Basis of Presentation
We have prepared the condensed consolidated financial statements included herein pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the SEC). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP) have been condensed or omitted pursuant to such rules and regulations. However, we believe that the disclosures herein are adequate to ensure the information presented is not misleading. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the fiscal year ended May 31, 2024.
We believe that all necessary adjustments, which consisted only of normal recurring items, have been included in the accompanying financial statements to present fairly the results of the interim periods. The results of operations for the interim periods presented are not necessarily indicative of the operating results to be expected for any subsequent interim period or for the fiscal year ending May 31, 2025.
There have been no changes to our significant accounting policies as disclosed in our Annual Report on Form 10-K for the fiscal year ended May 31, 2024 that had a significant impact on our condensed consolidated financial statements or notes thereto as of and for the nine months ended February 28, 2025.
Use of Estimates
Our condensed consolidated financial statements are prepared in accordance with GAAP as set forth in the Financial Accounting Standards Board\u2019s (FASB) Accounting Standards Codification (ASC), and we consider various staff accounting bulletins and other applicable guidance issued by the SEC. These accounting principles require us to make certain estimates, judgments and assumptions. We believe that the estimates, judgments and assumptions upon which we rely are reasonable based upon information available to us at the time that these estimates, judgments and assumptions are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities as of the date of the financial statements as well as the reported amounts of revenues and expenses during the periods presented. To the extent that there are differences between these estimates, judgments or assumptions and actual results, our consolidated financial statements will be affected. In many cases, the accounting treatment of a particular transaction is specifically dictated by GAAP and does not require management\u2019s judgment in its application. There are also areas in which management\u2019s judgment in selecting among available alternatives would not produce a materially different result.
During the first quarter of fiscal 2025, we completed an assessment of the useful lives of our servers and networking equipment and increased the estimate of the useful lives from five years to six years, effective at the beginning of fiscal 2025. Based on the carrying value of our servers and networking equipment as of May 31, 2024, this change in accounting estimate decreased our total operating expenses by $181 million and increased our net income by $136 million, or $0.05 per both basic and diluted share, for the third quarter of fiscal 2025 and decreased our total operating expenses by $567 million and increased our net income by $442 million, or $0.16 per basic and $0.15 per diluted share, for the first nine months of fiscal 2025.
Cash, Cash Equivalents and Restricted Cash
Restricted cash that was included within cash and cash equivalents as presented within our condensed consolidated balance sheets as of February 28, 2025 and May 31, 2024 and our condensed consolidated statements of cash flows for the nine months ended February 28, 2025 and February 29, 2024 was immaterial.
Remaining Performance Obligations from Contracts with Customers
Trade receivables, net of allowance for credit losses, and deferred revenues are reported net of related uncollected deferred revenues in our condensed consolidated balance sheets as of February 28, 2025 and May 31, 2024. The revenues recognized during the nine months ended February 28, 2025 and February 29, 2024 that were included in the opening deferred revenues balances as of May 31, 2024 and 2023 were approximately $8.6 billion and $8.5 billion, respectively. Revenues recognized from performance obligations satisfied in prior periods and impairment losses recognized on our receivables were immaterial in each of the three and nine months ended February 28, 2025 and February 29, 2024, respectively.
Remaining performance obligations, as defined in Note 1 of Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended May 31, 2024, were $130.2 billion as of February 28, 2025, of which we expect to recognize approximately 31% as revenues over the next twelve months, 40% over the subsequent month , 25% over the subsequent month and the remainder thereafter.
Sales of Financing Receivables
We offer certain of our customers the option to acquire certain of our cloud and license, hardware and services offerings through separate long-term payment contracts. We generally sell these contracts that we have financed for our customers on a non-recourse basis to financial institutions within 90 days of the contracts\u2019 dates of execution. We record the transfers of amounts due from customers to financial institutions as sales of financing receivables because we are considered to have surrendered control of these financing receivables. Financing receivables sold to financial institutions were $306 million and $1.2 billion for the three and nine months ended February 28, 2025, respectively, and $269 million and $1.1 billion for the three and nine months ended February 29, 2024, respectively.
Non-Marketable Investments
As of each of February 28, 2025 and May 31, 2024, our non-marketable debt investments and equity securities and related instruments totaled $2.0 billion, and are included in other non-current assets in the accompanying condensed consolidated balance sheets and are subject to periodic credit losses and impairment reviews. Certain of these non-marketable equity securities and related instruments are adjusted for observable price changes from orderly transactions. The majority of the non-marketable investments held as of these dates were with Ampere Computing Holdings LLC (Ampere), a related party entity in which we have an ownership interest of approximately 29% as of February 28, 2025. We follow the equity method of accounting for our investment in Ampere and our share of loss under the equity method of accounting is recorded in the non-operating (expenses) income, net line item in our condensed consolidated statements of operations. We also have convertible debt investments in Ampere which, under the terms of an agreement with Ampere and other co-investors, will mature in June 2026 and are convertible into equity securities at the holder\u2019s option under certain circumstances. During the nine months ended February 28, 2025, we invested an aggregate of $225 million in convertible debt instruments issued by Ampere. The total carrying value of our investments in Ampere after accounting for losses under the equity method of accounting was $1.5 billion as of February 28, 2025. In accordance with the terms of an agreement with other co-investors, we are also a counterparty to certain put (exercisable by a co-investor) and call (exercisable by Oracle) options at prices of approximately $450 million to $1.5 billion, respectively, to acquire additional equity interests in Ampere from our co-investors through January 2027. If either of such options is exercised by us or our co-investors, we would obtain control of Ampere and consolidate its results with our results of operations. Ampere has historically generated net losses.
Leases
We have operating and finance leases that primarily relate to certain of our data centers and facilities. Right-of-Use (ROU) assets related to our operating leases, which are included in other non-current assets in our condensed
consolidated balance sheets, were $11.7 billion and $7.3 billion as of February 28, 2025 and May 31, 2024, respectively, and ROU assets related to our finance leases, which are included in property, plant and equipment, net in our condensed consolidated balance sheets, were $894 million as of February 28, 2025 (and none as of May 31, 2024). Lease liabilities are included in other current liabilities and other non-current liabilities in our condensed consolidated balance sheets. Total operating lease liabilities were $12.0 billion and $7.5 billion as of February 28, 2025 and May 31, 2024, respectively, and total finance lease liabilities were $900 million as of February 28, 2025 (and none as of May 31, 2024).
Total operating and finance lease expenses were $454 million and $324 million for the three months ended February 28, 2025 and February 29, 2024, respectively, and $1.2 billion and $840 million for the nine months ended February 28, 2025 and February 29, 2024, respectively.
Operating lease payments and interest payments on finance leases were $1.2 billion and $839 million for the nine months ended February 28, 2025 and February 29, 2024, respectively.
As of February 28, 2025, we had $48.4 billion of additional lease commitments, primarily for data centers, that are generally expected to commence between fiscal 2025 and fiscal 2027 and for terms of to fifteen years that were not reflected on our condensed consolidated balance sheets as of February 28, 2025.
Acquisition Related and Other Expenses
Acquisition related and other expenses primarily consist of personnel related costs for transitional and certain other employees, certain business combination adjustments, including adjustments after the measurement period has ended, and certain other operating items, net.
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| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Three Months Ended | \n \u00a0 | \n \u00a0 | \n Nine Months Ended | \n \u00a0 | \n ||||||||||
(in millions) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n ||||
Transitional and other employee related costs | \n \u00a0 | \n $ | \n \u2014 | \n \u00a0 | \n \u00a0 | \n $ | \n 5 | \n \u00a0 | \n \u00a0 | \n $ | \n 3 | \n \u00a0 | \n \u00a0 | \n $ | \n 17 | \n \u00a0 | \n
Business combination adjustments, net | \n \u00a0 | \n \u00a0 | \n 1 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 4 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n (4 | \n ) | \n \u00a0 | \n \u00a0 | \n 17 | \n \u00a0 | \n
Other, net | \n \u00a0 | \n \u00a0 | \n 27 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 146 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 73 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 180 | \n \u00a0 | \n
Total acquisition related and other expenses | \n \u00a0 | \n $ | \n 28 | \n \u00a0 | \n \u00a0 | \n $ | \n 155 | \n \u00a0 | \n \u00a0 | \n $ | \n 72 | \n \u00a0 | \n \u00a0 | \n $ | \n 214 | \n \u00a0 | \n
Non-Operating (Expenses) Income, net
Non-operating (expenses) income, net consists primarily of interest income, net foreign currency exchange losses, the noncontrolling interests in the net profits of our majority-owned subsidiaries (primarily Oracle Financial Services Software Limited and Oracle Corporation Japan), net losses related to marketable and non-marketable investments, including losses attributable to equity method investments (primarily Ampere) and net other income and expenses, including net unrealized gains and losses from our investment portfolio related to our deferred compensation plan and non-service net periodic pension income and losses.
\u00a0
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Three Months Ended | \n \u00a0 | \n \u00a0 | \n Nine Months Ended | \n \u00a0 | \n ||||||||||
(in millions) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n ||||
Interest income | \n \u00a0 | \n $ | \n 135 | \n \u00a0 | \n \u00a0 | \n $ | \n 111 | \n \u00a0 | \n \u00a0 | \n $ | \n 418 | \n \u00a0 | \n \u00a0 | \n $ | \n 380 | \n \u00a0 | \n
Foreign currency losses, net | \n \u00a0 | \n \u00a0 | \n (37 | \n ) | \n \u00a0 | \n \u00a0 | \n (59 | \n ) | \n \u00a0 | \n \u00a0 | \n (96 | \n ) | \n \u00a0 | \n \u00a0 | \n (172 | \n ) | \n
Noncontrolling interests in income | \n \u00a0 | \n \u00a0 | \n (48 | \n ) | \n \u00a0 | \n \u00a0 | \n (51 | \n ) | \n \u00a0 | \n \u00a0 | \n (138 | \n ) | \n \u00a0 | \n \u00a0 | \n (130 | \n ) | \n
Losses from marketable and non-marketable investments, net | \n \u00a0 | \n \u00a0 | \n (59 | \n ) | \n \u00a0 | \n \u00a0 | \n (94 | \n ) | \n \u00a0 | \n \u00a0 | \n (236 | \n ) | \n \u00a0 | \n \u00a0 | \n (290 | \n ) | \n
Other (expenses) income, net | \n \u00a0 | \n \u00a0 | \n (9 | \n ) | \n \u00a0 | \n \u00a0 | \n 84 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 91 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 140 | \n \u00a0 | \n
Total non-operating (expenses) income, net | \n \u00a0 | \n $ | \n (18 | \n ) | \n \u00a0 | \n $ | \n (9 | \n ) | \n \u00a0 | \n $ | \n 39 | \n \u00a0 | \n \u00a0 | \n $ | \n (72 | \n ) | \n
\u00a0
Recent Accounting Pronouncements
Segment Reporting: In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (ASU 2023-07), which enhances the disclosures required for operating segments in our annual and interim consolidated financial statements. ASU 2023-07 is effective for us for our annual reporting for fiscal 2025 and for interim period reporting beginning in fiscal 2026 on a retrospective basis. Early adoption is permitted. We are currently evaluating the impact of our pending adoption of ASU 2023-07 on our consolidated financial statements.
Income Taxes: In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (ASU 2023-09), which enhances the disclosures required for income taxes in our annual consolidated financial statements. ASU 2023-09 is effective for us for our annual reporting for fiscal 2026 on a prospective basis. Both early adoption and retrospective application are permitted. We are currently evaluating the impact of our pending adoption of ASU 2023-09 on our consolidated financial statements.
Income Statement: In November 2024, the FASB issued ASU 2024-03, Income Statement\u2014Reporting Comprehensive Income\u2014Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (ASU 2024-03) and also issued subsequent guidance clarifying the effective date of the initial guidance (collectively Subtopic 220-40), which enhances the disclosures required for expense disaggregation in our annual and interim consolidated financial statements. This guidance is effective for us for our annual reporting for fiscal 2028 and for interim period reporting beginning in fiscal 2029 on a prospective basis. Both early adoption and retrospective application are permitted. We are currently evaluating the impact of our pending adoption of Subtopic 220-40 on our consolidated financial statements.
