expect they will continue to seek out and attempt to exploit vulnerabilities in our and our clients’ networks and systems.
Our success depends, in part, on our ability to continue to acquire, develop and implement services and solutions that anticipate and respond to rapid and continuing changes in technology and offerings to serve the evolving needs of our clients and their customers.
Our success depends, in part, on our ability to continue to acquire, develop, and implement services and solutions that anticipate and respond to rapid and continuing changes in technology and offerings to serve the evolving needs of our clients and their customers. We continue to invest in technology and in our digital capabilities to pursue this strategy.
We have developed proprietary IT systems, mobile applications, and cloud-based technology and acquired technologies that play an important role in our business, including through our acquisition of PK.
We have developed proprietary IT systems, mobile applications, and cloud-based technology and acquired technologies that play an important role in our business.
Socio-economic situations that are specific to the Philippines, India, China and Brazil can severely disrupt our operations and impact our ability to fulfill our contractual obligations to our clients.
Socio-economic situations that are specific to the Philippines, India, Brazil, Turkey, Colombia, Egypt, the United Kingdom, Morocco, and China can severely disrupt our operations and impact our ability to fulfill our contractual obligations to our clients.
Risks Related to Our Business and Industry We anticipate that our revenue and operating results will fluctuate, which could adversely affect the enterprise value of our Company and the trading value of our common stock.
Risks Related to Our Business and Industry Historically, our revenue and operating results have fluctuated and we anticipate that in the future they will continue to fluctuate, which could adversely affect the enterprise value of our Company and the trading value of our common stock.
Our ability to pay dividends will depend on our ongoing ability to generate cash from operations and on our access to the capital markets. We cannot guarantee that we will continue to pay a dividend in the future. Your percentage ownership in Concentrix may be diluted in the future.
Our ability to pay dividends will depend on our ongoing ability to generate cash from operations and on our access to the capital markets. We cannot guarantee that we will continue to pay a dividend in the future.
A reduction of volume, loss of clients, payment of penalties or inability to terminate any unprofitable contracts could have an adverse impact on our results of operations and financial condition.
A reduction of volumes, loss of clients, payment of penalties, failure to receive performance-related bonuses, or inability to terminate any unprofitable contracts could have an adverse impact on our results of operations and financial condition.
While we have the capability to provide multi-channel services in countries across the globe, changes in the types of services utilized and the geographic locations where the services are provided can impact our revenue and profitability.
CX solutions can also be provided in different geographies and through different service channels. While we have the capability to provide multi-channel services in countries across the globe, changes in the types of services utilized and the geographic locations where the services are provided can impact our revenue and profitability.
We could be required to record a significant charge to earnings in our financial statements during the period in which any impairment of our goodwill or intangible assets was determined, negatively impacting our results of operations.
For example, we have recorded substantial goodwill and amortizable intangible assets as a result of our acquisitions, and in the future we could be required to record a significant charge to earnings in our financial statements during the period in which any impairment of our goodwill or intangible assets was determined, negatively impacting our results of operations.
The terms of the agreements under which our indebtedness was incurred may limit or restrict, among other things, our ability to: • incur additional indebtedness; • make investments; • pay dividends or make certain other restricted payments; • repurchase common stock; • consummate certain asset sales or acquisitions; • enter into certain transactions with affiliates; and • merge, consolidate or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of our assets.
The terms of the agreements under which our indebtedness was incurred may limit or restrict, among other things, our ability to incur additional indebtedness, consummate certain asset sales or acquisitions, and merge, consolidate or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of our assets.
When interest rates increase, our debt service obligations and our interest expense increase even if our outstanding borrowings remain the same. Our net income and cash flows, including cash available for servicing indebtedness, will correspondingly decrease. Changes in foreign currency exchange rates could adversely affect our business and operating results.
When interest rates increase, our debt service obligations and our interest expense increase even if our outstanding borrowings remain the same. Our net income and cash flows, including cash available for servicing indebtedness, will correspondingly decrease.
An extended disruption to the global economy or business operations caused by the COVID-19 pandemic, another communicable disease, a natural disaster or any other public health crisis, or a regional disruption in an area in which we have significant operations, could materially affect our business, our results of operations, our access to sources of liquidity, the carrying value of our goodwill and intangible assets, and our financial condition.
An extended disruption to the global economy or business operations caused by global macroeconomic trends, geopolitical tensions or war, communicable diseases or other public health crises, natural disasters, or a regional disruption in an area in which we have significant operations, could materially affect our business, our results of operations, our access to sources of liquidity, the carrying value of our goodwill and intangible assets, and our financial condition.
We have grouped these risk factors into three categories: • Risks related to our business and the industry in which we operate; • Risks related to the spin-off; and • General risk factors related to ownership of our common stock.
We have grouped these risk factors into four categories: • risks related to our business and the industry in which we operate; • risks related to the Webhelp Combination; • risks related to our capital structure; and • risks related to ownership of our common stock.
Any increase in the amount of taxation incurred as a result of challenges to our tax filing positions could result in a material adverse effect on our business, results of operations and financial condition.
Any increase in the amount of taxation incurred as a result of challenges to our tax filing positions could result in a material adverse effect on our business, results of operations, and financial condition. 21 Table of Contents Changes in foreign currency exchange rates could adversely affect our business and operating results.
The GDPR in Europe, the Data Privacy Act in the Philippines, the California Consumer Privacy Act and other similar laws have resulted, and will continue to result, in increased compliance costs, and the failure to comply with these laws can result in significant monetary penalties.
The GDPR in Europe, the SEC’s proposed climate disclosure rules and recently adopted cybersecurity disclosure rules, the Data Privacy Act in the Philippines, the California Consumer Privacy Act, the California Climate Corporate Data Accountability Act and Climate-Related Financial Risk Act, and other similar laws have resulted, and will continue to result, in increased compliance costs, and the failure to comply with these laws can result in significant monetary penalties.
Our operating results have fluctuated and will fluctuate in the future as a result of many factors, including: • general economic conditions, including: consumer demand, interest rates, inflation and supply chains; the COVID-19 pandemic and the conflict in Ukraine and their impact on the global economy; international trade negotiations, such as between the United States and China and between China and India; the United Kingdom’s exit from the European Union; U.S. federal government budget disruptions; and market volatility, including as a result of political leadership in certain countries; • the level of business activity of our clients, which in turn is affected by the level of economic activity in the industries and markets that they serve and the market acceptance and performance of their products and services; • the demand for the CX solutions and technology we provide, as well as other competitive conditions in our industry; • the impact of the business acquisitions and dispositions we make, as well as consolidation of our competitors or clients; • changes in the tax rates in the various jurisdictions in which we do business; and • fluctuations in the exchange rates for the currencies in which we transact.
Our operating results have fluctuated and will fluctuate in the future as a result of many factors, including: • global macroeconomic conditions, including: economic slowdowns or recessions, consumer demand, interest rate and currency rate fluctuations, inflation and supply chain disruptions; public health crises, political or social unrest, and military conflicts, including the conflicts in Ukraine and Gaza, and their impact on the global economy; international trade negotiations, such as between the United States and China and between China and India; U.S. federal government budget disruptions; and market volatility, including as a result of political leadership in certain countries; • the level of business activity of our clients, which in turn is affected by the level of economic activity in the industries and markets that they serve and the market acceptance and performance of their products and services; • the demand for the CX solutions and technology we provide, as well as other competitive conditions in our industry; and • the impact of the business acquisitions and dispositions we make, including our combination with Webhelp, as well as consolidation of our competitors or clients.
Our bylaws designate the Court of Chancery of the State of Delaware and U.S. federal district courts as the exclusive forums for certain types of actions and proceedings that may be initiated by our stockholders, which limits our stockholders’ ability to choose the judicial forum for disputes with us or our directors, officers or other employees.
One of these laws prohibits us from engaging in a business combination with a significant stockholder unless specific conditions are met. 26 Table of Contents Our bylaws designate the Court of Chancery of the State of Delaware and U.S. federal district courts as the exclusive forums for certain types of actions and proceedings that may be initiated by our stockholders, which limits our stockholders’ ability to choose the judicial forum for disputes with us or our directors, officers, or other employees.
While we closely monitor our accounts receivable balances, a client’s financial inability or unwillingness, for any reason, to pay a large accounts receivable balance or many clients’ inability or unwillingness to pay accounts receivable balances that are large in the aggregate would adversely impact our income and cash flow.
While we closely monitor our accounts receivable balances, a client’s financial inability or unwillingness, for any reason, to pay a large accounts receivable balance or many clients’ inability or unwillingness to pay accounts receivable balances that are large in the aggregate would adversely impact our income and cash flow. 17 Table of Contents Our operations, reputation, and results of operations may be damaged through the actions, inactions, or vulnerabilities of third parties.
If our staff or contractors fail to adhere to the controls and processes we and our clients have established, we may be subject to financial liability or our client relationships or reputation may suffer, which in turn may adversely affect our revenue and results of operations.
When our staff or contractors fail to adhere to the controls and processes we and our clients have established, we may be subject to financial liability or our client relationships or reputation may suffer.
Although we believe we have a rigorous procurement process to evaluate our vendors and service providers, these third parties can damage our reputation or cause financial loss through cybersecurity or data privacy breaches, inadequate information technology infrastructure, insufficient updates to software, non-conformance to servicing standards, or financial distress that interrupts business operations.
These third parties can damage our reputation or cause financial loss through cybersecurity or data privacy breaches, inadequate information technology infrastructure, insufficient updates to software, non-conformance to servicing standards, or financial distress that disrupts business operations.
Our delivery center activities are located around the world, with a significant concentration in the Philippines, India, China, and Brazil, which may expose us to business risks and disrupt our operations.
Our delivery center activities are located around the world, which may expose us to business risks and disrupt our operations.
If our communications or information technology systems are disrupted or the cost of maintaining those systems increases significantly, our results of operations could be adversely affected. Our business is subject to many regulatory requirements, and changes in current regulations or their interpretation and enforcement, or the adoption of new regulations, could significantly increase our cost of doing business.
Our business is subject to many regulatory requirements, and changes in current regulations or their interpretation and enforcement, or the adoption of new regulations, could significantly increase our cost of doing business.
