Introduction



The purpose of the Management's Discussion and Analysis of Financial Condition
and Results of Operations ("MD&A") is to present information that management
believes is relevant to an assessment and understanding of our results of
operations and cash flows for the first quarter of fiscal 2023 and our financial
condition as of June 30, 2022. The MD&A is provided as a supplement to, and
should be read in conjunction with, our financial statements and accompanying
notes.

The MD&A is organized in the following sections:
•Background
•Results of Operations
•Liquidity and Capital Resources
•Critical Accounting Estimates

The following discussion includes a comparison of our results of operations and
liquidity and capital resources for the first quarters of fiscal 2023 and fiscal
2022. References are made throughout to the numbered Notes to the Condensed
Consolidated Financial Statements ("Notes") in this Quarterly Report on Form
10-Q.

Background

DXC helps global companies run their mission critical systems and operations
while modernizing IT, optimizing data architectures, and ensuring security and
scalability across public, private and hybrid clouds. The world's largest
companies and public sector organizations trust DXC to deploy services to drive
new levels of performance, competitiveness, and customer experience across their
IT estates.

We generate revenue by offering a wide range of information technology services
and solutions primarily in North America, Europe, Asia, and Australia. We
operate through two segments: Global Business Services ("GBS") and Global
Infrastructure Services ("GIS"). We market and sell our services directly to
customers through our direct sales offices around the world. Our customers
include commercial businesses of many sizes and in many industries and public
sector clients.
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Results of Operations

The following table sets forth certain financial data for the first quarters of fiscal 2023 and fiscal 2022:


                                                            Three Months 

Ended

(In millions, except per-share amounts) June 30, 2022 June 30, 2021


      Revenues                                     $    3,707          $        4,141

      Income before income taxes                          122                     424
      Income tax expense                                   19                     142
      Net income                                   $      103          $          282

      Diluted earnings per share                   $     0.43          $         1.07



Fiscal 2023 First Quarter Highlights

Financial highlights for the first quarter of fiscal 2023 include the following:



•Revenues for the first quarter of fiscal 2023 were $3.7 billion, a decrease of
10.5% as compared to the first quarter of fiscal 2022. See "Revenues" below for
additional information.
•Net income and diluted earnings per share for the first quarter of fiscal 2023
were $103 million and $0.43, respectively. Net income decreased by $179 million
during the first quarter of fiscal 2023 as compared to the first quarter of
fiscal 2022. Net income for the first quarter of fiscal 2022 included $377
million of gain on disposition of business.
•Our cash and cash equivalents were $2.2 billion as of June 30, 2022.
•We generated $163 million of net cash provided by operating activities during
the first quarter of fiscal 2023, a change of $192 million as compared to $29
million of net cash used in operating activities during the first quarter of
fiscal 2022.

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Revenues

During the first quarters of fiscal 2023 and fiscal 2022, the distribution of our revenues across operating segments and geographies were as follows:




                                                                                                                  Three Months
                                                   Three Months Ended                                                Ended
                                                                                                                    Constant
                                                                                                                    Currency
                                                                                                                    June 30,          Percentage Change in
(in millions)                            June 30, 2022           June 30, 2021          Percentage Change           2022(1)           Constant Currency(1)
Geographic Market
United States                           $    1,131             $        1,209                      (6.5) %       $     1,131                       (6.5) %
U.K.                                           473                        602                     (21.4) %               527                      (12.5) %
Other Europe                                 1,138                      1,305                     (12.8) %             1,262                       (3.3) %
Australia                                      391                        401                      (2.5) %               422                        5.2  %
Other International                            574                        624                      (8.0) %               606                       (2.9) %
Total Revenues                          $    3,707             $        4,141                     (10.5) %       $     3,948                       (4.7) %

Reportable Segments
GBS                                     $    1,758             $        1,887                      (6.8) %       $     1,869                       (1.0) %
GIS                                          1,949                      2,254                     (13.5) %             2,079                       (7.8) %
Total Revenues                          $    3,707             $        4,141                     (10.5) %       $     3,948                       (4.7) %



(1) Constant currency revenues are a non-GAAP measure calculated by translating
current period activity into U.S. dollars using the comparable prior period's
currency conversion rates. This information is consistent with how management
views our revenues and evaluates our operating performance and trends. For more
information, see "Non-GAAP Financial Measures."

The decrease in revenues for the first quarter of fiscal 2023, compared with the
first quarter of fiscal 2022 included an unfavorable foreign currency exchange
rate impact of 5.8%, primarily driven by the strengthening of the U.S. dollar
against the Euro, British Pound and Australian Dollar.

For the discussion of risks associated with our foreign operations, see Part 1,
Item 1A "Risk Factors" of our Annual Report on Form 10-K for the fiscal year
ended March 31, 2022.