Basis of Presentation
We have prepared the condensed consolidated financial statements included herein pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the SEC). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP) have been condensed or omitted pursuant to such rules and regulations. However, we believe that the disclosures herein are adequate to ensure the information presented is not misleading. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the fiscal year ended May 31, 2024.
We believe that all necessary adjustments, which consisted only of normal recurring items, have been included in the accompanying financial statements to present fairly the results of the interim periods. The results of operations for the interim periods presented are not necessarily indicative of the operating results to be expected for any subsequent interim period or for the fiscal year ending May 31, 2025.
There have been no changes to our significant accounting policies as disclosed in our Annual Report on Form 10-K for the fiscal year ended May 31, 2024 that had a significant impact on our condensed consolidated financial statements or notes thereto as of and for the nine months ended February 28, 2025.
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Our condensed consolidated financial statements are prepared in accordance with GAAP as set forth in the Financial Accounting Standards Board\u2019s (FASB) Accounting Standards Codification (ASC), and we consider various staff accounting bulletins and other applicable guidance issued by the SEC. These accounting principles require us to make certain estimates, judgments and assumptions. We believe that the estimates, judgments and assumptions upon which we rely are reasonable based upon information available to us at the time that these estimates, judgments and assumptions are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities as of the date of the financial statements as well as the reported amounts of revenues and expenses during the periods presented. To the extent that there are differences between these estimates, judgments or assumptions and actual results, our consolidated financial statements will be affected. In many cases, the accounting treatment of a particular transaction is specifically dictated by GAAP and does not require management\u2019s judgment in its application. There are also areas in which management\u2019s judgment in selecting among available alternatives would not produce a materially different result.
During the first quarter of fiscal 2025, we completed an assessment of the useful lives of our servers and networking equipment and increased the estimate of the useful lives from five years to six years, effective at the beginning of fiscal 2025. Based on the carrying value of our servers and networking equipment as of May 31, 2024, this change in accounting estimate decreased our total operating expenses by $181 million and increased our net income by $136 million, or $0.05 per both basic and diluted share, for the third quarter of fiscal 2025 and decreased our total operating expenses by $567 million and increased our net income by $442 million, or $0.16 per basic and $0.15 per diluted share, for the first nine months of fiscal 2025.
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Restricted cash that was included within cash and cash equivalents as presented within our condensed consolidated balance sheets as of February 28, 2025 and May 31, 2024 and our condensed consolidated statements of cash flows for the nine months ended February 28, 2025 and February 29, 2024 was immaterial.
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Trade receivables, net of allowance for credit losses, and deferred revenues are reported net of related uncollected deferred revenues in our condensed consolidated balance sheets as of February 28, 2025 and May 31, 2024. The revenues recognized during the nine months ended February 28, 2025 and February 29, 2024 that were included in the opening deferred revenues balances as of May 31, 2024 and 2023 were approximately $8.6 billion and $8.5 billion, respectively. Revenues recognized from performance obligations satisfied in prior periods and impairment losses recognized on our receivables were immaterial in each of the three and nine months ended February 28, 2025 and February 29, 2024, respectively.
Remaining performance obligations, as defined in Note 1 of Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended May 31, 2024, were $130.2 billion as of February 28, 2025, of which we expect to recognize approximately 31% as revenues over the next twelve months, 40% over the subsequent month , 25% over the subsequent month and the remainder thereafter.
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We offer certain of our customers the option to acquire certain of our cloud and license, hardware and services offerings through separate long-term payment contracts. We generally sell these contracts that we have financed for our customers on a non-recourse basis to financial institutions within 90 days of the contracts\u2019 dates of execution. We record the transfers of amounts due from customers to financial institutions as sales of financing receivables because we are considered to have surrendered control of these financing receivables. Financing receivables sold to financial institutions were $306 million and $1.2 billion for the three and nine months ended February 28, 2025, respectively, and $269 million and $1.1 billion for the three and nine months ended February 29, 2024, respectively.
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As of each of February 28, 2025 and May 31, 2024, our non-marketable debt investments and equity securities and related instruments totaled $2.0 billion, and are included in other non-current assets in the accompanying condensed consolidated balance sheets and are subject to periodic credit losses and impairment reviews. Certain of these non-marketable equity securities and related instruments are adjusted for observable price changes from orderly transactions. The majority of the non-marketable investments held as of these dates were with Ampere Computing Holdings LLC (Ampere), a related party entity in which we have an ownership interest of approximately 29% as of February 28, 2025. We follow the equity method of accounting for our investment in Ampere and our share of loss under the equity method of accounting is recorded in the non-operating (expenses) income, net line item in our condensed consolidated statements of operations. We also have convertible debt investments in Ampere which, under the terms of an agreement with Ampere and other co-investors, will mature in June 2026 and are convertible into equity securities at the holder\u2019s option under certain circumstances. During the nine months ended February 28, 2025, we invested an aggregate of $225 million in convertible debt instruments issued by Ampere. The total carrying value of our investments in Ampere after accounting for losses under the equity method of accounting was $1.5 billion as of February 28, 2025. In accordance with the terms of an agreement with other co-investors, we are also a counterparty to certain put (exercisable by a co-investor) and call (exercisable by Oracle) options at prices of approximately $450 million to $1.5 billion, respectively, to acquire additional equity interests in Ampere from our co-investors through January 2027. If either of such options is exercised by us or our co-investors, we would obtain control of Ampere and consolidate its results with our results of operations. Ampere has historically generated net losses.
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We have operating and finance leases that primarily relate to certain of our data centers and facilities. Right-of-Use (ROU) assets related to our operating leases, which are included in other non-current assets in our condensed
consolidated balance sheets, were $11.7 billion and $7.3 billion as of February 28, 2025 and May 31, 2024, respectively, and ROU assets related to our finance leases, which are included in property, plant and equipment, net in our condensed consolidated balance sheets, were $894 million as of February 28, 2025 (and none as of May 31, 2024). Lease liabilities are included in other current liabilities and other non-current liabilities in our condensed consolidated balance sheets. Total operating lease liabilities were $12.0 billion and $7.5 billion as of February 28, 2025 and May 31, 2024, respectively, and total finance lease liabilities were $900 million as of February 28, 2025 (and none as of May 31, 2024).
Total operating and finance lease expenses were $454 million and $324 million for the three months ended February 28, 2025 and February 29, 2024, respectively, and $1.2 billion and $840 million for the nine months ended February 28, 2025 and February 29, 2024, respectively.
Operating lease payments and interest payments on finance leases were $1.2 billion and $839 million for the nine months ended February 28, 2025 and February 29, 2024, respectively.
As of February 28, 2025, we had $48.4 billion of additional lease commitments, primarily for data centers, that are generally expected to commence between fiscal 2025 and fiscal 2027 and for terms of to fifteen years that were not reflected on our condensed consolidated balance sheets as of February 28, 2025.
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Acquisition related and other expenses primarily consist of personnel related costs for transitional and certain other employees, certain business combination adjustments, including adjustments after the measurement period has ended, and certain other operating items, net.
\u00a0
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Three Months Ended | \n \u00a0 | \n \u00a0 | \n Nine Months Ended | \n \u00a0 | \n ||||||||||
(in millions) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n ||||
Transitional and other employee related costs | \n \u00a0 | \n $ | \n \u2014 | \n \u00a0 | \n \u00a0 | \n $ | \n 5 | \n \u00a0 | \n \u00a0 | \n $ | \n 3 | \n \u00a0 | \n \u00a0 | \n $ | \n 17 | \n \u00a0 | \n
Business combination adjustments, net | \n \u00a0 | \n \u00a0 | \n 1 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 4 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n (4 | \n ) | \n \u00a0 | \n \u00a0 | \n 17 | \n \u00a0 | \n
Other, net | \n \u00a0 | \n \u00a0 | \n 27 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 146 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 73 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 180 | \n \u00a0 | \n
Total acquisition related and other expenses | \n \u00a0 | \n $ | \n 28 | \n \u00a0 | \n \u00a0 | \n $ | \n 155 | \n \u00a0 | \n \u00a0 | \n $ | \n 72 | \n \u00a0 | \n \u00a0 | \n $ | \n 214 | \n \u00a0 | \n
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Three Months Ended | \n \u00a0 | \n \u00a0 | \n Nine Months Ended | \n \u00a0 | \n ||||||||||
(in millions) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n ||||
Transitional and other employee related costs | \n \u00a0 | \n $ | \n \u2014 | \n \u00a0 | \n \u00a0 | \n $ | \n 5 | \n \u00a0 | \n \u00a0 | \n $ | \n 3 | \n \u00a0 | \n \u00a0 | \n $ | \n 17 | \n \u00a0 | \n
Business combination adjustments, net | \n \u00a0 | \n \u00a0 | \n 1 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 4 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n (4 | \n ) | \n \u00a0 | \n \u00a0 | \n 17 | \n \u00a0 | \n
Other, net | \n \u00a0 | \n \u00a0 | \n 27 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 146 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 73 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 180 | \n \u00a0 | \n
Total acquisition related and other expenses | \n \u00a0 | \n $ | \n 28 | \n \u00a0 | \n \u00a0 | \n $ | \n 155 | \n \u00a0 | \n \u00a0 | \n $ | \n 72 | \n \u00a0 | \n \u00a0 | \n $ | \n 214 | \n \u00a0 | \n
Non-Operating (Expenses) Income, net
Non-operating (expenses) income, net consists primarily of interest income, net foreign currency exchange losses, the noncontrolling interests in the net profits of our majority-owned subsidiaries (primarily Oracle Financial Services Software Limited and Oracle Corporation Japan), net losses related to marketable and non-marketable investments, including losses attributable to equity method investments (primarily Ampere) and net other income and expenses, including net unrealized gains and losses from our investment portfolio related to our deferred compensation plan and non-service net periodic pension income and losses.