In December 2021, we acquired PK, a leading global CX design engineering company for aggregate consideration of approximately $1.6 billion to pursue our strategy of further investing in digital transformation capabilities. In July 2022, we acquired ServiceSource, a global outsourced go-to-market services provider that delivers B2B digital sales and customer success solutions, for aggregate consideration of approximately $142 million.
In December 2021, we acquired PK, a leading global CX design engineering company for aggregate consideration of approximately $1.6 billion to pursue our strategy of further investing in digital transformation capabilities.
The demand for our services can be affected by events outside of our control, including consolidation among our clients, changing marketplace trends, financial challenges faced by our clients, and fluctuations in the use of our clients’ products and services. CX solutions can also be provided in different geographies and through different service channels.
Our revenue depends, in large part, on the volumes, geographic locations, and types of CX services demanded. The demand for our services can be affected by events outside of our control, including consolidation among our clients, changing marketplace trends, financial challenges faced by our clients, and fluctuations in the use of our clients’ products and services.
Our business uses a wide variety of technologies to allow us to manage large volumes of data and perform services with staff located around the globe. We deploy leading edge digital transformation capabilities such as AI-based automation bots, omnichannel services and internally-developed and third-party software solutions to enhance customer and staff experience across various technology environments and platforms.
We deploy leading edge digital transformation capabilities such as AI-based automation bots, omnichannel services, and internally-developed and third-party software solutions to enhance customer and staff experience across various technology environments and platforms.
Our operations are based on a global delivery model with client services provided from delivery centers located throughout the Americas, Asia-Pacific, and EMEA, with a significant percentage of our workforce located in the Philippines, India, China, and Brazil.
Our operations are based on a global delivery model with client services provided from delivery centers in more than 70 countries, with a significant concentration of our workforce located in the Philippines, India, Brazil, Turkey, Colombia, Egypt, the United Kingdom, Morocco, and China.
Our recent and future acquisitions or investments, including our acquisitions of PK and ServiceSource, may not be successful, and if we fail to realize the anticipated benefits of these acquisitions or investments, our business and operating results could be harmed.
Our recent and future acquisitions or investments, including our combination with Webhelp, may not be successful, and if we fail to realize the anticipated benefits of these acquisitions or investments, our business and operating results could be harmed. We may have higher than anticipated tax liabilities, which could result in a material adverse effect on our business.
We depend on a variety of communications services and information technology systems and networks, and any failure or increase in the cost of these systems and networks could adversely impact our business and operating results. The services we provide to our clients depend on the persistent availability and uncompromised security of our communications, technology and information technology systems.
Any actions by countries in which we conduct business to reverse policies that encourage international trade or investment could also adversely affect our business. We depend on a variety of communications services and information technology systems and networks, and any failure or increase in the cost of these systems and networks could adversely impact our business and operating results.
We have pursued and intend to continue to pursue strategic acquisitions or investments in new markets and may encounter risks associated with these activities, which could harm our business and operating results.
Rising costs, our inability to manage rising costs, or our inability to adequately motivate our team or utilize our personnel resources efficiently could negatively impact our profitability or disrupt our operations. We have pursued and intend to continue to pursue strategic acquisitions or investments and may encounter risks associated with these activities, which could harm our business and operating results.
As a result, our ability to operate may be restricted and our ability to respond to business and market conditions may be limited, which could have an adverse effect on our business and operating results. Our level of indebtedness could have adverse consequences for our business or our financial condition.
As a result, our ability to operate may be restricted and our ability to respond to business and market conditions may be limited, which could have an adverse effect on our business and operating results. Risks Related to Ownership of Our Common Stock The share price and trading volume of our common stock may fluctuate significantly.
We may incur additional costs and certain redundant expenses in connection with our acquisitions and investments, which may have an adverse impact on our operating margins. Future acquisitions may result in dilutive issuances of equity securities, the incurrence of additional debt, large asset write-offs, a decrease in future profitability, or future losses.
Future acquisitions may result in dilutive issuances of equity securities, the incurrence of additional debt, large asset write-offs, a decrease in future profitability, or future losses.
General Risks Related to Ownership of Our Common Stock The share price and trading volume of our common stock may fluctuate significantly. Our common stock has been traded on Nasdaq under the symbol “CNXC” since December 1, 2020.
Our common stock has been traded on Nasdaq under the symbol “CNXC” since December 1, 2020.
In July 2022, we amended our accounts receivable securitization facility to increase the commitment of the lenders to provide available borrowings to up to $500 million. As of November 30, 2022, we had $2.2 billion of indebtedness prior to debt issuance costs, and we may further increase our indebtedness in the future.
As of November 30, 2023, we had approximately $5.00 billion of indebtedness prior to debt issuance costs, and we may further increase our indebtedness in the future.
Certain of our solutions may require lengthy and complex implementations that can be subject to changing client preferences and continuing changes in technology, which can increase costs or adversely affect our business. We may have higher than anticipated tax liabilities, which could result in a material adverse effect on our business.
Certain of our solutions may require lengthy and complex implementations that can be subject to changing client preferences and continuing changes in technology, which can increase costs or adversely affect our business. Economic downturns, geopolitical tensions, communicable diseases or any other public health crises, and natural disasters could adversely affect our business, results of operations, and financial condition.
If we cannot offer new technologies as quickly or efficiently as our competitors, or if our competitors develop more cost-effective or client-preferred technologies, it could have a material adverse effect on our ability to obtain and complete client engagements, which could adversely affect our business. 14 Table of Contents If we are unable to retain key personnel, hire and retain staff with the skills and expertise we need, or manage the costs and utilization rate of our staff, our profitability may be negatively impacted and our operations may be disrupted.
If we are unable to retain key personnel, hire, develop, and retain staff with the skills and expertise we need, or manage the costs and utilization rate of our staff, our profitability may be negatively impacted and our operations may be disrupted.
Our cash flows from operations may not be sufficient to service our outstanding debt or to repay our outstanding debt as it becomes due, and we may be unable to borrow money, sell assets or otherwise raise funds on acceptable terms, if at all, to service or refinance our debt.
A negative change in our credit ratings could make it more expensive to service our outstanding debt or to raise additional capital in the future. We may also be unable to borrow money, sell assets, or otherwise raise funds on acceptable terms, if at all, to service or refinance our debt.
We generally sign multi-year client contracts with pricing models that are based on prevailing labor costs in the jurisdictions where we perform services.
Potential labor organizing and works council negotiations in certain of the countries in which we do business could also contribute to rising costs or otherwise disrupt our business. 19 Table of Contents We generally sign multi-year client contracts with pricing models that are based on prevailing labor costs in the jurisdictions where we perform services.
We are subject to uncertainties and rapid variability in demand by our clients, and our client contracts include provisions such as termination for convenience, which could cause fluctuations in our revenue and adversely affect our operating results. Our revenue depends, in large part, on the volumes, geographic locations, and types of CX services demanded.
If we cannot offer new technologies as quickly or efficiently as our competitors, or if our competitors develop more cost-effective or client-preferred technologies, it could have a material adverse effect on our ability to obtain and complete client engagements, which could adversely affect our business. 16 Table of Contents We are subject to uncertainties and rapid variability in demand by our clients, and our client contracts include provisions such as termination for convenience, which could cause fluctuations in our revenue and adversely affect our operating results.
We are also subject to Delaware laws that could have similar effects. One of these laws prohibits us from engaging in a business combination with a significant stockholder unless specific conditions are met.
We are also subject to Delaware laws that could have similar effects.
To the extent that we incur additional indebtedness, the risks described above could increase. In addition, our actual cash requirements in the future may be greater than expected.
In addition, our actual cash requirements in the future may be greater than expected. Our cash flows from operations may not be sufficient to service our outstanding debt or to repay our outstanding debt as it becomes due or within the time frame that we expect.

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Item 2. Properties

Properties — owned and leased real estate

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Biggest changeITEM 2. PROPERTIES We lease our principal executive offices in Newark, California. As of November 30, 2022, we occupied approximately 300 facilities comprising service and delivery centers and administrative facilities covering approximately 17.1 million square feet, of which approximately 1.3 million square feet was owned and the remainder was leased.
Biggest changeAs of November 30, 2023, we occupied approximately 500 facilities, located in more than 70 countries across six continents, comprising service and delivery centers and administrative facilities covering approximately 23.2 million square feet, of which approximately 1.3 million square feet was owned and the remainder was leased. 27 Table of Contents
Added
ITEM 2. PROPERTIES We lease our principal executive offices in Newark, California.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeDividends During fiscal years 2022 and 2021, the Company has paid the following dividends per share approved by the Company’s board of directors: Announcement Date Record Date Per Share Dividend Amount Payment Date September 27, 2021 October 22, 2021 $0.25 November 2, 2021 January 18, 2022 January 28, 2022 $0.25 February 8, 2022 March 29, 2022 April 29, 2022 $0.25 May 10, 2022 June 27, 2022 July 29, 2022 $0.25 August 9, 2022 September 28, 2022 October 28, 2022 $0.275 November 8, 2022 Our board of directors expects that cash dividends will be paid on a quarterly basis in the future.
Biggest changeDividends During fiscal years 2023 and 2022, the Company paid the following dividends per share approved by the Company’s board of directors: Announcement Date Record Date Per Share Dividend Amount Payment Date January 18, 2022 January 28, 2022 $0.25 February 8, 2022 March 29, 2022 April 29, 2022 $0.25 May 10, 2022 June 27, 2022 July 29, 2022 $0.25 August 9, 2022 September 28, 2022 October 28, 2022 $0.275 November 8, 2022 January 19, 2023 January 30, 2023 $0.275 February 10, 2023 March 29, 2023 April 28, 2023 $0.275 May 9, 2023 June 28, 2023 July 28, 2023 $0.275 August 8, 2023 September 27, 2023 October 27, 2023 $0.3025 November 7, 2023 Our board of directors expects that cash dividends will be paid on a quarterly basis in the future.
(2) Includes shares repurchased as part of the Company’s share repurchase program initiated in September of 2021. 28 Table of Contents Stock Price Performance Graph The stock price performance graph below compares our cumulative total stockholder return for the period from December 1, 2020 through November 30, 2022 with the cumulative total return of the S&P Midcap 400 Index for the same period and a Peer Group comprised of our core CX solutions competitors that are publicly traded companies: Majorel Group Luxembourg S.A.