\u00a0
\n| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Three Months Ended | \n \u00a0 | \n \u00a0 | \n Nine Months Ended | \n \u00a0 | \n ||||||||||
(in millions) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n ||||
Interest income | \n \u00a0 | \n $ | \n 135 | \n \u00a0 | \n \u00a0 | \n $ | \n 111 | \n \u00a0 | \n \u00a0 | \n $ | \n 418 | \n \u00a0 | \n \u00a0 | \n $ | \n 380 | \n \u00a0 | \n
Foreign currency losses, net | \n \u00a0 | \n \u00a0 | \n (37 | \n ) | \n \u00a0 | \n \u00a0 | \n (59 | \n ) | \n \u00a0 | \n \u00a0 | \n (96 | \n ) | \n \u00a0 | \n \u00a0 | \n (172 | \n ) | \n
Noncontrolling interests in income | \n \u00a0 | \n \u00a0 | \n (48 | \n ) | \n \u00a0 | \n \u00a0 | \n (51 | \n ) | \n \u00a0 | \n \u00a0 | \n (138 | \n ) | \n \u00a0 | \n \u00a0 | \n (130 | \n ) | \n
Losses from marketable and non-marketable investments, net | \n \u00a0 | \n \u00a0 | \n (59 | \n ) | \n \u00a0 | \n \u00a0 | \n (94 | \n ) | \n \u00a0 | \n \u00a0 | \n (236 | \n ) | \n \u00a0 | \n \u00a0 | \n (290 | \n ) | \n
Other (expenses) income, net | \n \u00a0 | \n \u00a0 | \n (9 | \n ) | \n \u00a0 | \n \u00a0 | \n 84 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 91 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 140 | \n \u00a0 | \n
Total non-operating (expenses) income, net | \n \u00a0 | \n $ | \n (18 | \n ) | \n \u00a0 | \n $ | \n (9 | \n ) | \n \u00a0 | \n $ | \n 39 | \n \u00a0 | \n \u00a0 | \n $ | \n (72 | \n ) | \n
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Three Months Ended | \n \u00a0 | \n \u00a0 | \n Nine Months Ended | \n \u00a0 | \n ||||||||||
(in millions) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n ||||
Interest income | \n \u00a0 | \n $ | \n 135 | \n \u00a0 | \n \u00a0 | \n $ | \n 111 | \n \u00a0 | \n \u00a0 | \n $ | \n 418 | \n \u00a0 | \n \u00a0 | \n $ | \n 380 | \n \u00a0 | \n
Foreign currency losses, net | \n \u00a0 | \n \u00a0 | \n (37 | \n ) | \n \u00a0 | \n \u00a0 | \n (59 | \n ) | \n \u00a0 | \n \u00a0 | \n (96 | \n ) | \n \u00a0 | \n \u00a0 | \n (172 | \n ) | \n
Noncontrolling interests in income | \n \u00a0 | \n \u00a0 | \n (48 | \n ) | \n \u00a0 | \n \u00a0 | \n (51 | \n ) | \n \u00a0 | \n \u00a0 | \n (138 | \n ) | \n \u00a0 | \n \u00a0 | \n (130 | \n ) | \n
Losses from marketable and non-marketable investments, net | \n \u00a0 | \n \u00a0 | \n (59 | \n ) | \n \u00a0 | \n \u00a0 | \n (94 | \n ) | \n \u00a0 | \n \u00a0 | \n (236 | \n ) | \n \u00a0 | \n \u00a0 | \n (290 | \n ) | \n
Other (expenses) income, net | \n \u00a0 | \n \u00a0 | \n (9 | \n ) | \n \u00a0 | \n \u00a0 | \n 84 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 91 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 140 | \n \u00a0 | \n
Total non-operating (expenses) income, net | \n \u00a0 | \n $ | \n (18 | \n ) | \n \u00a0 | \n $ | \n (9 | \n ) | \n \u00a0 | \n $ | \n 39 | \n \u00a0 | \n \u00a0 | \n $ | \n (72 | \n ) | \n
Recent Accounting Pronouncements
Segment Reporting: In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (ASU 2023-07), which enhances the disclosures required for operating segments in our annual and interim consolidated financial statements. ASU 2023-07 is effective for us for our annual reporting for fiscal 2025 and for interim period reporting beginning in fiscal 2026 on a retrospective basis. Early adoption is permitted. We are currently evaluating the impact of our pending adoption of ASU 2023-07 on our consolidated financial statements.
Income Taxes: In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (ASU 2023-09), which enhances the disclosures required for income taxes in our annual consolidated financial statements. ASU 2023-09 is effective for us for our annual reporting for fiscal 2026 on a prospective basis. Both early adoption and retrospective application are permitted. We are currently evaluating the impact of our pending adoption of ASU 2023-09 on our consolidated financial statements.
Income Statement: In November 2024, the FASB issued ASU 2024-03, Income Statement\u2014Reporting Comprehensive Income\u2014Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (ASU 2024-03) and also issued subsequent guidance clarifying the effective date of the initial guidance (collectively Subtopic 220-40), which enhances the disclosures required for expense disaggregation in our annual and interim consolidated financial statements. This guidance is effective for us for our annual reporting for fiscal 2028 and for interim period reporting beginning in fiscal 2029 on a prospective basis. Both early adoption and retrospective application are permitted. We are currently evaluating the impact of our pending adoption of Subtopic 220-40 on our consolidated financial statements.
"}]},{"name":"rpt:f-491","factDimensions":{"xbrl:concept":"us-gaap:FairValueDisclosuresTextBlock","xbrl:period":"2024-06-01T00:00:00/2025-03-01T00:00:00","xbrl:entity":"cik:0001341439"},"factValues":[{"value":"We perform fair value measurements in accordance with FASB ASC 820, Fair Value Measurement (ASC 820). ASC 820 defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at their fair values, we consider the principal or most advantageous market in which we would transact and consider assumptions that market participants would use when pricing the assets or liabilities, such as inherent risk, transfer restrictions and risk of nonperformance.
ASC 820 establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. An asset\u2019s or a liability\u2019s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 establishes three levels of inputs that may be used to measure fair value:
Assets and Liabilities Measured at Fair Value on a Recurring Basis
Our assets and liabilities measured at fair value on a recurring basis consisted of the following (Level 1 and Level 2 inputs are defined above):
\u00a0
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n February 28, 2025 | \n \u00a0 | \n \u00a0 | \n May 31, 2024 | \n \u00a0 | \n ||||||||||||||||||
\u00a0 | \n \u00a0 | \n Fair Value Measurements | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n Fair Value Measurements | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n ||||||||||||
(in millions) | \n \u00a0 | \n Level 1 | \n \u00a0 | \n \u00a0 | \n Level 2 | \n \u00a0 | \n \u00a0 | \n Total | \n \u00a0 | \n \u00a0 | \n Level 1 | \n \u00a0 | \n \u00a0 | \n Level 2 | \n \u00a0 | \n \u00a0 | \n Total | \n \u00a0 | \n ||||||
Assets: | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n ||||||
Money market funds | \n \u00a0 | \n $ | \n 9,927 | \n \u00a0 | \n \u00a0 | \n $ | \n \u2014 | \n \u00a0 | \n \u00a0 | \n $ | \n 9,927 | \n \u00a0 | \n \u00a0 | \n $ | \n 2,620 | \n \u00a0 | \n \u00a0 | \n $ | \n \u2014 | \n \u00a0 | \n \u00a0 | \n $ | \n 2,620 | \n \u00a0 | \n
Time deposits and other | \n \u00a0 | \n \u00a0 | \n 50 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 512 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 562 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 48 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 262 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 310 | \n \u00a0 | \n
Derivative financial instruments | \n \u00a0 | \n \u00a0 | \n \u2014 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 72 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 72 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u2014 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 179 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 179 | \n \u00a0 | \n
Total assets | \n \u00a0 | \n $ | \n 9,977 | \n \u00a0 | \n \u00a0 | \n $ | \n 584 | \n \u00a0 | \n \u00a0 | \n $ | \n 10,561 | \n \u00a0 | \n \u00a0 | \n $ | \n 2,668 | \n \u00a0 | \n \u00a0 | \n $ | \n 441 | \n \u00a0 | \n \u00a0 | \n $ | \n 3,109 | \n \u00a0 | \n
Liabilities: | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n ||||||
Derivative financial instruments | \n \u00a0 | \n $ | \n \u2014 | \n \u00a0 | \n \u00a0 | \n $ | \n 93 | \n \u00a0 | \n \u00a0 | \n $ | \n 93 | \n \u00a0 | \n \u00a0 | \n $ | \n \u2014 | \n \u00a0 | \n \u00a0 | \n $ | \n 96 | \n \u00a0 | \n \u00a0 | \n $ | \n 96 | \n \u00a0 | \n
\u00a0
Our cash equivalents and marketable securities investments consist of money market funds, time deposits and marketable equity securities. Marketable securities as presented per our condensed consolidated balance sheets included debt securities with original maturities at the time of purchase greater than three months and the remainder of the debt securities were included in cash and cash equivalents. We classify our marketable debt securities as available-for-sale debt securities at the time of purchase and reevaluate such classification as of each balance sheet date. As of February 28, 2025 and May 31, 2024, all of our marketable debt securities investments mature within one year. Our valuation techniques used to measure the fair values of our instruments that were classified as Level 1 in the table above were derived from quoted market prices and active markets for these instruments that exist. Our valuation techniques used to measure the fair values of Level 2 instruments listed in the table above were derived from the following: non-binding market consensus prices that were corroborated by observable market data, quoted market prices for similar instruments, or pricing models, such as discounted cash flow techniques, with all significant inputs derived from or corroborated by observable market data including reference rate yield curves, among others.
Based on the trading prices of the $96.3 billion and $86.5 billion of senior notes and other long-term borrowings and the related fair value hedges that we had outstanding as of February 28, 2025 and May 31, 2024, respectively, the estimated fair values of the senior notes and other long-term borrowings and the related fair value hedges using Level 2 inputs at February 28, 2025 and May 31, 2024 were $88.8 billion and $77.2 billion, respectively.
"}]},{"name":"rpt:f-492","factDimensions":{"xbrl:concept":"us-gaap:FairValueMeasurementPolicyPolicyTextBlock","xbrl:period":"2024-06-01T00:00:00/2025-03-01T00:00:00","xbrl:entity":"cik:0001341439"},"factValues":[{"value":"We perform fair value measurements in accordance with FASB ASC 820, Fair Value Measurement (ASC 820). ASC 820 defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at their fair values, we consider the principal or most advantageous market in which we would transact and consider assumptions that market participants would use when pricing the assets or liabilities, such as inherent risk, transfer restrictions and risk of nonperformance.
ASC 820 establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. An asset\u2019s or a liability\u2019s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 establishes three levels of inputs that may be used to measure fair value:
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n February 28, 2025 | \n \u00a0 | \n \u00a0 | \n May 31, 2024 | \n \u00a0 | \n ||||||||||||||||||
\u00a0 | \n \u00a0 | \n Fair Value Measurements | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n Fair Value Measurements | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n ||||||||||||
(in millions) | \n \u00a0 | \n Level 1 | \n \u00a0 | \n \u00a0 | \n Level 2 | \n \u00a0 | \n \u00a0 | \n Total | \n \u00a0 | \n \u00a0 | \n Level 1 | \n \u00a0 | \n \u00a0 | \n Level 2 | \n \u00a0 | \n \u00a0 | \n Total | \n \u00a0 | \n ||||||
Assets: | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n ||||||
Money market funds | \n \u00a0 | \n $ | \n 9,927 | \n \u00a0 | \n \u00a0 | \n $ | \n \u2014 | \n \u00a0 | \n \u00a0 | \n $ | \n 9,927 | \n \u00a0 | \n \u00a0 | \n $ | \n 2,620 | \n \u00a0 | \n \u00a0 | \n $ | \n \u2014 | \n \u00a0 | \n \u00a0 | \n $ | \n 2,620 | \n \u00a0 | \n
Time deposits and other | \n \u00a0 | \n \u00a0 | \n 50 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 512 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 562 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 48 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 262 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 310 | \n \u00a0 | \n
Derivative financial instruments | \n \u00a0 | \n \u00a0 | \n \u2014 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 72 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 72 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u2014 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 179 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 179 | \n \u00a0 | \n
Total assets | \n \u00a0 | \n $ | \n 9,977 | \n \u00a0 | \n \u00a0 | \n $ | \n 584 | \n \u00a0 | \n \u00a0 | \n $ | \n 10,561 | \n \u00a0 | \n \u00a0 | \n $ | \n 2,668 | \n \u00a0 | \n \u00a0 | \n $ | \n 441 | \n \u00a0 | \n \u00a0 | \n $ | \n 3,109 | \n \u00a0 | \n
Liabilities: | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n ||||||
Derivative financial instruments | \n \u00a0 | \n $ | \n \u2014 | \n \u00a0 | \n \u00a0 | \n $ | \n 93 | \n \u00a0 | \n \u00a0 | \n $ | \n 93 | \n \u00a0 | \n \u00a0 | \n $ | \n \u2014 | \n \u00a0 | \n \u00a0 | \n $ | \n 96 | \n \u00a0 | \n \u00a0 | \n $ | \n 96 | \n \u00a0 | \n
Senior Notes
In the first nine months of fiscal 2025, we issued $14.0 billion, par value, of senior notes comprised of the following:
\u00a0
\n| \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n February 28, 2025 | \n ||||
(Dollars in millions) | \n \u00a0 | \n Date of | \n \u00a0 | \n Amount | \n \u00a0 | \n \u00a0 | \n Effective | \n |
Fixed-rate senior notes: | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n |
$1,500, 4.80%, due | \n \u00a0 | \n \u00a0 | \n $ | \n 1,500 | \n \u00a0 | \n \u00a0 | \n 4.94% | \n |
$1,500, 4.20%, due | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,500 | \n \u00a0 | \n \u00a0 | \n 4.27% | \n |
$1,250, 5.25%, due | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,250 | \n \u00a0 | \n \u00a0 | \n 5.36% | \n |
$1,750, 4.70%, due | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,750 | \n \u00a0 | \n \u00a0 | \n 4.77% | \n |
$1,750, 5.50%, due | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,750 | \n \u00a0 | \n \u00a0 | \n 5.55% | \n |
$1,750, 5.375%, due | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,750 | \n \u00a0 | \n \u00a0 | \n 5.43% | \n |
$1,750, 6.00%, due | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,750 | \n \u00a0 | \n \u00a0 | \n 6.04% | \n |
$1,250, 5.50%, due | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,250 | \n \u00a0 | \n \u00a0 | \n 5.55% | \n |
$1,000, 6.125%, due | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,000 | \n \u00a0 | \n \u00a0 | \n 6.17% | \n |
Floating-rate senior notes: | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n |
$500, Compounded SOFR plus 0.76%, due | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 500 | \n \u00a0 | \n \u00a0 | \n 5.28% | \n |
Total senior notes | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n $ | \n 14,000 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n
Unamortized discount/issuance costs | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n (77 | \n ) | \n \u00a0 | \n \u00a0 | \n
Total senior notes, net | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n $ | \n 13,923 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n
\u00a0
We issued the senior notes to repay all or a portion of senior notes due between November 2024 and July 2026, and to pay accrued interest and any related premiums, fees and expenses in connection therewith; to make scheduled payments of principal and interest on borrowings under a term loan credit agreement executed in June 2024; to repay all or a portion of commercial paper notes outstanding; and to use any remaining net proceeds from the borrowing for general corporate purposes, which may include stock repurchases, payment of cash dividends on our common stock, repayment of other indebtedness and future acquisitions. The interest is payable semi-annually for the fixed-rate senior notes and quarterly for the floating-rate senior notes. We may redeem some or all of the fixed-rate senior notes of each series prior to their maturity, subject to certain restrictions, and the payment of an applicable make-whole premium in certain instances.