(2) Includes shares repurchased as part of the Company’s share repurchase program initiated in September of 2021. 30 Table of Contents Stock Price Performance Graph The stock price performance graph below compares our cumulative total stockholder return for the period from December 1, 2020 through November 30, 2023 with the cumulative total return of the S&P Midcap 400 Index for the same period and a Peer Group comprised of our core CX solutions competitors that are publicly traded companies: Majorel Group Luxembourg S.A.
December 1, 2020 November 30, 2021 November 30, 2022 Concentrix Corporation $ 100.00 $ 158.10 $ 116.55 S&P Midcap 400 $ 100.00 $ 123.43 $ 117.47 Peer Group $ 100.00 $ 121.30 $ 72.41 29 Table of Contents ITEM 6. [RESERVED]
December 1, 2020 November 30, 2021 November 30, 2022 November 30, 2023 Concentrix Corporation $ 100.00 $ 158.10 $ 116.55 $ 89.51 S&P Midcap 400 $ 100.00 $ 123.43 $ 117.47 $ 116.82 Peer Group $ 100.00 $ 121.30 $ 72.41 $ 35.76 31 Table of Contents ITEM 6. [RESERVED]
(from initial public offering in September 2021), TaskUs Inc. (from initial public offering in June 2021), TDCX Inc. (from initial public offering in October 2021), Teleperformance S.A., TELUS International (from initial public offering in February 2021), and TTEC Holdings, Inc., in each case assuming a $100 initial investment.
(from initial public offering in September 2021 through acquisition by Teleperformance on November 23, 2023), TaskUs Inc. (from initial public offering in June 2021), TDCX Inc. (from initial public offering in October 2021), Teleperformance S.A., TELUS International (from initial public offering in February 2021), and TTEC Holdings, Inc., in each case assuming a $100 initial investment.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Our common stock is listed on Nasdaq under the symbol “CNXC”. As of Janu ary 17, 2023, there were 52,069,609 shares of common stock outstanding held by approximately 2,460 stockholders of record.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Our common stock is listed on Nasdaq under the symbol “CNXC”. As of January 17, 2024, there were 66,331,695 shares of common stock outstanding held by approximately 3,016 stockholders of record.
Share Repurchases In September 2021, our board of directors authorized the Company to purchase up to $500 million of the Company’s outstanding shares of common stock from time to time as market and business conditions warrant, including through open market purchases or Rule 10b5-1 trading plans.
Share Repurchases In September 2021, our board of directors authorized the repurchase of up to $500 million of our common stock from time to time as market and business conditions warrant, including through open market purchases or Rule 10b5-1 trading plans. The repurchase program has no termination date and may be suspended or discontinued at any time.
The following table summarizes the Company’s purchases of common stock during the fourth quarter of the fiscal year ended November 30, 2022: Period Total number of shares purchased (1), (2) Average price paid per share Total number of shares purchased as part of publicly announced program (2) Maximum dollar amount that may yet be purchased under the program (in thousands) September 1, 2022 - September 30, 2022 105,843 $ 121.18 105,840 $ 355,208 October 1, 2022 - October 31, 2022 88,507 $ 119.61 10,080 $ 354,085 November 1, 2022 - November 30, 2022 44 $ 118.83 — $ 354,085 Total 194,394 $ 120.21 115,920 (1) Includes shares withheld upon the vesting of certain equity awards to satisfy tax withholding obligations.
At November 30, 2023, we had approximately $290.1 million remaining for share repurchases under the existing authorization from our board of directors. 29 Table of Contents The following table summarizes the Company’s purchases of common stock during the fourth quarter of the fiscal year ended November 30, 2023: Period Total number of shares purchased (1), (2) Average price paid per share Total number of shares purchased as part of publicly announced program (2) Maximum dollar amount that may yet be purchased under the program (in thousands) September 1, 2023 - September 30, 2023 95,673 $ 74.31 95,111 $ 305,082 October 1, 2023 - October 31, 2023 200,859 $ 79.67 100,976 $ 297,110 November 1, 2023 - November 30, 2023 82,890 $ 84.32 82,822 $ 290,127 Total 379,422 $ 79.33 278,909 (1) Includes shares withheld upon the vesting of certain equity awards to satisfy tax withholding obligations.
The repurchase program has no termination date and may be suspended or discontinued at any time. As of November 30, 2022, we had repurchased 980,434 shares under the share repurchase program for approximately $145.9 million in the aggregate. At November 30, 2022, we had approximately $354.1 million remaining for share repurchases under the existing authorization from our board of directors.
As of November 30, 2023, we had repurchased 1,689,872 shares under the share repurchase program for approximately $209.9 million in the aggregate.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

85 edited+43 added−30 removed44 unchanged
Biggest changeThese non-GAAP financial measures should not be considered in isolation or as a substitute for the comparable GAAP measures and should be used as a complement to, and in conjunction with, data presented in accordance with GAAP. 40 Table of Contents Fiscal Years Ended November 30, 2022 2021 ($ in thousands except per share amounts) Revenue $ 6,324,473 $ 5,587,015 Foreign currency translation 195,200 — Revenue in constant currency $ 6,519,673 $ 5,587,015 Effect of excluding revenue of acquired and divested businesses (512,942) (37,911) Revenue in adjusted constant currency $ 6,006,731 $ 5,549,104 Operating income $ 640,192 $ 572,397 Acquisition-related and integration expenses 33,763 825 Amortization of intangibles 162,673 136,939 Share-based compensation 47,516 36,762 Gain on divestitures and related transaction costs — (13,197) Non-GAAP operating income $ 884,144 $ 733,726 Net income $ 435,049 $ 405,577 Net income attributable to non-controlling interest 591 — Interest expense and finance charges, net 70,076 23,046 Provision for income taxes 169,363 150,119 Other expense (income), net (34,887) (6,345) Acquisition-related and integration expenses 33,763 825 Gain on divestitures and related transaction costs — (13,197) Amortization of intangibles 162,673 136,939 Share-based compensation 47,516 36,762 Depreciation 146,864 140,236 Adjusted EBITDA $ 1,031,008 $ 873,962 Operating margin 10.1 % 10.2 % Non-GAAP operating margin 14.0 % 13.1 % Adjusted EBITDA margin 16.3 % 15.6 % Net income $ 435,049 $ 405,577 Acquisition-related and integration expenses 33,763 825 Amortization of intangibles 162,673 136,939 Share-based compensation 47,516 36,762 Gain on divestitures and related transactions costs — (13,197) Income taxes related to the above (1) (61,959) (32,291) Non-GAAP net income $ 617,042 $ 534,615 41 Table of Contents Fiscal Years Ended November 30, 2022 2021 Diluted earnings per common share (“EPS”) $ 8.28 $ 7.70 Acquisition-related and integration expenses 0.64 0.02 Amortization of intangibles 3.10 2.60 Share-based compensation 0.90 0.70 Gain on divestitures and related transaction costs — (0.25) Income taxes related to the above (1) (1.17) (0.62) Non-GAAP Diluted EPS $ 11.75 $ 10.15 (1) The tax effect of taxable and deductible non-GAAP adjustments was calculated using the tax deductible portion of the expenses and applying the entity specific, statutory tax rates applicable to each item during the respective fiscal years.
Biggest changeThese non-GAAP financial measures should not be considered in isolation or as a substitute for the comparable GAAP measures and should be used as a complement to, and in conjunction with, data presented in accordance with GAAP. 41 Table of Contents Fiscal Years Ended November 30, 2023 2022 ($ in thousands except per share amounts) Revenue $ 7,114,706 $ 6,324,473 Foreign currency translation 56,041 — Revenue in constant currency $ 7,170,747 $ 6,324,473 Operating income $ 661,327 $ 640,192 Acquisition-related and integration expenses 71,336 33,763 Amortization of intangibles 214,832 162,673 Share-based compensation 62,493 47,516 Non-GAAP operating income $ 1,009,988 $ 884,144 Net income $ 313,842 $ 435,049 Net income attributable to non-controlling interest — 591 Interest expense and finance charges, net 201,004 70,076 Provision for income taxes 94,386 169,363 Other expense (income), net 52,095 (34,887) Acquisition-related and integration expenses 71,336 33,763 Amortization of intangibles 214,832 162,673 Share-based compensation 62,493 47,516 Depreciation 171,801 146,864 Adjusted EBITDA $ 1,181,789 $ 1,031,008 Operating margin 9.3 % 10.1 % Non-GAAP operating margin 14.2 % 14.0 % Adjusted EBITDA margin 16.6 % 16.3 % Net income $ 313,842 $ 435,049 Acquisition-related and integration expenses 71,336 33,763 Acquisition-related expenses included in interest expense and finance charges, net (1) 25,556 — Acquisition-related expenses included in other expense (income), net (1) 14,629 — Imputed interest related to Sellers' Note included in interest expense and finance charges, net 2,998 — Change in acquisition contingent consideration included in other expense (income), net 15,681 — Foreign currency losses (gains), net (3) 14,938 (38,871) Amortization of intangibles 214,832 162,673 Share-based compensation 62,493 47,516 Income taxes related to the above (2) (105,616) (52,091) Non-GAAP net income $ 630,689 $ 588,039 42 Table of Contents Fiscal Years Ended November 30, 2023 2022 Diluted earnings per common share (“EPS”) $ 5.70 $ 8.28 Acquisition-related and integration expenses 1.30 0.64 Acquisition-related expenses included in interest expense and finance charges, net (1) 0.46 — Acquisition-related expenses included in other expense (income), net (1) 0.27 — Imputed interest related to Sellers' Note included in interest expense and finance charges, net 0.05 — Change in acquisition contingent consideration included in other expense (income), net 0.28 — Foreign currency losses (gains), net (3) 0.27 (0.74) Amortization of intangibles 3.90 3.10 Share-based compensation 1.14 0.90 Income taxes related to the above (2) (1.92) (0.99) Non-GAAP Diluted EPS $ 11.45 $ 11.19 (1) Included in these amounts are a) expensed Bridge Facility financing fees and interest expense associated with our senior notes, net of interest earned on the invested senior notes proceeds in advance of the Webhelp Combination, and b) losses associated with non-designated call option contracts put in place to hedge foreign exchange movements in connection with the Webhelp Combination that are included within interest expense and finance charges, net and other expense (income), net, respectively, in the consolidated statement of operations.