The senior notes rank pari passu with any other existing and future unsecured and unsubordinated indebtedness of Oracle. All existing and future indebtedness and liabilities of the subsidiaries of Oracle are or will be effectively senior to the senior notes. We were in compliance with all senior notes-related covenants as of February 28, 2025. The material terms and conditions of the senior notes are set forth in, and the foregoing description of the senior notes is qualified in its entirety by reference to, the Officers\u2019 Certificates filed as Exhibit 4.1 to Oracle\u2019s Current Report on Form 8-K filed on September 27, 2024 and filed herewith as Exhibit 4.01 and incorporated by reference herein.
There have been no other significant changes in our notes payable or other borrowing arrangements that were disclosed in our Annual Report on Form 10-K for the fiscal year ended May 31, 2024.
"}]},{"name":"rpt:f-529","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfDebtTableTextBlock","xbrl:period":"2024-06-01T00:00:00/2025-03-01T00:00:00","xbrl:entity":"cik:0001341439"},"factValues":[{"value":"In the first nine months of fiscal 2025, we issued $14.0 billion, par value, of senior notes comprised of the following:
\u00a0
\n| \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n February 28, 2025 | \n ||||
(Dollars in millions) | \n \u00a0 | \n Date of | \n \u00a0 | \n Amount | \n \u00a0 | \n \u00a0 | \n Effective | \n |
Fixed-rate senior notes: | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n |
$1,500, 4.80%, due | \n \u00a0 | \n \u00a0 | \n $ | \n 1,500 | \n \u00a0 | \n \u00a0 | \n 4.94% | \n |
$1,500, 4.20%, due | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,500 | \n \u00a0 | \n \u00a0 | \n 4.27% | \n |
$1,250, 5.25%, due | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,250 | \n \u00a0 | \n \u00a0 | \n 5.36% | \n |
$1,750, 4.70%, due | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,750 | \n \u00a0 | \n \u00a0 | \n 4.77% | \n |
$1,750, 5.50%, due | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,750 | \n \u00a0 | \n \u00a0 | \n 5.55% | \n |
$1,750, 5.375%, due | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,750 | \n \u00a0 | \n \u00a0 | \n 5.43% | \n |
$1,750, 6.00%, due | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,750 | \n \u00a0 | \n \u00a0 | \n 6.04% | \n |
$1,250, 5.50%, due | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,250 | \n \u00a0 | \n \u00a0 | \n 5.55% | \n |
$1,000, 6.125%, due | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,000 | \n \u00a0 | \n \u00a0 | \n 6.17% | \n |
Floating-rate senior notes: | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n |
$500, Compounded SOFR plus 0.76%, due | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 500 | \n \u00a0 | \n \u00a0 | \n 5.28% | \n |
Total senior notes | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n $ | \n 14,000 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n
Unamortized discount/issuance costs | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n (77 | \n ) | \n \u00a0 | \n \u00a0 | \n
Total senior notes, net | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n $ | \n 13,923 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n
Fiscal 2024 Oracle Restructuring Plan
During fiscal 2024, our management approved, committed to and initiated plans to restructure and further improve efficiencies in our operations due to our acquisitions and certain other operational activities (2024 Restructuring Plan). In the first nine months of fiscal 2025, our management supplemented the 2024 Restructuring Plan to reflect additional actions that we expect to take. The total estimated restructuring costs associated with the 2024 Restructuring Plan are up to $679 million and will be recorded to the restructuring expense line item within our condensed consolidated statements of operations as they are incurred through the end of the plan. We recorded $227 million and $336 million of restructuring expenses in connection with the 2024 Restructuring Plan during the nine months ended February 28, 2025 and February 29, 2024, respectively. Any changes to the estimates of executing the 2024 Restructuring Plan will be reflected in our future results of operations.
Summary of All Plans
\u00a0
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Accrued | \n \u00a0 | \n \u00a0 | \n Nine Months Ended February 28, 2025 | \n \u00a0 | \n \u00a0 | \n Accrued | \n \u00a0 | \n \u00a0 | \n Total | \n \u00a0 | \n \u00a0 | \n Total | \n \u00a0 | \n |||||||||||||||||
(in millions) | \n \u00a0 | \n May 31, | \n \u00a0 | \n \u00a0 | \n Initial | \n \u00a0 | \n \u00a0 | \n Adj. to | \n \u00a0 | \n \u00a0 | \n Cash | \n \u00a0 | \n \u00a0 | \n Others(5) | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n Accrued | \n \u00a0 | \n \u00a0 | \n Program | \n \u00a0 | \n ||||||||
2024 Restructuring Plan(1) | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n ||||||||
Cloud and license | \n \u00a0 | \n $ | \n 87 | \n \u00a0 | \n \u00a0 | \n $ | \n 78 | \n \u00a0 | \n \u00a0 | \n $ | \n (4 | \n ) | \n \u00a0 | \n $ | \n (90 | \n ) | \n \u00a0 | \n $ | \n (2 | \n ) | \n \u00a0 | \n $ | \n 69 | \n \u00a0 | \n \u00a0 | \n $ | \n 269 | \n \u00a0 | \n \u00a0 | \n $ | \n 273 | \n \u00a0 | \n
Hardware | \n \u00a0 | \n \u00a0 | \n 4 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 7 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u2014 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n (6 | \n ) | \n \u00a0 | \n \u00a0 | \n \u2014 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 5 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 16 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 20 | \n \u00a0 | \n
Services | \n \u00a0 | \n \u00a0 | \n 12 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 29 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u2014 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n (19 | \n ) | \n \u00a0 | \n \u00a0 | \n \u2014 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 22 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 74 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 77 | \n \u00a0 | \n
Other | \n \u00a0 | \n \u00a0 | \n 49 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 118 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n (1 | \n ) | \n \u00a0 | \n \u00a0 | \n (110 | \n ) | \n \u00a0 | \n \u00a0 | \n \u2014 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 56 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 300 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 309 | \n \u00a0 | \n
Total 2024 Restructuring Plan | \n \u00a0 | \n $ | \n 152 | \n \u00a0 | \n \u00a0 | \n $ | \n 232 | \n \u00a0 | \n \u00a0 | \n $ | \n (5 | \n ) | \n \u00a0 | \n $ | \n (225 | \n ) | \n \u00a0 | \n $ | \n (2 | \n ) | \n \u00a0 | \n $ | \n 152 | \n \u00a0 | \n \u00a0 | \n $ | \n 659 | \n \u00a0 | \n \u00a0 | \n $ | \n 679 | \n \u00a0 | \n
Total other restructuring plans(6) | \n \u00a0 | \n $ | \n 84 | \n \u00a0 | \n \u00a0 | \n $ | \n \u2014 | \n \u00a0 | \n \u00a0 | \n $ | \n (7 | \n ) | \n \u00a0 | \n $ | \n (24 | \n ) | \n \u00a0 | \n $ | \n (1 | \n ) | \n \u00a0 | \n $ | \n 52 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n ||
Total restructuring plans | \n \u00a0 | \n $ | \n 236 | \n \u00a0 | \n \u00a0 | \n $ | \n 232 | \n \u00a0 | \n \u00a0 | \n $ | \n (12 | \n ) | \n \u00a0 | \n $ | \n (249 | \n ) | \n \u00a0 | \n $ | \n (3 | \n ) | \n \u00a0 | \n $ | \n 204 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n
\u00a0
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Accrued | \n \u00a0 | \n \u00a0 | \n Nine Months Ended February 28, 2025 | \n \u00a0 | \n \u00a0 | \n Accrued | \n \u00a0 | \n \u00a0 | \n Total | \n \u00a0 | \n \u00a0 | \n Total | \n \u00a0 | \n |||||||||||||||||
(in millions) | \n \u00a0 | \n May 31, | \n \u00a0 | \n \u00a0 | \n Initial | \n \u00a0 | \n \u00a0 | \n Adj. to | \n \u00a0 | \n \u00a0 | \n Cash | \n \u00a0 | \n \u00a0 | \n Others(5) | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n Accrued | \n \u00a0 | \n \u00a0 | \n Program | \n \u00a0 | \n ||||||||
2024 Restructuring Plan(1) | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n ||||||||
Cloud and license | \n \u00a0 | \n $ | \n 87 | \n \u00a0 | \n \u00a0 | \n $ | \n 78 | \n \u00a0 | \n \u00a0 | \n $ | \n (4 | \n ) | \n \u00a0 | \n $ | \n (90 | \n ) | \n \u00a0 | \n $ | \n (2 | \n ) | \n \u00a0 | \n $ | \n 69 | \n \u00a0 | \n \u00a0 | \n $ | \n 269 | \n \u00a0 | \n \u00a0 | \n $ | \n 273 | \n \u00a0 | \n
Hardware | \n \u00a0 | \n \u00a0 | \n 4 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 7 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u2014 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n (6 | \n ) | \n \u00a0 | \n \u00a0 | \n \u2014 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 5 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 16 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 20 | \n \u00a0 | \n
Services | \n \u00a0 | \n \u00a0 | \n 12 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 29 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u2014 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n (19 | \n ) | \n \u00a0 | \n \u00a0 | \n \u2014 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 22 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 74 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 77 | \n \u00a0 | \n
Other | \n \u00a0 | \n \u00a0 | \n 49 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 118 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n (1 | \n ) | \n \u00a0 | \n \u00a0 | \n (110 | \n ) | \n \u00a0 | \n \u00a0 | \n \u2014 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 56 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 300 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 309 | \n \u00a0 | \n
Total 2024 Restructuring Plan | \n \u00a0 | \n $ | \n 152 | \n \u00a0 | \n \u00a0 | \n $ | \n 232 | \n \u00a0 | \n \u00a0 | \n $ | \n (5 | \n ) | \n \u00a0 | \n $ | \n (225 | \n ) | \n \u00a0 | \n $ | \n (2 | \n ) | \n \u00a0 | \n $ | \n 152 | \n \u00a0 | \n \u00a0 | \n $ | \n 659 | \n \u00a0 | \n \u00a0 | \n $ | \n 679 | \n \u00a0 | \n
Total other restructuring plans(6) | \n \u00a0 | \n $ | \n 84 | \n \u00a0 | \n \u00a0 | \n $ | \n \u2014 | \n \u00a0 | \n \u00a0 | \n $ | \n (7 | \n ) | \n \u00a0 | \n $ | \n (24 | \n ) | \n \u00a0 | \n $ | \n (1 | \n ) | \n \u00a0 | \n $ | \n 52 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n ||
Total restructuring plans | \n \u00a0 | \n $ | \n 236 | \n \u00a0 | \n \u00a0 | \n $ | \n 232 | \n \u00a0 | \n \u00a0 | \n $ | \n (12 | \n ) | \n \u00a0 | \n $ | \n (249 | \n ) | \n \u00a0 | \n $ | \n (3 | \n ) | \n \u00a0 | \n $ | \n 204 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n
\u00a0
Deferred revenues consisted of the following:
\u00a0
| \n | \n | \n | \n | \n | \n | \n | \n | \n |
(in millions) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n May 31, | \n \u00a0 | \n ||
Cloud services and license support | \n \u00a0 | \n $ | \n 8,048 | \n \u00a0 | \n \u00a0 | \n $ | \n 8,203 | \n \u00a0 | \n
Hardware | \n \u00a0 | \n \u00a0 | \n 559 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 546 | \n \u00a0 | \n
Services | \n \u00a0 | \n \u00a0 | \n 372 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 512 | \n \u00a0 | \n
Cloud license and on-premise license | \n \u00a0 | \n \u00a0 | \n 40 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 52 | \n \u00a0 | \n
Deferred revenues, current | \n \u00a0 | \n \u00a0 | \n 9,019 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 9,313 | \n \u00a0 | \n
Deferred revenues, non-current (in other non-current liabilities) | \n \u00a0 | \n \u00a0 | \n 1,349 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,233 | \n \u00a0 | \n
Total deferred revenues | \n \u00a0 | \n $ | \n 10,368 | \n \u00a0 | \n \u00a0 | \n $ | \n 10,546 | \n \u00a0 | \n
\u00a0
Deferred cloud services and license support revenues and deferred hardware revenues substantially represent customer payments made in advance for cloud or support contracts that are typically billed in advance with corresponding revenues generally being recognized ratably or based upon customer usage over the respective contractual periods. Deferred services revenues include prepayments for our services business and revenues for these services are generally recognized as the services are performed. Deferred cloud license and on-premise license revenues typically resulted from customer payments that related to undelivered products and services or specified enhancements.
"}]},{"name":"rpt:f-632","factDimensions":{"xbrl:concept":"us-gaap:ContractWithCustomerAssetAndLiabilityTableTextBlock","xbrl:period":"2024-06-01T00:00:00/2025-03-01T00:00:00","xbrl:entity":"cik:0001341439"},"factValues":[{"value":"\n| \n | \n | \n | \n | \n | \n | \n | \n | \n |
(in millions) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n May 31, | \n \u00a0 | \n ||
Cloud services and license support | \n \u00a0 | \n $ | \n 8,048 | \n \u00a0 | \n \u00a0 | \n $ | \n 8,203 | \n \u00a0 | \n
Hardware | \n \u00a0 | \n \u00a0 | \n 559 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 546 | \n \u00a0 | \n
Services | \n \u00a0 | \n \u00a0 | \n 372 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 512 | \n \u00a0 | \n
Cloud license and on-premise license | \n \u00a0 | \n \u00a0 | \n 40 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 52 | \n \u00a0 | \n
Deferred revenues, current | \n \u00a0 | \n \u00a0 | \n 9,019 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 9,313 | \n \u00a0 | \n
Deferred revenues, non-current (in other non-current liabilities) | \n \u00a0 | \n \u00a0 | \n 1,349 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,233 | \n \u00a0 | \n
Total deferred revenues | \n \u00a0 | \n $ | \n 10,368 | \n \u00a0 | \n \u00a0 | \n $ | \n 10,546 | \n \u00a0 | \n
Common Stock Repurchases
Our Board of Directors has approved a program for us to repurchase shares of our common stock. As of February 28, 2025, approximately $6.5 billion remained available for stock repurchases pursuant to our stock repurchase program. We repurchased 2.9 million shares for $450 million during the nine months ended February 28, 2025 and 9.4 million shares for $1.1 billion during the nine months ended February 29, 2024 under the stock repurchase program.
Our stock repurchase authorization does not have an expiration date and the pace of our repurchase activity will depend on factors such as our working capital needs, our cash requirements for acquisitions and dividend payments, our debt repayment obligations or repurchases of our debt, our stock price and economic and market conditions. Our stock repurchases may be effected from time to time through open market purchases or pursuant to a Rule 10b5-1 trading plan. Our stock repurchase program may be accelerated, suspended, delayed or discontinued at any time.
Dividends on Common Stock
In March 2025, our Board of Directors declared a quarterly cash dividend of $0.50 per share of our outstanding common stock, an increase of $0.10 per share over the dividend declared in December 2024. The dividend is payable on April 23, 2025 to stockholders of record as of the close of business on April 10, 2025. Future declarations of dividends and the establishment of future record and payment dates are subject to the final determination of our Board of Directors.
Fiscal 2025 Stock\u2011Based Awards Activity and Compensation Expense
During the first nine months of fiscal 2025, we issued 35 million restricted stock-based units (RSUs), substantially all of which were part of our annual stock-based award process and are subject to service-based vesting restrictions.
These fiscal 2025 stock-based award issuances were partially offset by stock-based award forfeitures and cancellations of 5 million shares during the first nine months of fiscal 2025.
The RSUs that were granted during the nine months ended February 28, 2025 have substantially similar vesting restrictions and contractual lives and were valued using methodologies of a similar nature as those described in Note 12 of Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended May 31, 2024.
Stock-based compensation expense is included in the following operating expense line items in our condensed consolidated statements of operations:
\n
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Three Months Ended | \n \u00a0 | \n \u00a0 | \n Nine Months Ended | \n \u00a0 | \n ||||||||||
(in millions) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n ||||
Cloud services and license support | \n \u00a0 | \n $ | \n 160 | \n \u00a0 | \n \u00a0 | \n $ | \n 138 | \n \u00a0 | \n \u00a0 | \n $ | \n 459 | \n \u00a0 | \n \u00a0 | \n $ | \n 386 | \n \u00a0 | \n
Hardware | \n \u00a0 | \n \u00a0 | \n 8 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 6 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 21 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 17 | \n \u00a0 | \n
Services | \n \u00a0 | \n \u00a0 | \n 54 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 45 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 150 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 123 | \n \u00a0 | \n
Sales and marketing | \n \u00a0 | \n \u00a0 | \n 200 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 179 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 556 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 488 | \n \u00a0 | \n
Research and development | \n \u00a0 | \n \u00a0 | \n 675 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 584 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,902 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,642 | \n \u00a0 | \n
General and administrative | \n \u00a0 | \n \u00a0 | \n 101 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 96 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 286 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 271 | \n \u00a0 | \n
Total stock-based compensation | \n \u00a0 | \n $ | \n 1,198 | \n \u00a0 | \n \u00a0 | \n $ | \n 1,048 | \n \u00a0 | \n \u00a0 | \n $ | \n 3,374 | \n \u00a0 | \n \u00a0 | \n $ | \n 2,927 | \n \u00a0 | \n
\n
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Three Months Ended | \n \u00a0 | \n \u00a0 | \n Nine Months Ended | \n \u00a0 | \n ||||||||||
(in millions) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n ||||
Cloud services and license support | \n \u00a0 | \n $ | \n 160 | \n \u00a0 | \n \u00a0 | \n $ | \n 138 | \n \u00a0 | \n \u00a0 | \n $ | \n 459 | \n \u00a0 | \n \u00a0 | \n $ | \n 386 | \n \u00a0 | \n
Hardware | \n \u00a0 | \n \u00a0 | \n 8 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 6 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 21 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 17 | \n \u00a0 | \n
Services | \n \u00a0 | \n \u00a0 | \n 54 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 45 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 150 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 123 | \n \u00a0 | \n
Sales and marketing | \n \u00a0 | \n \u00a0 | \n 200 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 179 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 556 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 488 | \n \u00a0 | \n
Research and development | \n \u00a0 | \n \u00a0 | \n 675 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 584 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,902 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,642 | \n \u00a0 | \n
General and administrative | \n \u00a0 | \n \u00a0 | \n 101 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 96 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 286 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 271 | \n \u00a0 | \n
Total stock-based compensation | \n \u00a0 | \n $ | \n 1,198 | \n \u00a0 | \n \u00a0 | \n $ | \n 1,048 | \n \u00a0 | \n \u00a0 | \n $ | \n 3,374 | \n \u00a0 | \n \u00a0 | \n $ | \n 2,927 | \n \u00a0 | \n
Our effective tax rates for each of the periods presented are the result of the mix of income earned and losses incurred in various tax jurisdictions that apply a broad range of income tax rates. Our provision for income taxes varied from the tax computed at the U.S. federal statutory income tax rate for the periods presented primarily due to earnings in foreign operations, state taxes, the U.S. research and development tax credit, settlements with tax authorities, the tax effects of stock-based compensation, the Foreign Derived Intangible Income deduction and the tax effect of Global Intangible Low-Taxed Income. Our effective tax rates were 14.9% and 9.9% for the three and nine months ended February 28, 2025, respectively, and 16.2% and 8.0% for the three and nine months ended February 29, 2024, respectively.
Our net deferred tax assets were $9.6 billion and $8.6 billion as of February 28, 2025 and May 31, 2024, respectively. We believe that it is more likely than not that the net deferred tax assets will be realized in the foreseeable future. Realization of our net deferred tax assets is dependent upon our generation of sufficient taxable income in future years in appropriate tax jurisdictions to obtain benefit from the reversal of temporary differences, net operating loss carryforwards and tax credit carryforwards. The amount of net deferred tax assets considered realizable is subject to adjustment in future periods if estimates of future taxable income change.
Domestically, U.S. federal and state taxing authorities are currently examining income tax returns of Oracle and various acquired entities for years through fiscal 2022. Our U.S. federal income tax returns have been examined for all years prior to fiscal 2013 and, with some exceptions, we are no longer subject to audit for those periods. Our U.S. state income tax returns, with some exceptions, have been examined for all years prior to fiscal 2010, and we are no longer subject to audit for those periods.
Internationally, tax authorities for numerous non-U.S. jurisdictions are also examining or have examined returns of Oracle and various acquired entities for years through fiscal 2024. Many of the relevant tax years are at an advanced stage in examination or subsequent controversy resolution processes. With some exceptions, we are generally no longer subject to tax examinations in non-U.S. jurisdictions for years prior to fiscal 2001.
We are under audit by the IRS and various other domestic and foreign tax authorities with regards to income tax and indirect tax matters and are involved in various challenges and litigation in a number of countries, including, in particular, Australia, Brazil, Canada, Egypt, India, Indonesia, Israel, Italy, Pakistan, Saudi Arabia, South Korea and Spain, where the amounts under controversy are significant. In some, although not all, cases, we have reserved for potential adjustments to our provision for income taxes and accrual of indirect taxes that may result from examinations by, or any negotiated agreements with, these tax authorities or final outcomes in judicial proceedings and we believe that the final outcome of these examinations, agreements or judicial proceedings will not have a material effect on our results of operations. If events occur which indicate payment of these amounts is unnecessary, the reversal of the liabilities would result in the recognition of benefits in the period we determine the liabilities are no longer necessary. If our estimates of the federal, state and foreign income tax liabilities and indirect tax liabilities are less than the ultimate assessment, it could result in a further charge to expense.