As a result, our revenue and margins are typically higher in the fourth fiscal quarter of the year than in any other quarter.
As a result, our revenue and margins are typically higher in the fourth fiscal quarter of the year than in any other fiscal quarter.
Margins Our gross margins fluctuate and can be impacted by the mix of client contracts, services provided, shifts in the geography from which our CX services are delivered, client volume trends, and the amount of lead time that is required for programs to become fully scaled and transition and set-up costs.
Margins Our gross margins fluctuate and can be impacted by the mix of client contracts, services provided, shifts in the geography from which our CX services and technology are delivered, client volume trends, the amount of lead time that is required for programs to become fully scaled, and transition and set-up costs.
Fluctuations in the value of currencies, such as the Philippine peso, the Indian rupee, and the Canadian dollar, against the U.S. dollar or other currencies in which we bill our clients, and inflation in the local economies in which these delivery centers are located, can impact the operating and labor costs in these delivery centers, which can result in reduced profitability.
Fluctuations in the value of currencies, such as the Philippine peso, the Indian rupee, the euro, and the Canadian dollar, against the U.S. dollar or other currencies in which we bill our clients, and inflation in the local economies in which these delivery centers are located, can impact the operating and labor costs in these delivery centers, which can result in reduced profitability.
Financing Activities Net cash provided by financing activities in fiscal year 2022 was $1,237.5 million, consisting primarily of net proceeds of $1,400.0 million from the refinancing of the Prior Term Loan with the Term Loan under our Credit Facility and net proceeds of $251.5 million from borrowings under our Securitization Facility.
Net cash provided by financing activities in fiscal year 2022 was $1,237.5 million, consisting primarily of net proceeds of $1,400.0 million from the refinancing of the term loan under our Prior Credit Facility and net proceeds of $251.5 million from borrowings under our Securitization Facility.
Under the Securitization Facility, Concentrix and certain of its U.S. based subsidiaries (the “Originators”) sell or otherwise transfer all of their accounts receivable to a special purpose bankruptcy-remote subsidiary of Concentrix that grants a security interest in the receivables to the lenders in exchange for available borrowings of up to $500 million.
Under the Securitization Facility, Concentrix Corporation and certain of its U.S. based subsidiaries sell or otherwise transfer all of their accounts receivable to a special purpose bankruptcy-remote subsidiary of Concentrix Corporation that grants a security interest in the receivables to the lenders in exchange for available borrowings of up to $500 million.
In addition, the interest rate margins were amended, such that borrowings under the Securitization Facility that are funded through the issuance of commercial paper bear interest at the applicable commercial paper rate plus a spread of 0.70% and, otherwise, at a per annum rate equal to the applicable SOFR rate (which includes a SOFR related adjustment of 0.10%), plus a spread of 0.80%.
In addition, the interest rate margins were amended, such that borrowings under the Securitization Facility that are funded through the issuance of commercial paper bear interest at the applicable commercial paper rate plus a spread of 0.70% and, otherwise, at a per annum rate equal to the applicable SOFR rate (which includes a credit spread adjustment to the SOFR rate of 0.10%), plus a spread of 0.80%.
Revenue in our technology and consumer electronics vertical increased over the prior year as a result of increases in volumes from several social media and internet-related service clients, increases in volumes from a broad-based group of hardware and software clients and increases due to contributions from acquired operations.
Revenue in our technology and consumer electronics vertical increased over the prior year due to contributions from acquired operations, increases in volumes from several social media and internet-related service clients and increases in volumes from a broad-based group of hardware and software clients.
As part of our fiscal year 2022 assessment, we reconciled the fair value of our reporting unit to our market capitalization. The result of the analysis demonstrated that our reporting unit’s fair value substantially exceeded its carrying value. Based on our 2022 impairment assessment, we concluded that no impairment charges were necessary.
As part of our fiscal year 2023 assessment, we reconciled the fair value of our reporting unit to our market capitalization. The result of the analysis demonstrated that our reporting unit’s fair value substantially exceeded its carrying value. Based on our 2023 impairment assessment, we concluded that no impairment charges were necessary.
In September 2021, considering our strong free cash flow, low leverage and adequate liquidity to support capital return to stockholders while maintaining flexibility to pursue acquisitions, the Company’s board of directors authorized a share repurchase program.
In September 2021, considering our strong free cash flow, low leverage and adequate liquidity to support capital return to stockholders while maintaining flexibility to pursue acquisitions, our board of directors authorized a share repurchase program.
Intangible asset amortization is excluded from the related non-GAAP financial measure because the amortization, unlike the related revenue, is not affected by operations of any particular period unless an intangible asset becomes impaired or the estimated useful life of an intangible asset is revised. These non-GAAP financial measures also exclude share-based 39 Table of Contents compensation expense.
Intangible asset amortization is excluded from the related non-GAAP financial measure because the amortization, unlike the related revenue, is not affected by operations of any particular period unless an intangible asset becomes impaired or the estimated useful life of an intangible asset is revised. These non-GAAP financial measures also exclude share-based compensation expense.
Our estimates are 32 Table of Contents based on our historical experience and a variety of other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making our judgment about the carrying values of assets and liabilities that are not readily available from other sources.
Our estimates are based on our historical experience and a variety of other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making our judgment about the carrying values of assets and liabilities that are not readily available from other sources.
Borrowings under the Credit Facility bear interest, in the case of term or daily SOFR loans, at a per annum rate equal to the applicable SOFR rate (but not less than 0.0%), plus an adjustment of between 0.10% and 0.25% depending on the interest period of each SOFR loan, plus an applicable margin, which ranges from 1.25% to 2.00%, based on our consolidated leverage ratio.
Borrowings under the Prior Credit Facility bore interest, in the case of term or daily SOFR loans, at a per annum rate equal to the applicable SOFR rate (but not less than 0.0%), plus an adjustment of between 0.10% and 0.25% depending on the interest period of each SOFR loan, plus an applicable margin, which ranged from 1.25% to 2.00%, based on our consolidated leverage ratio.
The discussion comparing our results for the fiscal year ended November 30, 2021 to the fiscal year ended November 30, 2020 is included within Management’s Discussion and Analysis of Financial Condition and Results of Operations in our 2021 Annual Report on Form 10-K filed with the SEC on January 28, 2022, and is incorporated by reference herein.
The discussion comparing our results for the fiscal year ended November 30, 2022 to the fiscal year ended November 30, 2021 is included within Management’s Discussion and Analysis of Financial Condition and Results of Operations in our 2022 Annual Report on Form 10-K filed with the SEC on January 27, 2023, and is incorporated by reference herein.
Of our total cash and cash equivalents, 97% and 87% were held by our non-U.S. legal entities as of November 30, 2022 and 2021, respectively. The cash and cash equivalents held by our non-U.S. legal entities are no longer subject to U.S. federal tax on repatriation into the United States; repatriation of some non-U.S. balances is restricted by local laws.
Of our total cash and cash equivalents, 99% and 97% were held by our non-U.S. legal entities as of November 30, 2023 and 2022, respectively. The cash and cash equivalents held by our non-U.S. legal entities are no longer subject to U.S. federal tax on repatriation into the United States; repatriation of some non-U.S. balances is restricted by local laws.
We recorded no impairment charges related to other intangible assets during the fiscal years ended November 30, 2022 and 2021.
We recorded no impairment charges related to other intangible assets during the fiscal years ended November 30, 2023 and 2022.
Borrowings under the Credit Facility that are base rate loans bear interest at a per annum rate equal to (i) the greatest of (a) the Federal Funds Rate in effect on such day plus ½ of 1.00%, (b) the rate of interest last publicly announced by Bank of America as its “prime rate” and (c) the term SOFR rate plus 1.00%, plus (ii) an applicable margin, which ranges from 0.25% to 1.00%, based on our consolidated leverage ratio.
Borrowings under the Prior Credit Facility that were base rate loans bore interest at a per annum rate equal to (i) the greatest of (a) the Federal Funds Rate in effect on such day plus ½ of 1.00%, (b) the rate of interest last publicly announced by Bank of America as its “prime rate” and (c) the term SOFR rate plus 1.00%, plus (ii) an applicable margin, which ranged from 0.25% to 1.00%, based on our consolidated leverage ratio.
Unless otherwise indicated or except where the context otherwise requires, references to “we,” “our,” “us,” “the Company” or “Concentrix” in this Management’s Discussion and Analysis of Financial Condition and Results of Operations refer to Concentrix Corporation and its subsidiaries.
Unless otherwise indicated or except where the context otherwise requires, references to “we,” “our,” “us,” “the Company,” or “Concentrix,” in this Management’s Discussion and Analysis of Financial Condition and Results of Operations refer to Concentrix Corporation and its subsidiaries.
The following discussion compares our results for the fiscal year ended November 30, 2022 to the fiscal year ended November 30, 2021.
The following discussion compares our results for the fiscal year ended November 30, 2023 to the fiscal year ended November 30, 2022.
(b) Includes projected contributions to achieve minimum funding objectives for our cash balance pension plan. As of November 30, 2022, we have established a reserve of $78.5 million for unrecognized tax benefits. As we are unable to reasonably predict the timing of settlement related to these unrecognized tax benefits, the table above excludes such liabilities.
(b) Includes projected contributions to achieve minimum funding objectives for our cash balance pension plan. As of November 30, 2023, we have established a reserve of $87.9 million for unrecognized tax benefits. As we are unable to reasonably predict the timing of settlement related to these unrecognized tax benefits, the table above excludes such liabilities.
Approximately 95% of our revenue is recognized as services are performed, based on staffing hours or the number of client customer 31 Table of Contents transactions handled using contractual rates. Remaining revenue from the sale of these solutions are typically recognized as the services are provided over the duration of the contract using contractual rates.
Approximately 97% of our revenue is recognized as services are performed, based on staffing hours or the number of client customer transactions handled using contractual rates. Remaining revenue from the sale of these solutions are typically recognized as the services are provided over the duration of the contract using contractual rates.
As a result, our revenue growth, costs and profitability have been impacted, and we expect will continue to be impacted, by fluctuations in foreign currency exchange rates and inflation.