We believe that we have adequately provided under GAAP for outcomes related to our tax audits. However, there can be no assurances as to the possible outcomes or any related financial statement effect thereof.
"}]},{"name":"rpt:f-689","factDimensions":{"xbrl:concept":"us-gaap:EffectiveIncomeTaxRateContinuingOperations","xbrl:period":"2024-12-01T00:00:00/2025-03-01T00:00:00","xbrl:entity":"cik:0001341439"},"factValues":[{"value":"0.149","decimals":3}]},{"name":"rpt:f-690","factDimensions":{"xbrl:concept":"us-gaap:EffectiveIncomeTaxRateContinuingOperations","xbrl:period":"2024-06-01T00:00:00/2025-03-01T00:00:00","xbrl:entity":"cik:0001341439"},"factValues":[{"value":"0.099","decimals":3}]},{"name":"rpt:f-691","factDimensions":{"xbrl:concept":"us-gaap:EffectiveIncomeTaxRateContinuingOperations","xbrl:period":"2023-12-01T00:00:00/2024-03-01T00:00:00","xbrl:entity":"cik:0001341439"},"factValues":[{"value":"0.162","decimals":3}]},{"name":"rpt:f-692","factDimensions":{"xbrl:concept":"us-gaap:EffectiveIncomeTaxRateContinuingOperations","xbrl:period":"2023-06-01T00:00:00/2024-03-01T00:00:00","xbrl:entity":"cik:0001341439"},"factValues":[{"value":"0.08","decimals":3}]},{"name":"rpt:f-693","factDimensions":{"xbrl:concept":"us-gaap:DeferredTaxAssetsLiabilitiesNet","xbrl:period":"2025-03-01T00:00:00","xbrl:entity":"cik:0001341439","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"9600000000","decimals":-8}]},{"name":"rpt:f-694","factDimensions":{"xbrl:concept":"us-gaap:DeferredTaxAssetsLiabilitiesNet","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001341439","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"8600000000","decimals":-8}]},{"name":"rpt:f-695","factDimensions":{"xbrl:concept":"us-gaap:SegmentReportingDisclosureTextBlock","xbrl:period":"2024-06-01T00:00:00/2025-03-01T00:00:00","xbrl:entity":"cik:0001341439"},"factValues":[{"value":"ASC 280, Segment Reporting, establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. Our chief operating decision makers (CODMs) are our Chief Executive Officer and Chief Technology Officer. We are organized by line of business and geographically. While our CODMs evaluate results in a number of different ways, the line of business management structure is the primary basis for which the allocation of resources and financial results are assessed. The tabular information below presents financial information that is provided to our CODMs for their review and assists our CODMs with evaluating the company\u2019s performance and allocating company resources.
We have three businesses\u2014cloud and license, hardware and services\u2014each of which is comprised of a single operating segment. All three of our businesses market and sell our offerings globally to businesses of many sizes, government agencies, educational institutions and resellers with a worldwide sales force positioned to offer the combinations that best meet customer needs.
Our cloud and license business engages in the sale, marketing and delivery of our enterprise applications and infrastructure technologies through cloud and on-premise deployment models including our cloud services and license support offerings; and our cloud license and on-premise license offerings. Cloud services and license support revenues are generated from offerings that are typically contracted with customers directly, billed to customers in advance, delivered to customers over time with our revenue recognition occurring over the contractual terms and renewed by customers upon completion of the contractual terms. Cloud services and license support contracts provide customers with access to the latest updates to the applications and infrastructure technologies as they become available and for which the customer contracted and also include related technical support services over the contractual term. Cloud license and on-premise license revenues represent fees earned from granting customers licenses, generally on a perpetual basis, to use our database and middleware and our applications software products within cloud and on-premise information technology (IT) environments. We generally recognize revenues at the point in time the software is made available to the customer to download and use, which typically is immediate upon signature of the license contract. In each fiscal year, our cloud and license business\u2019 contractual activities are typically highest in our fourth fiscal quarter and the related cash flows are typically highest in the following quarter (i.e., in the first fiscal quarter of the next fiscal year) as we receive payments from these contracts.
Our hardware business provides infrastructure technologies including Oracle Engineered Systems, servers, storage, industry-specific hardware, operating systems, virtualization, management and other hardware-related software to support diverse IT environments. Our hardware business also offers hardware support, which provides customers
with software updates for the software components that are essential to the functionality of their hardware products and can also include product repairs, maintenance services and technical support services that are typically delivered and recognized ratably over the contractual term.
Our services business provides services to customers and partners to help maximize the performance of their investments in Oracle applications and infrastructure technologies.
We do not track our assets for each business. Consequently, it is not practical to show assets by operating segment.
The following table presents summary results for each of our three businesses:
\u00a0
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Three Months Ended | \n \u00a0 | \n \u00a0 | \n Nine Months Ended | \n \u00a0 | \n ||||||||||
(in millions) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n ||||
Cloud and license: | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n ||||
Revenues | \n \u00a0 | \n $ | \n 12,136 | \n \u00a0 | \n \u00a0 | \n $ | \n 11,219 | \n \u00a0 | \n \u00a0 | \n $ | \n 35,525 | \n \u00a0 | \n \u00a0 | \n $ | \n 32,392 | \n \u00a0 | \n
Cloud services and license support expenses | \n \u00a0 | \n \u00a0 | \n 2,690 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 2,288 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 7,667 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 6,433 | \n \u00a0 | \n
Sales and marketing expenses | \n \u00a0 | \n \u00a0 | \n 1,817 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,758 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 5,477 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 5,339 | \n \u00a0 | \n
Margin(1) | \n \u00a0 | \n $ | \n 7,629 | \n \u00a0 | \n \u00a0 | \n $ | \n 7,173 | \n \u00a0 | \n \u00a0 | \n $ | \n 22,381 | \n \u00a0 | \n \u00a0 | \n $ | \n 20,620 | \n \u00a0 | \n
Hardware: | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n ||||
Revenues | \n \u00a0 | \n $ | \n 703 | \n \u00a0 | \n \u00a0 | \n $ | \n 754 | \n \u00a0 | \n \u00a0 | \n $ | \n 2,086 | \n \u00a0 | \n \u00a0 | \n $ | \n 2,224 | \n \u00a0 | \n
Hardware products and support expenses | \n \u00a0 | \n \u00a0 | \n 187 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 208 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 499 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 623 | \n \u00a0 | \n
Sales and marketing expenses | \n \u00a0 | \n \u00a0 | \n 66 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 72 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 201 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 220 | \n \u00a0 | \n
Margin(1) | \n \u00a0 | \n $ | \n 450 | \n \u00a0 | \n \u00a0 | \n $ | \n 474 | \n \u00a0 | \n \u00a0 | \n $ | \n 1,386 | \n \u00a0 | \n \u00a0 | \n $ | \n 1,381 | \n \u00a0 | \n
Services: | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n ||||
Revenues | \n \u00a0 | \n $ | \n 1,291 | \n \u00a0 | \n \u00a0 | \n $ | \n 1,307 | \n \u00a0 | \n \u00a0 | \n $ | \n 3,885 | \n \u00a0 | \n \u00a0 | \n $ | \n 4,058 | \n \u00a0 | \n
Services expenses | \n \u00a0 | \n \u00a0 | \n 1,029 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,120 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 3,174 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 3,431 | \n \u00a0 | \n
Margin(1) | \n \u00a0 | \n $ | \n 262 | \n \u00a0 | \n \u00a0 | \n $ | \n 187 | \n \u00a0 | \n \u00a0 | \n $ | \n 711 | \n \u00a0 | \n \u00a0 | \n $ | \n 627 | \n \u00a0 | \n
Totals: | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n ||||
Revenues | \n \u00a0 | \n $ | \n 14,130 | \n \u00a0 | \n \u00a0 | \n $ | \n 13,280 | \n \u00a0 | \n \u00a0 | \n $ | \n 41,496 | \n \u00a0 | \n \u00a0 | \n $ | \n 38,674 | \n \u00a0 | \n
Expenses | \n \u00a0 | \n \u00a0 | \n 5,789 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 5,446 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 17,018 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 16,046 | \n \u00a0 | \n
Margin(1) | \n \u00a0 | \n $ | \n 8,341 | \n \u00a0 | \n \u00a0 | \n $ | \n 7,834 | \n \u00a0 | \n \u00a0 | \n $ | \n 24,478 | \n \u00a0 | \n \u00a0 | \n $ | \n 22,628 | \n \u00a0 | \n
\u00a0
The following table reconciles total margin for operating segments to income before income taxes:
\u00a0
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Three Months Ended | \n \u00a0 | \n \u00a0 | \n Nine Months Ended | \n \u00a0 | \n ||||||||||
(in millions) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n ||||
Total margin for operating segments | \n \u00a0 | \n $ | \n 8,341 | \n \u00a0 | \n \u00a0 | \n $ | \n 7,834 | \n \u00a0 | \n \u00a0 | \n $ | \n 24,478 | \n \u00a0 | \n \u00a0 | \n $ | \n 22,628 | \n \u00a0 | \n
Research and development | \n \u00a0 | \n \u00a0 | \n (2,429 | \n ) | \n \u00a0 | \n \u00a0 | \n (2,248 | \n ) | \n \u00a0 | \n \u00a0 | \n (7,206 | \n ) | \n \u00a0 | \n \u00a0 | \n (6,689 | \n ) | \n
General and administrative | \n \u00a0 | \n \u00a0 | \n (390 | \n ) | \n \u00a0 | \n \u00a0 | \n (377 | \n ) | \n \u00a0 | \n \u00a0 | \n (1,135 | \n ) | \n \u00a0 | \n \u00a0 | \n (1,146 | \n ) | \n
Amortization of intangible assets | \n \u00a0 | \n \u00a0 | \n (548 | \n ) | \n \u00a0 | \n \u00a0 | \n (749 | \n ) | \n \u00a0 | \n \u00a0 | \n (1,763 | \n ) | \n \u00a0 | \n \u00a0 | \n (2,267 | \n ) | \n
Acquisition related and other | \n \u00a0 | \n \u00a0 | \n (28 | \n ) | \n \u00a0 | \n \u00a0 | \n (155 | \n ) | \n \u00a0 | \n \u00a0 | \n (72 | \n ) | \n \u00a0 | \n \u00a0 | \n (214 | \n ) | \n
Restructuring | \n \u00a0 | \n \u00a0 | \n (63 | \n ) | \n \u00a0 | \n \u00a0 | \n (90 | \n ) | \n \u00a0 | \n \u00a0 | \n (220 | \n ) | \n \u00a0 | \n \u00a0 | \n (311 | \n ) | \n
Stock-based compensation for operating segments | \n \u00a0 | \n \u00a0 | \n (422 | \n ) | \n \u00a0 | \n \u00a0 | \n (368 | \n ) | \n \u00a0 | \n \u00a0 | \n (1,186 | \n ) | \n \u00a0 | \n \u00a0 | \n (1,014 | \n ) | \n
Expense allocations and other, net | \n \u00a0 | \n \u00a0 | \n (103 | \n ) | \n \u00a0 | \n \u00a0 | \n (97 | \n ) | \n \u00a0 | \n \u00a0 | \n (327 | \n ) | \n \u00a0 | \n \u00a0 | \n (320 | \n ) | \n
Interest expense | \n \u00a0 | \n \u00a0 | \n (892 | \n ) | \n \u00a0 | \n \u00a0 | \n (876 | \n ) | \n \u00a0 | \n \u00a0 | \n (2,600 | \n ) | \n \u00a0 | \n \u00a0 | \n (2,636 | \n ) | \n
Non-operating (expenses) income, net | \n \u00a0 | \n \u00a0 | \n (18 | \n ) | \n \u00a0 | \n \u00a0 | \n (9 | \n ) | \n \u00a0 | \n \u00a0 | \n 39 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n (72 | \n ) | \n
Income before income taxes | \n \u00a0 | \n $ | \n 3,448 | \n \u00a0 | \n \u00a0 | \n $ | \n 2,865 | \n \u00a0 | \n \u00a0 | \n $ | \n 10,008 | \n \u00a0 | \n \u00a0 | \n $ | \n 7,959 | \n \u00a0 | \n
Disaggregation of Revenues
We have considered information that is regularly reviewed by our CODMs in evaluating financial performance and disclosures presented outside of our financial statements in our earnings releases and used in investor presentations to disaggregate revenues to depict how the nature, amount, timing and uncertainty of revenues and cash flows are affected by economic factors. The principal category we use to disaggregate revenues is the nature of our products and services as presented in our condensed consolidated statements of operations.
The following table is a summary of our total revenues by geographic region:
\u00a0
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Three Months Ended | \n \u00a0 | \n \u00a0 | \n Nine Months Ended | \n \u00a0 | \n ||||||||||
(in millions) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n ||||
Americas | \n \u00a0 | \n $ | \n 9,000 | \n \u00a0 | \n \u00a0 | \n $ | \n 8,270 | \n \u00a0 | \n \u00a0 | \n $ | \n 26,305 | \n \u00a0 | \n \u00a0 | \n $ | \n 24,177 | \n \u00a0 | \n
EMEA(1) | \n \u00a0 | \n \u00a0 | \n 3,421 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 3,316 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 10,029 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 9,491 | \n \u00a0 | \n
Asia Pacific | \n \u00a0 | \n \u00a0 | \n 1,709 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,694 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 5,162 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 5,006 | \n \u00a0 | \n
Total revenues | \n \u00a0 | \n $ | \n 14,130 | \n \u00a0 | \n \u00a0 | \n $ | \n 13,280 | \n \u00a0 | \n \u00a0 | \n $ | \n 41,496 | \n \u00a0 | \n \u00a0 | \n $ | \n 38,674 | \n \u00a0 | \n
\u00a0
The following table presents our cloud services and license support revenues by offerings:
\u00a0
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Three Months Ended | \n \u00a0 | \n \u00a0 | \n Nine Months Ended | \n \u00a0 | \n ||||||||||
(in millions) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n ||||
Cloud services | \n \u00a0 | \n $ | \n 6,210 | \n \u00a0 | \n \u00a0 | \n $ | \n 5,054 | \n \u00a0 | \n \u00a0 | \n $ | \n 17,769 | \n \u00a0 | \n \u00a0 | \n $ | \n 14,464 | \n \u00a0 | \n
License support | \n \u00a0 | \n \u00a0 | \n 4,797 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 4,909 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 14,562 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 14,685 | \n \u00a0 | \n
Total cloud services and license support revenues | \n \u00a0 | \n $ | \n 11,007 | \n \u00a0 | \n \u00a0 | \n $ | \n 9,963 | \n \u00a0 | \n \u00a0 | \n $ | \n 32,331 | \n \u00a0 | \n \u00a0 | \n $ | \n 29,149 | \n \u00a0 | \n
\u00a0
The following table presents our cloud services and license support revenues by applications and infrastructure ecosystems:
\u00a0
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Three Months Ended | \n \u00a0 | \n \u00a0 | \n Nine Months Ended | \n \u00a0 | \n ||||||||||
(in millions) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n ||||
Applications cloud services and license support | \n \u00a0 | \n $ | \n 4,811 | \n \u00a0 | \n \u00a0 | \n $ | \n 4,584 | \n \u00a0 | \n \u00a0 | \n $ | \n 14,363 | \n \u00a0 | \n \u00a0 | \n $ | \n 13,529 | \n \u00a0 | \n
Infrastructure cloud services and license support | \n \u00a0 | \n \u00a0 | \n 6,196 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 5,379 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 17,968 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 15,620 | \n \u00a0 | \n
Total cloud services and license support revenues | \n \u00a0 | \n $ | \n 11,007 | \n \u00a0 | \n \u00a0 | \n $ | \n 9,963 | \n \u00a0 | \n \u00a0 | \n $ | \n 32,331 | \n \u00a0 | \n \u00a0 | \n $ | \n 29,149 | \n \u00a0 | \n
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Three Months Ended | \n \u00a0 | \n \u00a0 | \n Nine Months Ended | \n \u00a0 | \n ||||||||||
(in millions) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n ||||
Cloud and license: | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n ||||
Revenues | \n \u00a0 | \n $ | \n 12,136 | \n \u00a0 | \n \u00a0 | \n $ | \n 11,219 | \n \u00a0 | \n \u00a0 | \n $ | \n 35,525 | \n \u00a0 | \n \u00a0 | \n $ | \n 32,392 | \n \u00a0 | \n
Cloud services and license support expenses | \n \u00a0 | \n \u00a0 | \n 2,690 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 2,288 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 7,667 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 6,433 | \n \u00a0 | \n
Sales and marketing expenses | \n \u00a0 | \n \u00a0 | \n 1,817 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,758 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 5,477 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 5,339 | \n \u00a0 | \n
Margin(1) | \n \u00a0 | \n $ | \n 7,629 | \n \u00a0 | \n \u00a0 | \n $ | \n 7,173 | \n \u00a0 | \n \u00a0 | \n $ | \n 22,381 | \n \u00a0 | \n \u00a0 | \n $ | \n 20,620 | \n \u00a0 | \n
Hardware: | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n ||||
Revenues | \n \u00a0 | \n $ | \n 703 | \n \u00a0 | \n \u00a0 | \n $ | \n 754 | \n \u00a0 | \n \u00a0 | \n $ | \n 2,086 | \n \u00a0 | \n \u00a0 | \n $ | \n 2,224 | \n \u00a0 | \n
Hardware products and support expenses | \n \u00a0 | \n \u00a0 | \n 187 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 208 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 499 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 623 | \n \u00a0 | \n
Sales and marketing expenses | \n \u00a0 | \n \u00a0 | \n 66 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 72 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 201 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 220 | \n \u00a0 | \n
Margin(1) | \n \u00a0 | \n $ | \n 450 | \n \u00a0 | \n \u00a0 | \n $ | \n 474 | \n \u00a0 | \n \u00a0 | \n $ | \n 1,386 | \n \u00a0 | \n \u00a0 | \n $ | \n 1,381 | \n \u00a0 | \n
Services: | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n ||||
Revenues | \n \u00a0 | \n $ | \n 1,291 | \n \u00a0 | \n \u00a0 | \n $ | \n 1,307 | \n \u00a0 | \n \u00a0 | \n $ | \n 3,885 | \n \u00a0 | \n \u00a0 | \n $ | \n 4,058 | \n \u00a0 | \n
Services expenses | \n \u00a0 | \n \u00a0 | \n 1,029 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,120 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 3,174 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 3,431 | \n \u00a0 | \n
Margin(1) | \n \u00a0 | \n $ | \n 262 | \n \u00a0 | \n \u00a0 | \n $ | \n 187 | \n \u00a0 | \n \u00a0 | \n $ | \n 711 | \n \u00a0 | \n \u00a0 | \n $ | \n 627 | \n \u00a0 | \n
Totals: | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n ||||
Revenues | \n \u00a0 | \n $ | \n 14,130 | \n \u00a0 | \n \u00a0 | \n $ | \n 13,280 | \n \u00a0 | \n \u00a0 | \n $ | \n 41,496 | \n \u00a0 | \n \u00a0 | \n $ | \n 38,674 | \n \u00a0 | \n
Expenses | \n \u00a0 | \n \u00a0 | \n 5,789 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 5,446 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 17,018 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 16,046 | \n \u00a0 | \n
Margin(1) | \n \u00a0 | \n $ | \n 8,341 | \n \u00a0 | \n \u00a0 | \n $ | \n 7,834 | \n \u00a0 | \n \u00a0 | \n $ | \n 24,478 | \n \u00a0 | \n \u00a0 | \n $ | \n 22,628 | \n \u00a0 | \n
\u00a0
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Three Months Ended | \n \u00a0 | \n \u00a0 | \n Nine Months Ended | \n \u00a0 | \n ||||||||||
(in millions) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n ||||
Total margin for operating segments | \n \u00a0 | \n $ | \n 8,341 | \n \u00a0 | \n \u00a0 | \n $ | \n 7,834 | \n \u00a0 | \n \u00a0 | \n $ | \n 24,478 | \n \u00a0 | \n \u00a0 | \n $ | \n 22,628 | \n \u00a0 | \n
Research and development | \n \u00a0 | \n \u00a0 | \n (2,429 | \n ) | \n \u00a0 | \n \u00a0 | \n (2,248 | \n ) | \n \u00a0 | \n \u00a0 | \n (7,206 | \n ) | \n \u00a0 | \n \u00a0 | \n (6,689 | \n ) | \n
General and administrative | \n \u00a0 | \n \u00a0 | \n (390 | \n ) | \n \u00a0 | \n \u00a0 | \n (377 | \n ) | \n \u00a0 | \n \u00a0 | \n (1,135 | \n ) | \n \u00a0 | \n \u00a0 | \n (1,146 | \n ) | \n
Amortization of intangible assets | \n \u00a0 | \n \u00a0 | \n (548 | \n ) | \n \u00a0 | \n \u00a0 | \n (749 | \n ) | \n \u00a0 | \n \u00a0 | \n (1,763 | \n ) | \n \u00a0 | \n \u00a0 | \n (2,267 | \n ) | \n
Acquisition related and other | \n \u00a0 | \n \u00a0 | \n (28 | \n ) | \n \u00a0 | \n \u00a0 | \n (155 | \n ) | \n \u00a0 | \n \u00a0 | \n (72 | \n ) | \n \u00a0 | \n \u00a0 | \n (214 | \n ) | \n
Restructuring | \n \u00a0 | \n \u00a0 | \n (63 | \n ) | \n \u00a0 | \n \u00a0 | \n (90 | \n ) | \n \u00a0 | \n \u00a0 | \n (220 | \n ) | \n \u00a0 | \n \u00a0 | \n (311 | \n ) | \n
Stock-based compensation for operating segments | \n \u00a0 | \n \u00a0 | \n (422 | \n ) | \n \u00a0 | \n \u00a0 | \n (368 | \n ) | \n \u00a0 | \n \u00a0 | \n (1,186 | \n ) | \n \u00a0 | \n \u00a0 | \n (1,014 | \n ) | \n
Expense allocations and other, net | \n \u00a0 | \n \u00a0 | \n (103 | \n ) | \n \u00a0 | \n \u00a0 | \n (97 | \n ) | \n \u00a0 | \n \u00a0 | \n (327 | \n ) | \n \u00a0 | \n \u00a0 | \n (320 | \n ) | \n
Interest expense | \n \u00a0 | \n \u00a0 | \n (892 | \n ) | \n \u00a0 | \n \u00a0 | \n (876 | \n ) | \n \u00a0 | \n \u00a0 | \n (2,600 | \n ) | \n \u00a0 | \n \u00a0 | \n (2,636 | \n ) | \n
Non-operating (expenses) income, net | \n \u00a0 | \n \u00a0 | \n (18 | \n ) | \n \u00a0 | \n \u00a0 | \n (9 | \n ) | \n \u00a0 | \n \u00a0 | \n 39 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n (72 | \n ) | \n
Income before income taxes | \n \u00a0 | \n $ | \n 3,448 | \n \u00a0 | \n \u00a0 | \n $ | \n 2,865 | \n \u00a0 | \n \u00a0 | \n $ | \n 10,008 | \n \u00a0 | \n \u00a0 | \n $ | \n 7,959 | \n \u00a0 | \n
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Three Months Ended | \n \u00a0 | \n \u00a0 | \n Nine Months Ended | \n \u00a0 | \n ||||||||||
(in millions) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n ||||
Americas | \n \u00a0 | \n $ | \n 9,000 | \n \u00a0 | \n \u00a0 | \n $ | \n 8,270 | \n \u00a0 | \n \u00a0 | \n $ | \n 26,305 | \n \u00a0 | \n \u00a0 | \n $ | \n 24,177 | \n \u00a0 | \n
EMEA(1) | \n \u00a0 | \n \u00a0 | \n 3,421 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 3,316 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 10,029 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 9,491 | \n \u00a0 | \n
Asia Pacific | \n \u00a0 | \n \u00a0 | \n 1,709 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 1,694 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 5,162 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 5,006 | \n \u00a0 | \n
Total revenues | \n \u00a0 | \n $ | \n 14,130 | \n \u00a0 | \n \u00a0 | \n $ | \n 13,280 | \n \u00a0 | \n \u00a0 | \n $ | \n 41,496 | \n \u00a0 | \n \u00a0 | \n $ | \n 38,674 | \n \u00a0 | \n
\u00a0
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Three Months Ended | \n \u00a0 | \n \u00a0 | \n Nine Months Ended | \n \u00a0 | \n ||||||||||
(in millions) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n ||||
Cloud services | \n \u00a0 | \n $ | \n 6,210 | \n \u00a0 | \n \u00a0 | \n $ | \n 5,054 | \n \u00a0 | \n \u00a0 | \n $ | \n 17,769 | \n \u00a0 | \n \u00a0 | \n $ | \n 14,464 | \n \u00a0 | \n
License support | \n \u00a0 | \n \u00a0 | \n 4,797 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 4,909 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 14,562 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 14,685 | \n \u00a0 | \n
Total cloud services and license support revenues | \n \u00a0 | \n $ | \n 11,007 | \n \u00a0 | \n \u00a0 | \n $ | \n 9,963 | \n \u00a0 | \n \u00a0 | \n $ | \n 32,331 | \n \u00a0 | \n \u00a0 | \n $ | \n 29,149 | \n \u00a0 | \n