As a result, our revenue growth, costs and profitability 33 Table of Contents have been impacted, and we expect will continue to be impacted, by fluctuations in foreign currency exchange rates and inflation.
Historically, we have fully utilized and reinvested all non-U.S. cash to fund our international operations and expansion; however, the Company has recorded deferred tax liabilities related to non-U.S. withholding taxes on the earnings of certain previously acquired non-U.S. entities that are likely to be repatriated in the future.
Historically, we have fully utilized and reinvested all non-U.S. cash to fund our international operations and expansions; however, we have recorded deferred tax liabilities related to non-U.S. withholding taxes on the earnings of certain previously acquired non-U.S. entities that are likely to be repatriated in 48 Table of Contents the future.
Revenue on unit-price transactions is recognized over time using an objective measure of output such as staffing hours or the number of transactions processed by service advisors. Certain contracts may be based on a fixed price.
Service contracts are most significantly based on a fixed unit-price per transaction or other objective measure of output. Revenue on unit-price transactions is recognized over time using an objective measure of output such as staffing hours or the number of transactions processed by service advisors. Certain contracts may be based on a fixed price.
Revenue in our retail, travel and ecommerce vertical increased over the prior year primarily due to contributions 35 Table of Contents from acquired operations and increased volumes from a majority of our retail and ecommerce and travel and tourism clients. Revenue in our communications and media vertical increased over the prior year primarily due to contributions from acquired operations.
Revenue in our retail, travel and ecommerce vertical increased over the prior year primarily due to contributions from acquired operations and increased volumes from a majority of our retail and ecommerce and travel and tourism clients.
Our cost of revenue increased by 12.4% in fiscal y ear 2022 , compared to fiscal year 2021 , primarily due to the increase in our revenue and personnel costs related to staff supporting our acquired operations. These increases were partially offset by a $193.5 million, or 5.3%, reduction in the cost of revenue due to foreign currency translation.
Our cost of revenue increased by 11.5% in fiscal y ear 2023 , compared to fiscal year 2022 , primarily due to the increase in our revenue and personnel costs related to staff supporting our acquired operations. These increases were partially offset by a $143.0 million, or 3.5%, reduction in the cost of revenue due to foreign currency translation.
Our operating margin fluctuates based on changes in gross margins as well as overall volume levels, as we are able to gain scale efficiencies in our selling, general and administrative costs in periods of larger volume.
Our operating margin fluctuates based on changes in gross margins as well as overall volume levels, as we are generally able to gain scale efficiencies in our selling, general and administrative costs as our volumes increase.
The unfavorable foreign currency translation effect on revenue was primarily due to the weakening of the euro, Japanese yen, British pound, and Australian dollar against the U.S. dollar.
The unfavorable foreign currency translation effect on revenue was primarily due to the weakening of the Argentine peso, Japanese yen and Australian dollar against the U.S. dollar.
During fiscal years 2022 and 2021, the Company has paid the following dividends per share approved by the Company’s board of directors: Announcement Date Record Date Per Share Dividend Amount Payment Date September 27, 2021 October 22, 2021 $0.25 November 2, 2021 January 18, 2022 January 28, 2022 $0.25 February 8, 2022 March 29, 2022 April 29, 2022 $0.25 May 10, 2022 June 27, 2022 July 29, 2022 $0.25 August 9, 2022 September 8, 2022 October 28, 2022 $0.275 November 8, 2022 On January 19, 2023, the Company announced a cash dividend of $0.275 per share to stockholders of record as of January 30, 2023, payable on February 10, 2023.
During fiscal years 2023 and 2022, we paid the following dividends per share approved by our board of directors: Announcement Date Record Date Per Share Dividend Amount Payment Date January 18, 2022 January 28, 2022 $0.25 February 8, 2022 March 29, 2022 April 29, 2022 $0.25 May 10, 2022 June 27, 2022 July 29, 2022 $0.25 August 9, 2022 September 28, 2022 October 28, 2022 $0.275 November 8, 2022 January 19, 2023 January 30, 2023 $0.275 February 10, 2023 March 29, 2023 April 28, 2023 $0.275 May 9, 2023 June 28, 2023 July 28, 2023 $0.275 August 8, 2023 September 27, 2023 October 27, 2023 $0.3025 November 7, 2023 On January 24, 2024, the Company announced a cash dividend of $0.3025 per share to stockholders of record as of February 5, 2024, payable on February 15, 2024.
The foreign currency impacts on our cost of revenue were caused primarily by the weakening of the euro, Philippine peso, Japanese yen and Indian rupee against the U.S. dollar.
The foreign currency impacts on our cost of revenue were caused primarily by the weakening of the Philippine peso, Egyptian pound, Indian rupee and Argentine peso against the U.S. dollar.
These increases were partially offset by a $53.4 million reduction in selling, general and administrative expenses due to foreign currency translation. As a percentage of revenue, selling, general and administrative expenses increased from 25.0% for fiscal year 2021 to 25.6% for fiscal year 2022 due to the net effect of the changes described.
These increases were partially offset by a $34.5 million reduction in selling, general and administrative expenses due to foreign currency translation. As a percentage of revenue, selling, general and administrative expenses increased from 25.6% for fiscal year 2022 to 26.9% for fiscal year 2023 due to the net effect of the changes described above.
Revenue in our healthcare vertical increased over the prior year due to contributions from acquired operations and increased volumes from a majority of our health insurance clients. Revenue in our other vertical increased over the prior year primarily due to contributions from acquired operations partially offset by a decrease in revenue from government clients.
Revenue in our healthcare vertical increased over the prior year due to increased volumes from a majority of our health insurance clients and contributions from acquired operations.
In addition, the Credit Facility contains financial covenants that require us to maintain at the end of each fiscal quarter, (i) a consolidated leverage ratio (as defined in the Credit Facility) not to exceed 3.75 to 1.0 and (ii) a consolidated interest coverage ratio (as defined in the Credit Facility) equal to or greater than 3.00 to 1.0.
In addition, the Restated Credit Facility contains financial covenants that require us to maintain at the end of each fiscal quarter, (i) a consolidated leverage ratio (as defined in the Restated Credit Facility) not to exceed 3.75 to 1.0 (or for certain periods following certain qualified acquisitions, including the Webhelp Combination, 4.25 to 1.0) and (ii) a consolidated interest coverage ratio (as defined in the Restated Credit Facility) equal to or greater than 3.00 to 1.0.
Operating Income Fiscal Years Ended November 30, Percent Change 2022 2021 2022 to 2021 ($ in thousands) Operating income $ 640,192 $ 572,397 11.8 % Operating margin 10.1 % 10.2 % Our operating income increased during fiscal year 2022, compared to fiscal year 2021, primarily due to the increase in gross profit partially offset by the increase in selling, general and administrative expenses.
Operating Income Fiscal Years Ended November 30, Percent Change 2023 2022 2023 to 2022 ($ in thousands) Operating income $ 661,327 $ 640,192 3.3 % Operating margin 9.3 % 10.1 % Our operating income increased during fiscal year 2023, compared to fiscal year 2022, primarily due to the increase in gross profit partially offset by the increase in selling, general and administrative expenses.
The Credit Facility also contains various customary events of default, including payment defaults, defaults under certain other indebtedness, and a change of control of Concentrix.
The Restated Credit Facility also contains various customary events of default, including payment defaults, defaults under certain other indebtedness, and a change of control of Concentrix Corporation. None of our subsidiaries guarantees the obligations under the Restated Credit Facility.
We recorded no impairment charges related to goodwill during the fiscal years ended November 30, 2022 and 2021. Other Intangible Assets As of November 30, 2022, we had other intangible assets, net of amortization, of $985.6 million. This amount consists primarily of $919.9 million in client relationship intangible assets.
We recorded no impairment charges related to goodwill during the fiscal years ended November 30, 2023 and 2022. 35 Table of Contents Other Intangible Assets As of November 30, 2023, we had other intangible assets, net of amortization, of $2,805.0 million. This amount consists primarily of $2,659.0 million in client relationship intangible assets.
We currently expect our 2023 capital expenditures to be approximately $140 million to $160 million, which includes investments to support our growth and maintenance capital expenditures. 47 Table of Contents
We currently expect our 2024 capital expenditures to be approximately $225 million to $255 million, which includes investments to support our growth and maintenance capital expenditures. 49 Table of Contents
The increase in revenue from acquired operations combined with higher volumes across most verticals caused the majority of the increase in our revenue compared to the prior year. These increases were partially offset by a decrease in revenue related to divested businesses of $37.9 million, or 0.7%, and an unfavorable translation effect of foreign currencies of $195.2 million, or 3.5%.
The increase in revenue from Webhelp acquired operations combined with higher volumes across most verticals caused the increase in our revenue compared to the prior year. These increases were partially offset by an unfavorable translation effect of foreign currencies of $56.0 million, or 0.9%.
Free Cash Flow (a non-GAAP measure) Fiscal Years Ended November 30, 2022 2021 ($ in thousands) Net cash provided by operating activities $ 600,720 $ 514,178 Purchases of property and equipment (140,018) (149,079) Free cash flow (a non-GAAP measure) $ 460,702 $ 365,099 Our free cash flow was $460.7 million in fiscal year 2022, compared to $365.1 million in fiscal year 2021.
Free Cash Flow (a non-GAAP measure) Fiscal Years Ended November 30, 2023 2022 ($ in thousands) Net cash provided by operating activities $ 678,008 $ 600,720 Purchases of property and equipment (180,532) (140,018) Free cash flow (a non-GAAP measure) $ 497,476 $ 460,702 Our free cash flow was $497.5 million in fiscal year 2023, compared to $460.7 million in fiscal year 2022.
Under the share repurchase program, the board of directors authorized the Company to purchase up to $500 million of our common stock from time to time as market and business conditions warrant, including through open market purchases or Rule 10b5-1 trading plans. The repurchase program has no termination date and may be suspended or discontinued at any time.
Under the share repurchase program, the board of directors authorized the repurchase of up to 43 Table of Contents $500 million of our common stock from time to time as market and business conditions warrant, including through open market purchases or Rule 10b5-1 trading plans.
As of November 30, 2022, we were in compliance with the debt covenants related to our debt arrangements. Cash Flows – Fiscal Years Ended November 30, 2022 and 2021 The following summarizes our cash flows for the fiscal years ended November 30, 2022 and 2021, as reported in our consolidated statement of cash flows in the accompanying consolidated financial statements.
Cash Flows – Fiscal Years Ended November 30, 2023 and 2022 The following summarizes our cash flows for the fiscal years ended November 30, 2023 and 2022, as reported in our consolidated statement of cash flows in the accompanying consolidated financial statements.
Fiscal Years Ended November 30, 2022 2021 ($ in thousands) Net cash provided by operating activities $ 600,720 $ 514,178 Net cash used in investing activities (1,839,279) (78,650) Net cash provided by (used in) financing activities 1,237,534 (401,871) Effect of exchange rate changes on cash, cash equivalents and restricted cash (24,522) (6,998) Net increase (decrease) in cash, cash equivalents and restricted cash $ (25,547) $ 26,659 Cash, cash equivalents and restricted cash at beginning of year 183,010 156,351 Cash, cash equivalents and restricted cash at end of year $ 157,463 $ 183,010 Operating Activities Net cash provided by operating activities was $600.7 million for fiscal year 2022 in comparison to $514.2 million for fiscal year 2021.
Fiscal Years Ended November 30, 2023 2022 ($ in thousands) Net cash provided by operating activities $ 678,008 $ 600,720 Net cash used in investing activities (2,109,240) (1,839,279) Net cash provided by financing activities 1,802,676 1,237,534 Effect of exchange rate changes on cash, cash equivalents and restricted cash (12,420) (24,522) Net increase (decrease) in cash, cash equivalents and restricted cash $ 359,024 $ (25,547) Cash, cash equivalents and restricted cash at beginning of year 157,463 183,010 Cash, cash equivalents and restricted cash at end of year $ 516,487 $ 157,463 Operating Activities Net cash provided by operating activities was $678.0 million for fiscal year 2023 in comparison to $600.7 million for fiscal year 2022.
Accordingly, we could be subject to pricing and labor cost pressures and may experience a decrease in revenue and operating income. Our business operates in over 40 countries across 6 continents. We have significant concentrations in the Philippines, India, the United States, the United Kingdom, Canada, throughout Europe, China and Japan.
Accordingly, we could be subject to pricing and labor cost pressures and may experience a decrease in revenue and operating income. Our business operates globally in over 70 countries across six continents. We have significant concentrations in the Philippines, India, Brazil, the United States, Turkey, Colombia, Egypt, the United Kingdom, Morocco, China, and elsewhere throughout EMEA, Latin America, and Asia-Pacific.
Obligations under the Credit Facility are secured by substantially all of the assets of Concentrix Corporation and certain of its U.S. subsidiaries and are guaranteed by certain of its U.S. subsidiaries.
Prior to entering into the Amendment Agreement, obligations under the Prior Credit Facility were secured by substantially all of the assets of Concentrix Corporation and certain of our U.S. subsidiaries and were guaranteed by certain of our U.S. subsidiaries.
Cost of Revenue, Gross Profit and Gross Margin Percentage Fiscal Years Ended November 30, Percent Change 2022 2021 2022 to 2021 ($ in thousands) Cost of revenue $ 4,067,210 $ 3,617,527 12.4 % Gross profit $ 2,257,263 $ 1,969,488 14.6 % Gross margin % 35.7 % 35.3 % Cost of revenue consists primarily of personnel costs.
Cost of Revenue, Gross Profit and Gross Margin Percentage Fiscal Years Ended November 30, Percent Change 2023 2022 2023 to 2022 ($ in thousands) Cost of revenue $ 4,536,771 $ 4,067,210 11.5 % Gross profit $ 2,577,935 $ 2,257,263 14.2 % Gross margin % 36.2 % 35.7 % Cost of revenue consists primarily of personnel costs.
Capital Resources As of November 30, 2022, we had total liquidity of $1,288.9 million, which includes undrawn Revolver capacity of $1,000 million under our Credit Facility, undrawn capacity of $143.5 million under our Securitization Facility, and cash and cash equivalents. Our cash and cash equivalents totaled $145.4 million and $182.0 million as of November 30, 2022 and 2021, respectively.
Capital Resources As of November 30, 2023, we had total liquidity of $1,709.3 million, which includes undrawn capacity on our revolving credit facility of $1,042.5 million, undrawn capacity of $371.5 million under our Securitization Facility, and cash and cash equivalents. Our cash and cash equivalents totaled $295.3 million and $145.4 million as of November 30, 2023 and 2022, respectively.
In fiscal years 2022 and 2021, approximately 78% and 84%, respectively, of our consolidated revenue was generated from our non-U.S. operations, and approximately 68% and 62%, respectively, of our consolidated revenue was priced in U.S. dollars and we expect this to continue.
In fiscal years 2023 and 2022, approximately 82% and 78%, respectively, of our consolidated revenue was generated from our non-U.S. operations, and approximately 64% and 68%, respectively, of our consolidated revenue was priced in U.S. dollars. We expect that a majority of our revenue will continue to be generated from our non-U.S. operations while being priced in U.S. dollars.
For example, free cash flow does not incorporate payments for business acquisitions. • Non-GAAP diluted earnings per common share (“EPS”), which is diluted EPS excluding the per share, tax effected impact of acquisition-related and integration expenses, including related restructuring costs, amortization of intangible assets, share-based compensation and gain on divestitures and related transaction costs.
For example, free cash flow does not incorporate payments for business acquisitions. • Non-GAAP diluted earnings per common share (“EPS”), which is diluted EPS excluding the per share, tax effected impact of acquisition-related and integration expenses, including related restructuring costs, amortization of intangible assets, share-based compensation, imputed interest related to the Sellers' Note, 40 Table of Contents change in the fair value of acquisition contingent consideration and foreign currency losses (gains), net.
High staff turnover rates may increase costs and decrease operating efficiencies and productivity. PK Acquisition On December 27, 2021, we completed our acquisition of PK, a leading CX design engineering company with more than 5,000 staff in four countries, for total consideration of $1,573.3 million, net of cash and restricted cash acquired.
PK Acquisition On December 27, 2021, we completed our acquisition of PK, a leading CX design engineering company with more than 5,000 staff in four countries, for total consideration of $1,573.3 million, net of cash and restricted cash acquired. PK creates pioneering experiences that accelerate digital outcomes for their clients’ customers, partners and staff.
We expect that such expansion would require an initial investment in working capital, personnel, facilities, and operations. These investments or acquisitions would likely be funded primarily by our existing cash and cash equivalents, available liquidity, including capacity on our debt arrangements, or the issuance of securities.
These investments or acquisitions would likely be funded primarily by our existing cash and cash equivalents, available liquidity, including capacity on our debt arrangements, or the issuance of securities.
Liquidity and Capital Resources Our primary uses of cash are working capital, capital expenditures to expand our delivery footprint and enhance our technology solutions, debt repayments and acquisitions, including our fiscal year 2022 acquisitions of PK and ServiceSource. Our financing needs for these uses of cash have been a combination of operating cash flows and third-party debt arrangements.
Liquidity and Capital Resources Our primary uses of cash are working capital, capital expenditures to expand our delivery footprint and enhance our technology solutions, debt repayments and acquisitions, including our combination with Webhelp in September 2023 and our acquisitions of PK and ServiceSource in fiscal year 2022.
Our gross profit increased by 14.6% in fiscal year 2022, compared to fiscal year 2021, primarily due to the increase in revenue and contributions from acquired operations, partially offset by a $1.7 million reduction in gross profit due to net unfavorable foreign currency translation.
Our gross profit increased by 14.2% in fiscal year 2023, compared to fiscal year 2022, primarily due to the increase in revenue and contributions from acquired operations and a net favorable foreign currency impact of $87.0 million.
The increase in free cash flow in fiscal year 2022 over the prior year primarily reflects increased net cash provided by operating activities as a result of the increase in net income and a decrease in capital expenditures.
The increase in free cash flow in fiscal year 2023 over the prior year primarily reflects increased net cash provided by operating activities partially offset by an increase in capital expenditures.
The increases were offset primarily by payments of $225.0 million made on the Term Loan, repurchases of our common stock of $133.3 million, including repurchases under our share repurchase program and shares withheld upon the vesting of share-based awards to satisfy tax withholding obligations, and dividends paid of $53.4 million. 45 Table of Contents Net cash used in financing activities in fiscal year 2021 was $401.9 million, consisting primarily of principal payments of $200.0 million on borrowings under our Credit Facility, net payments of $145.0 million on borrowings under our Securitization Facility, repurchases of our common stock of $57.5 million, including repurchases under our share repurchase program and shares withheld upon the vesting of share-based awards to satisfy tax withholding obligations, and dividends paid of $13.1 million.
The increases were offset primarily by payments of $225.0 million made on the term loan borrowings, repurchases of our common stock of $133.3 million, including repurchases under our share repurchase program and shares withheld upon the vesting of share-based awards to satisfy tax withholding obligations, and dividends paid of $53.4 million.
The board of directors expects that future cash dividends will be paid on a quarterly basis.
We expect that future cash dividends will be paid on a quarterly basis.
Borrowing availability under the Securitization Facility may be limited by our accounts receivable balances, changes in the credit ratings of our clients comprising the receivables, client concentration levels in the receivables, and certain characteristics of the accounts receivable being transferred (including factors tracking performance of the accounts receivable over time). 44 Table of Contents The Securitization Facility contains various affirmative and negative covenants, including a consolidated leverage ratio covenant that is consistent with the Credit Facility and customary events of default, including payment defaults, defaults under certain other indebtedness, a change in control of Concentrix, and certain events negatively affecting the overall credit quality of the transferred accounts receivable.
The Securitization Facility contains various affirmative and negative covenants, including a consolidated leverage ratio covenant that is consistent with the Restated Credit Facility and customary events of default, including payment defaults, defaults under certain other indebtedness, a change in control of Concentrix Corporation, and certain events negatively affecting the overall credit quality of the transferred accounts receivable.
The increase in net cash provided by operating activities over the prior year was primarily related to the increase in net income and changes in working capital and operating assets and liabilities. Investing Activities Net cash used in investing activities for fiscal year 2022 was $1,839.3 million in comparison to $78.7 million in fiscal year 2021.