\u00a0
The following table presents our cloud services and license support revenues by applications and infrastructure ecosystems\n| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Three Months Ended | \n \u00a0 | \n \u00a0 | \n Nine Months Ended | \n \u00a0 | \n ||||||||||
(in millions) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n ||||
Applications cloud services and license support | \n \u00a0 | \n $ | \n 4,811 | \n \u00a0 | \n \u00a0 | \n $ | \n 4,584 | \n \u00a0 | \n \u00a0 | \n $ | \n 14,363 | \n \u00a0 | \n \u00a0 | \n $ | \n 13,529 | \n \u00a0 | \n
Infrastructure cloud services and license support | \n \u00a0 | \n \u00a0 | \n 6,196 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 5,379 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 17,968 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 15,620 | \n \u00a0 | \n
Total cloud services and license support revenues | \n \u00a0 | \n $ | \n 11,007 | \n \u00a0 | \n \u00a0 | \n $ | \n 9,963 | \n \u00a0 | \n \u00a0 | \n $ | \n 32,331 | \n \u00a0 | \n \u00a0 | \n $ | \n 29,149 | \n \u00a0 | \n
Basic earnings per share is computed by dividing net income for the period by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income for the period by the weighted-average number of common shares outstanding during the period, plus the dilutive effect of outstanding restricted stock-based awards, stock options and shares issuable under the employee stock purchase plan as applicable pursuant to the treasury stock method. The following table sets forth the computation of basic and diluted earnings per share:
\u00a0
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Three Months Ended | \n \u00a0 | \n \u00a0 | \n Nine Months Ended | \n \u00a0 | \n ||||||||||
(in millions, except per share data) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n ||||
Net income | \n \u00a0 | \n $ | \n 2,936 | \n \u00a0 | \n \u00a0 | \n $ | \n 2,401 | \n \u00a0 | \n \u00a0 | \n $ | \n 9,016 | \n \u00a0 | \n \u00a0 | \n $ | \n 7,323 | \n \u00a0 | \n
Weighted-average common shares outstanding | \n \u00a0 | \n \u00a0 | \n 2,799 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 2,748 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 2,783 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 2,741 | \n \u00a0 | \n
Dilutive effect of employee stock plans | \n \u00a0 | \n \u00a0 | \n 75 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 71 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 82 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 79 | \n \u00a0 | \n
Dilutive weighted-average common shares outstanding | \n \u00a0 | \n \u00a0 | \n 2,874 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 2,819 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 2,865 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 2,820 | \n \u00a0 | \n
Basic earnings per share | \n \u00a0 | \n $ | \n 1.05 | \n \u00a0 | \n \u00a0 | \n $ | \n 0.87 | \n \u00a0 | \n \u00a0 | \n $ | \n 3.24 | \n \u00a0 | \n \u00a0 | \n $ | \n 2.67 | \n \u00a0 | \n
Diluted earnings per share | \n \u00a0 | \n $ | \n 1.02 | \n \u00a0 | \n \u00a0 | \n $ | \n 0.85 | \n \u00a0 | \n \u00a0 | \n $ | \n 3.15 | \n \u00a0 | \n \u00a0 | \n $ | \n 2.60 | \n \u00a0 | \n
Anti-dilutive stock awards excluded from calculation(1) | \n \u00a0 | \n \u00a0 | \n 22 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 27 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 23 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 27 | \n \u00a0 | \n
\u00a0
| \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n | \n |
\u00a0 | \n \u00a0 | \n Three Months Ended | \n \u00a0 | \n \u00a0 | \n Nine Months Ended | \n \u00a0 | \n ||||||||||
(in millions, except per share data) | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n \u00a0 | \n February 28, | \n \u00a0 | \n \u00a0 | \n February 29, | \n \u00a0 | \n ||||
Net income | \n \u00a0 | \n $ | \n 2,936 | \n \u00a0 | \n \u00a0 | \n $ | \n 2,401 | \n \u00a0 | \n \u00a0 | \n $ | \n 9,016 | \n \u00a0 | \n \u00a0 | \n $ | \n 7,323 | \n \u00a0 | \n
Weighted-average common shares outstanding | \n \u00a0 | \n \u00a0 | \n 2,799 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 2,748 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 2,783 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 2,741 | \n \u00a0 | \n
Dilutive effect of employee stock plans | \n \u00a0 | \n \u00a0 | \n 75 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 71 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 82 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 79 | \n \u00a0 | \n
Dilutive weighted-average common shares outstanding | \n \u00a0 | \n \u00a0 | \n 2,874 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 2,819 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 2,865 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 2,820 | \n \u00a0 | \n
Basic earnings per share | \n \u00a0 | \n $ | \n 1.05 | \n \u00a0 | \n \u00a0 | \n $ | \n 0.87 | \n \u00a0 | \n \u00a0 | \n $ | \n 3.24 | \n \u00a0 | \n \u00a0 | \n $ | \n 2.67 | \n \u00a0 | \n
Diluted earnings per share | \n \u00a0 | \n $ | \n 1.02 | \n \u00a0 | \n \u00a0 | \n $ | \n 0.85 | \n \u00a0 | \n \u00a0 | \n $ | \n 3.15 | \n \u00a0 | \n \u00a0 | \n $ | \n 2.60 | \n \u00a0 | \n
Anti-dilutive stock awards excluded from calculation(1) | \n \u00a0 | \n \u00a0 | \n 22 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 27 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 23 | \n \u00a0 | \n \u00a0 | \n \u00a0 | \n 27 | \n \u00a0 | \n
\u00a0
Derivative Litigation Concerning Oracle\u2019s NetSuite Acquisition
On May 3 and July 18, 2017, two alleged stockholders filed separate derivative lawsuits in the Court of Chancery of the State of Delaware, purportedly on Oracle\u2019s behalf. Thereafter, the court consolidated the two derivative cases and designated the July 18, 2017 complaint as the operative complaint. The consolidated lawsuit was brought against all the then-current members and one former member of our Board of Directors, and Oracle as a nominal defendant. Plaintiffs alleged that the defendants breached their fiduciary duties by causing Oracle to agree to purchase NetSuite Inc. at an excessive price. The complaint, which was amended several times, sought declaratory relief, unspecified monetary damages (including interest) and attorneys\u2019 fees and costs.
After various proceedings, the case proceeded to trial on July 18, 2022, and on May 12, 2023, the court issued its trial ruling, rejecting plaintiffs\u2019 claims and finding for the two remaining defendants: our Chief Executive Officer and our Chief Technology Officer. Plaintiffs appealed, and on January 21, 2025, the Supreme Court of Delaware, sitting en banc, affirmed the trial court\u2019s opinion in favor of defendants. This matter is now concluded.
Netherlands Privacy Class Action
On August 14, 2020, The Privacy Collective (TPC), a foundation having its registered office in Amsterdam, filed a purported class action lawsuit against Oracle Nederland B.V, Oracle Corporation and Oracle America, Inc. (the Oracle Defendants), Salesforce.com, Inc. and SFDC Netherlands B.V. in the District Court of Amsterdam. TPC alleges that the Oracle Defendants\u2019 Data Management Platform product violates certain articles of the EU Charter of Fundamental Rights, the General Data Protection Regulation (GDPR) and the Dutch Telecommunications Act (Telecommunicatiewet). TPC claims damages under a number of categories, including: \u201cimmaterial damages\u201d (at a fixed amount of \u20ac500 per Dutch internet user); \u201cmaterial damages\u201d (in that the costs of loss of control over personal data should be equated to the market value of the personal data for parties like the Oracle Defendants); compensation for losses suffered due to an alleged data breach (at a fixed amount of \u20ac100 per Dutch internet user); and compensation for the costs of the litigation funder (10% to 25% of the compensation awarded); and the (actual) cost of the proceedings and extrajudicial costs.
We filed our defense on March 3, 2021, and on December 29, 2021, the District Court issued a judgment, holding that all of TPC\u2019s claims were deemed inadmissible because of fundamental procedural flaws. TPC filed an appeal with the Court of Appeal in Amsterdam challenging the District Court\u2019s judgment, except for the claims regarding the alleged data breach, which were dropped. On June 18, 2024, the Court of Appeal overturned the District Court\u2019s decision regarding admissibility, thus permitting the case to proceed. We requested that the Court of Appeal permit an interim appeal to the Dutch Supreme Court and/or the European Court of Justice. On September 24, 2024, the Court of Appeal issued a judgment confirming that TPC\u2019s claims are admissible and referred the matter back to the District Court of Amsterdam for a decision on the merits of TPC\u2019s claims, including TPC\u2019s claims for damages under article 82 of the GDPR. The Court of Appeal also granted Oracle\u2019s request for an interim appeal to the Supreme Court, appealing the June 18 and the September 24, 2024, judgments.
Oracle filed its statement of appeal with the Dutch Supreme Court on December 20, 2024, and TPC appeared in the proceedings on January 31, 2025. The filing of the Supreme Court appeal effectively suspended proceedings before the District Court pursuant to applicable procedural rules. TPC filed its statement of defense in response to our Supreme Court appeal and a counter appeal on February 27, 2025. The appeal has been stayed until March 28, 2025 to allow Oracle to submit a statement of defense to the counter appeal.
We believe that we have meritorious defenses against this action, including defenses to the quantum of damages claimed, and we will continue to vigorously defend it.
While the final outcome of this matter cannot be predicted with certainty and we cannot estimate a range of loss at this time, we do not believe that it will have a material impact on our financial position or results of operations.
Other Litigation
We are party to various other legal proceedings and claims, either asserted or unasserted, which arise in the ordinary course of business, including proceedings and claims that relate to acquisitions we have completed or to companies we have acquired or are attempting to acquire. While the outcome of these matters cannot be predicted with certainty, we do not believe that the outcome of any of these matters, individually or in the aggregate, will result in losses that are materially in excess of amounts already recognized, if any.
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The Rule 10b5-1 trading arrangement described above was adopted and precleared in accordance with Oracle\u2019s Insider Trading Policy and actual sale transactions made pursuant to such trading arrangements will be disclosed publicly in future Section 16 filings with the SEC.
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