The increase in net cash provided by operating activities over the prior year was primarily related to favorable changes in operating assets and liabilities partially offset by a decrease in net income. Investing Activities Net cash used in investing activities for fiscal year 2023 was $2,109.2 million.
Recently Issued Accounting Pronouncements For a summary of recent accounting pronouncements and the anticipated effects on our consolidated financial statements, see Note 2—Summary of Significant Accounting Policies to the consolidated financial statements included elsewhere in this Annual Report on Form 10-K. 34 Table of Contents Results of Operations – Fiscal Years Ended November 30, 2022 and 2021 Fiscal Years Ended November 30, 2022 2021 (in thousands) Revenue $ 6,324,473 $ 5,587,015 Cost of revenue 4,067,210 3,617,527 Gross profit 2,257,263 1,969,488 Selling, general and administrative expenses 1,617,071 1,397,091 Operating income 640,192 572,397 Interest expense and finance charges, net 70,076 23,046 Other expense (income), net (34,887) (6,345) Income before income taxes 605,003 555,696 Provision for income taxes 169,363 150,119 Net income before non-controlling interest 435,640 405,577 Less: Net income attributable to non-controlling interest 591 — Net income attributable to Concentrix Corporation $ 435,049 $ 405,577 Revenue Fiscal Years Ended November 30, Percent Change 2022 2021 2022 to 2021 (in thousands) Industry vertical: Technology and consumer electronics $ 1,980,666 $ 1,759,203 12.6 % Retail, travel and ecommerce 1,184,086 985,550 20.1 % Communications and media 1,076,289 1,005,283 7.1 % Banking, financial services and insurance 967,810 862,033 12.3 % Healthcare 608,169 489,855 24.2 % Other 507,453 485,091 4.6 % Total $ 6,324,473 $ 5,587,015 13.2 % We generate revenue by delivering our CX solutions and technology to our clients categorized in the above primary industry verticals.
Results of Operations – Fiscal Years Ended November 30, 2023 and 2022 Fiscal Years Ended November 30, 2023 2022 (in thousands) Revenue $ 7,114,706 $ 6,324,473 Cost of revenue 4,536,771 4,067,210 Gross profit 2,577,935 2,257,263 Selling, general and administrative expenses 1,916,608 1,617,071 Operating income 661,327 640,192 Interest expense and finance charges, net 201,004 70,076 Other expense (income), net 52,095 (34,887) Income before income taxes 408,228 605,003 Provision for income taxes 94,386 169,363 Net income before non-controlling interest 313,842 435,640 Less: Net income attributable to non-controlling interest — 591 Net income attributable to Concentrix Corporation $ 313,842 $ 435,049 Revenue Fiscal Years Ended November 30, Percent Change 2023 2022 2023 to 2022 (in thousands) Industry vertical: Technology and consumer electronics $ 2,205,834 $ 1,980,666 11.4 % Retail, travel and ecommerce 1,448,666 1,184,086 22.3 % Communications and media 1,117,694 1,076,289 3.8 % Banking, financial services and insurance 1,091,853 967,810 12.8 % Healthcare 696,266 608,169 14.5 % Other 554,393 507,453 9.3 % Total $ 7,114,706 $ 6,324,473 12.5 % 36 Table of Contents We generate revenue by delivering our CX solutions and technology to our clients categorized in the above primary industry verticals.
The increase in borrowings primarily resulted from borrowings incurred for the acquisitions of PK and ServiceSource in fiscal year 2022. 37 Table of Contents Other Expense (Income), Net Fiscal Years Ended November 30, Percent Change 2022 2021 2022 to 2021 ($ in thousands) Other expense (income), net $ (34,887) $ (6,345) 449.8 % Percentage of revenue (0.6) % (0.1) % Amounts recorded as other expense (income), net include foreign currency transaction gains and losses other than cash flow hedges, investment gains and losses, the non-service component of pension costs, and other non-operating gains and losses.
Other Expense (Income), Net Fiscal Years Ended November 30, Percent Change 2023 2022 2023 to 2022 ($ in thousands) Other expense (income), net $ 52,095 $ (34,887) (249.3) % Percentage of revenue 0.7 % (0.6) % Amounts recorded as other expense (income), net include foreign currency transaction gains and losses other than cash flow hedges, investment gains and losses, the non-service component of pension costs, other non-operating gains and losses, and changes in the fair value of acquisition contingent consideration related to the Webhelp Combination.
Critical estimates in valuing intangible assets include, but are not limited to, expected future cash flows, which includes consideration of future growth rates and margins, attrition rates, and discount rates. Fair value estimates are based on the assumptions we believe a market participant would use in pricing the asset or liability.
When determining the fair values of assets acquired and liabilities assumed, we make significant estimates and assumptions, especially with respect to intangible assets. Critical estimates in valuing intangible assets include, but are not limited to, expected future cash flows, which includes consideration of future growth rates and margins, attrition rates and discount rates.
Selling, General and Administrative Expenses Fiscal Years Ended November 30, Percent Change 2022 2021 2022 to 2021 ($ in thousands) Selling, general and administrative expenses $ 1,617,071 $ 1,397,091 15.7 % Percentage of revenue 25.6 % 25.0 % Our selling, general and administrative expenses consist primarily of support personnel costs such as salaries, commissions, bonuses, employee benefits and share-based compensation costs.
Our gross margin percentage increased from 35.7% in fiscal year 2022 to 36.2% in fiscal year 2023 and was affected by the mix of geographies where our services were delivered. 37 Table of Contents Selling, General and Administrative Expenses Fiscal Years Ended November 30, Percent Change 2023 2022 2023 to 2022 ($ in thousands) Selling, general and administrative expenses $ 1,916,608 $ 1,617,071 18.5 % Percentage of revenue 26.9 % 25.6 % Our selling, general and administrative expenses consist primarily of support personnel costs such as salaries, commissions, bonuses, employee benefits and share-based compensation costs.
Revenue in adjusted constant currency presents organic constant currency revenue growth for the business, without the impact of acquisitions and divestitures, thereby facilitating period-to-period comparisons of our business performance. • Non-GAAP operating income, which is operating income, adjusted to exclude acquisition-related and integration expenses, including related restructuring costs, amortization of intangible assets, share-based compensation and gain on divestitures and related transaction costs. • Non-GAAP operating margin, which is non-GAAP operating income, as defined above, divided by revenue. • Adjusted earnings before interest, taxes, depreciation, and amortization, or adjusted EBITDA, which is non-GAAP operating income, as defined above, plus depreciation. • Adjusted EBITDA margin, which is adjusted EBITDA, as defined above, divided by revenue. • Non-GAAP net income, which is net income excluding the tax effected impact of acquisition-related and integration expenses, including related restructuring costs, amortization of intangible assets, share-based compensation and gain on divestitures and related transaction costs. • Free cash flow, which is cash flows from operating activities less capital expenditures.
Generally, when the U.S. dollar either strengthens or weakens against other currencies, revenue growth at constant currency rates or adjusting for currency will be higher or lower than revenue growth reported at actual exchange rates. • Non-GAAP operating income, which is operating income, adjusted to exclude acquisition-related and integration expenses, including related restructuring costs, amortization of intangible assets and share-based compensation. • Non-GAAP operating margin, which is non-GAAP operating income, as defined above, divided by revenue. • Adjusted earnings before interest, taxes, depreciation, and amortization, or adjusted EBITDA, which is non-GAAP operating income, as defined above, plus depreciation. • Adjusted EBITDA margin, which is adjusted EBITDA, as defined above, divided by revenue. • Non-GAAP net income, which is net income excluding the tax effected impact of acquisition-related and integration expenses, including related restructuring costs, amortization of intangible assets, share-based compensation, imputed interest related to the sellers’ note, change in the fair value of acquisition contingent consideration and foreign currency losses (gains), net. • Free cash flow, which is cash flows from operating activities less capital expenditures.
ServiceSource is a global outsourced go-to- 30 Table of Contents market services provider, delivering business-to-business (“B2B”) digital sales and customer success solutions that complemented our existing offerings in this area.
ServiceSource Acquisition On July 20, 2022, we completed our acquisition of ServiceSource International, Inc. (“ServiceSource”) for total consideration of $141.5 million, net of cash and restricted cash acquired. ServiceSource is a global outsourced go-to-market services provider, delivering business-to-business (“B2B”) digital sales and customer success solutions that complemented our existing offerings in this area.
Our solutions focus on customer engagement, process optimization, and back-office automation. Our revenue increased 13.2% in fiscal year 2022, including revenue from acquired operations of $512.9 million, or an increase of 9.2%, compared to fiscal year 2021.
Our solutions focus on end-to-end capabilities, including CX process optimization, technology innovation, front and back office automation, analytics and business transformation services. Our revenue increased 12.5% in fiscal year 2023, including revenue from Webhelp acquired operations of $574.4 million, or an increase of 9.1%, compared to fiscal year 2022.
We generally invoice a client after the performance of services, or in accordance with the specific contractual provisions. Payments are due as per contract terms and do not contain a significant financing component.
We generally invoice a client after the performance of services, or in accordance with the specific contractual provisions.
We also believe that our longer-term working capital, planned capital expenditures and other general corporate funding requirements will be satisfied through cash flows from operations and, to the extent necessary, from our borrowing facilities and future financial market activities. 46 Table of Contents Material Cash Requirements, including Contractual Obligations to Third Parties The following table summarizes our material cash requirements from known contractual or other obligations as of November 30, 2022 that are not disclosed elsewhere in this Annual Report on Form 10-K: Payments Due by Period Total Less than 1 Year 1 - 3 Years 3 - 5 Years >5 Years (in thousands) Certain Contractual Obligations: Interest on financing agreements (a) $ 446,417 $ 123,733 $ 218,693 $ 103,991 $ — Defined benefit plan funding (b) 77,198 — 9,811 13,237 54,150 (a) Cash obligations for required interest payments on our variable-rate debt obligations at the current rates as of November 30, 2022.
Material Cash Requirements, including Contractual Obligations to Third Parties The following table summarizes our material cash requirements from known contractual or other obligations as of November 30, 2023 that are not disclosed elsewhere in this Annual Report on Form 10-K: Payments Due by Period Total Less than 1 Year 1 - 3 Years 3 - 5 Years >5 Years (in thousands) Certain Contractual Obligations: Interest on financing agreements (a) $ 1,186,887 $ 295,864 $ 530,385 $ 184,821 $ 175,817 Defined benefit plan funding (b) 77,942 — 7,132 13,049 57,761 (a) Cash obligations for required interest payments on our variable-rate debt obligations at the current rates as of November 30, 2023.
Selling, general and administrative expenses also include the cost of our global delivery facilities, utility expenses, hardware and software costs related to our technology infrastructure, legal and professional fees, depreciation on our technology and facility equipment, amortization of intangible assets resulting from acquisitions, marketing expenses and acquisition-related and integration expenses. 36 Table of Contents Our selling, general and administrative expenses increased by 15.7% in fiscal year 2022, compared to fiscal year 2021, primarily due to incremental expenses associated with acquired operations, increases in expenses to support our revenue growth, an increase in amortization expense of $25.8 million primarily associated with the intangible assets recognized in the acquisitions of PK and ServiceSource, an increase in acquisition-related and integration expenses of $33.0 million related to the previously described acquisitions and an increase in share-based compensation expense of $10.7 million.
Our selling, general and administrative expenses increased by 18.5% in fiscal year 2023, compared to fiscal year 2022, primarily due to incremental expenses associated with acquired operations, increases in expenses to support our revenue growth, an increase in amortization expense of $52.1 million primarily associated with the intangible assets recognized in the Webhelp Combination and our acquisitions of PK and ServiceSource, an increase in acquisition-related and integration expenses of $37.5 million related to the Webhelp Combination and our acquisitions of PK and ServiceSource, and an increase in share-based compensation expense of $15.0 million.
In most cases, our contracts consist of a single performance obligation comprised of a series of distinct services that are substantially the same and that have the same pattern of transfer (i.e., distinct days of service). Service contracts are most significantly based on a fixed unit-price per transaction or other objective measure of output.
Payments are due as per contract terms and do not contain a significant financing component. 34 Table of Contents In most cases, our contracts consist of a single performance obligation comprised of a series of distinct services that are substantially the same and that have the same pattern of transfer (i.e., distinct days of service).
The Company tests goodwill for impairment annually at the reporting unit level in the fiscal fourth quarter or more frequently if events or changes in circumstances indicate that it may be impaired. For purposes of the goodwill impairment test, the Company can elect to perform a quantitative or qualitative analysis.
Goodwill As of November 30, 2023, we had goodwill of $5,078.7 million recorded on our consolidated balance sheet. The Company tests goodwill for impairment annually at the reporting unit level in the fiscal fourth quarter or more frequently if events or changes in circumstances indicate that it may be impaired.
Amounts recorded in a business combination may change during the measurement period, which is a period not to exceed one year from the date of acquisition, as additional information about conditions existing at the acquisition date becomes available. 33 Table of Contents Goodwill As of November 30, 2022, we had goodwill of $2,904.4 million recorded on our consolidated balance sheet.
Fair value estimates are based on the assumptions we believe a market participant would use in pricing the asset or liability. Amounts recorded in a business combination may change during the measurement period, which is a period not to exceed one year from the date of acquisition, as additional information about conditions existing at the acquisition date becomes available.
The Credit Facility contains various loan covenants that restrict the ability of Concentrix and its subsidiaries to take certain actions, including incurrence of indebtedness, creation of liens, mergers or consolidations, dispositions of assets, repurchase or redemption of capital stock, making certain investments, entering into certain transactions with affiliates or changing the nature of our business.
The Restated Credit Facility contains certain loan covenants that are customary for credit facilities of this type and that restrict our ability to take certain actions, including the creation of liens, mergers or consolidations, changes to the nature of our business, and, solely with respect to our subsidiaries, incurrence of indebtedness.
A decrease in U.S. taxable income led to an increase in the U.S. minimum tax related to foreign earnings as a percentage of income before taxes. See Note 14 —Inco me Taxes to the consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details.
See Note 13—Income Taxes to the consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details.
The determination of the fair value of assets and liabilities may involve engaging independent third parties to perform an appraisal. When determining the fair values of assets acquired and liabilities assumed, we make significant estimates and assumptions, especially with respect to intangible assets.
The excess of the fair value of purchase consideration over the fair value of the assets acquired and liabilities assumed is recorded as goodwill. The determination of the fair value of assets and liabilities may involve engaging independent third parties to perform an appraisal.
PK creates pioneering experiences that accelerate digital outcomes for their clients’ customers, partners and staff. The acquisition of PK expanded our scale in the digital IT services market and supported our growth strategy of investing in digital transformation to deliver exceptional customer experiences.
The acquisition of PK expanded our scale in the digital IT services market and supported our growth strategy of investing in digital transformation to deliver exceptional customer experiences. The addition of the PK staff and technology to our team further strengthened our capabilities in CX design and development, artificial intelligence (“AI”), intelligent automation, and customer loyalty.
Other expense (income), net in fiscal year 2022 was $34.9 million of income compared to $6.3 million of income in fiscal year 2021. The change in other expense (income), net was primarily due to favorable foreign currency transaction changes compared to the prior year.
Other expense (income), net in fiscal year 2023 was $52.1 million of expense compared to $34.9 million of income in fiscal year 2022.
During the fiscal years ended November 30, 2022 and 2021, we purchased 841,979 and 138,455 shares, respectively, of our common stock under the program at an aggregate cost of approximately $120.8 million and $25.1 million, respectively.
The share repurchase program has no termination date and may be suspended or discontinued at any time. During the fiscal years ended November 30, 2023 and 2022, we repurchased 709,438 and 841,979 shares, respectively, of our common stock under the share repurchase program for approximately $64.0 million and $120.8 million, respectively, in the aggregate.
Revenue from clients in the banking, financial services and insurance vertical increased over the prior year due to increased volumes from several banking and financial services clients partially offset by a decrease in volumes related to several of our insurance clients, which primarily resulted from the divestiture of our insurance third-party administration operations and software platform, Concentrix Insurance Solutions (“CIS”).
Revenue in our communications and media vertical increased over the prior year primarily due to contributions from acquired operations partially offset by decreases in volumes related to several clients in this industry vertical.
Recent acquisitions have sought to enhance our capabilities and domain expertise in our key verticals, expand our geographic footprint, and further expand into higher value service offerings. We are also strategically focused on further increasing our scale to support our clients.
Recent acquisitions have sought to enhance our capabilities and domain expertise in our strategic industry verticals, expand our geographic footprint, and further expand into higher value service offerings. We allocate the fair value of purchase consideration to the assets acquired and liabilities assumed generally based on their fair values at the acquisition date.
Our working capital needs are primarily to finance accounts receivable. When our revenue is increasing, our net investment in working capital typically increases. Conversely, when revenue is decreasing, our net investment in working capital typically decreases. To increase our market share and better serve our clients, we may further expand our operations through investments or acquisitions.
To increase our market share and better serve our clients, we may further expand our operations through investments or acquisitions. We expect that such expansion would require an initial investment in working capital, personnel, facilities, and operations.
At November 30, 2022, 42 Table of Contents approximately $354.1 million remained available for share repurchases under the existing authorization from the Company’s board of directors.
At November 30, 2023, approximately $290.1 million remained available for share repurchases under the existing authorization from our board of directors. During December 2023, we repurchased 65,995 shares of our common stock for an aggregate purchase price of $6.3 million.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

6 edited+0 added−0 removed10 unchanged
Biggest changeAs of November 30, 2022, the fair value of these derivatives not designated as hedges was a net receivable of $7.9 million. Interest Rate Risk At November 30, 2022, all of our outstanding debt under our Credit Facility and our Securitization Facility is variable rate debt, which exposes the Company to changes in interest rates.
Biggest changeAs of November 30, 2023, the fair value of these derivatives not designated as hedges was a net payable of $4.8 million. Interest Rate Risk At November 30, 2023, our outstanding debt under our Restated Credit Facility and our Securitization Facility is variable rate debt, which exposes the Company to changes in interest rates.
Foreign Currency Risk While approximately 68% of our revenue is priced in U.S. dollars, we recognize a substantial amount of revenue under contracts that are denominated in euros, British pounds, Australian dollars and Japanese yen, among other currencies.
Foreign Currency Risk While approximately 64% of our revenue is priced in U.S. dollars, we recognize a substantial amount of revenue under contracts that are denominated in euros, British pounds, Australian dollars and Japanese yen, among other currencies.
The fair value of these derivative instruments as of November 30, 2022 is presented in Note 8 of the consolidated financial statements included elsewhere in this Annual Report on Form 10-K.
The fair value of these derivative instruments as of November 30, 2023 is presented in Note 8 of the consolidated financial statements included elsewhere in this Annual Report on Form 10-K.
The potential loss in fair value at November 30, 2022 for such contracts resulting from a hypothetical 10% adverse change in the underlying foreign currency exchange rates is approximately $96.4 million. This loss would be substantially mitigated by corresponding gains on the underlying foreign currency exposures.
The potential loss in fair value at November 30, 2023 for such contracts resulting from a hypothetical 10% adverse change in the underlying foreign currency exchange rates is approximately $99.7 million. This loss would be substantially mitigated by corresponding gains on the underlying foreign currency exposures.
Holding other variables constant, including the total amount of outstanding indebtedness, a one hundred basis point increase in interest rates on our variable-rate debt would cause an estimated increase in interest expense of approximately $22.3 million per year. 48 Table of Contents
Holding other variables constant, including the total amount of outstanding indebtedness, a one hundred basis point increase in interest rates on our variable-rate debt would cause an estimated increase in interest expense of approximately $20.8 million per year. 50 Table of Contents
As of November 30, 2022, we have hedged a portion of our exposure related to the anticipated cash flow requirements denominated in certain foreign currencies by entering into hedging contracts with institutions to acquire a total of PHP 37,780.0 million at a fixed price of $687.2 million at various dates through November 2024; and INR 24,810.0 million at a fixed price of $303.2 million at various dates through November 2024.
As of November 30, 2023, we have hedged a portion of our exposure related to the anticipated cash flow requirements denominated in certain foreign currencies by entering into hedging contracts with institutions to acquire a total of PHP 40,640.0 million at a fixed price of $719.8 million at various dates through November 2025; and INR 22,440.0 million at a fixed price of $265.2 million at various dates through November 2025.

Other CNXC 10-K year-over-year comparisons