Global Business Services

Our GBS revenues were $1.8 billion in the first quarter of fiscal 2023, a
decrease of 6.8% compared to the same period in fiscal 2022. GBS revenue in
constant currency decreased 1.0% compared to the same period in fiscal 2022. The
decrease in GBS revenues was primarily due to project completions and the
disposition of businesses during fiscal 2022 and the first quarter of fiscal
2023. The decrease in GBS revenues was partially offset by additional services
provided to new and existing customers and an increase in run-rate project
volumes.

For the first quarter of fiscal 2023, GBS contract awards were $1.7 billion, as compared to $2.4 billion during the first quarter of fiscal 2022.

Global Infrastructure Services



Our GIS revenues were $1.9 billion in the first quarter of fiscal 2023, a
decrease of 13.5% compared to the same period of fiscal 2022. GIS revenue in
constant currency decreased 7.8% compared to the same period of fiscal 2022. The
decrease in GIS revenues primarily reflects project completions, project
terminations, and a decrease in pass-through revenue associated with the resale
of hardware and software. The decrease in GIS revenues was partially offset by
additional services provided to new and existing customers and an increase in
run-rate project volumes.
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For the first quarter of fiscal 2023, GIS contract awards were $1.5 billion, as compared to $2.2 billion during the first quarter of fiscal 2022.

Costs and Expenses

Our total costs and expenses is shown in the tables below:


                                                                  Three Months Ended
(in millions)                                        June 30, 2022           June 30, 2021            Change           Percentage Change
Costs of services (excludes depreciation and        $    2,930             $        3,255          $    (325)                     (10.0) %
amortization and restructuring costs)
Selling, general and administrative (excludes
depreciation and amortization and                          349                        383                (34)                      (8.9) %
restructuring costs)
Depreciation and amortization                              389                        422                (33)                      (7.8) %
Restructuring costs                                         33                         67                (34)                     (50.7) %
Interest expense                                            37                         62                (25)                     (40.3) %
Interest income                                            (20)                       (20)                 -                          -  %
Debt extinguishment costs                                    -                         28                (28)                    (100.0) %
Gain on disposition of businesses                          (29)                      (377)               348                      (92.3) %
Other income, net                                         (104)                      (103)                (1)                       1.0  %
Total Costs and Expenses                            $    3,585             $        3,717          $    (132)                      (3.6) %



Total costs and expenses as a percentage of revenue increased 690 basis points
for the first quarter of fiscal 2023 as compared to the first quarter of fiscal
2022, reflecting a reduction of $348 million in gain on disposition of
businesses. Total costs and expenses for the first quarter of fiscal 2023
included a favorable foreign currency exchange rate impact of $216 million.

Costs of Services



Costs of services, excluding depreciation and amortization and restructuring
costs ("COS"), were $2,930 million for the first quarter of fiscal 2023. COS
decreased $325 million during the first quarter of fiscal 2023 as compared to
the same period of the prior fiscal year. The decrease was primarily due to a
favorable foreign currency exchange rate impact of $195 million. The decrease in
COS was also driven by cost optimization savings realized during the first
quarter of fiscal 2023, partially offset by increased labor investments. COS as
a percentage of revenue increased 40 basis points primarily driven by a decline
in revenue exceeding the associated decline in costs compared to the same period
in the prior fiscal year.

Selling, General and Administrative



Selling, general and administrative expense, excluding depreciation and
amortization and restructuring costs ("SG&A"), was $349 million for the first
quarter of fiscal 2023, a decrease of $34 million compared to the same period of
the prior fiscal year. The decrease in SG&A during the first quarter of fiscal
2023 was primarily driven by reductions in payroll and related expenses and real
estate costs, and included a favorable foreign currency exchange rate impact of
$13 million. The decrease in SG&A was partially offset by a $10 million charge
for merger related indemnification costs.

Transaction, separation and integration-related costs of $2 million were included in SG&A for the first quarter of fiscal 2023, as compared to $9 million for the comparable period of the prior fiscal year.


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Depreciation and Amortization



Depreciation expense was $138 million for the first quarter of fiscal 2023, as
compared to $158 million in the same period of the prior fiscal year, a decrease
of $20 million primarily due to lower average net property and equipment
balances. The decrease in depreciation expense included a favorable foreign
currency exchange rate impact of $7 million.

Amortization expense was $251 million for the first quarter of fiscal 2023, as
compared to $264 million in the same period of the prior fiscal year, a decrease
of $13 million primarily due to a favorable change in foreign currency exchange
rate impact of $10 million.

Restructuring Costs

Restructuring costs represent severance related to workforce optimization programs and expense associated with facilities and data center rationalization.



During fiscal 2023, management approved global cost savings initiatives designed
to better align our workforce and facility structures. Total restructuring costs
recorded, net of reversals, was $33 million for the first quarter of fiscal
2023, as compared to $67 million in the same period of the prior fiscal year, a
decrease of $34 million.

See Note 12 - "Restructuring Costs" for additional information about our restructuring actions.

Interest Expense and Interest Income

Interest expense for the first quarter of fiscal 2023 was $37 million, as compared to $62 million for the first quarter of fiscal 2022, a decrease of 40.3%. The decrease in interest expense was primarily due to a reduction in bonds and term loans and the Company's refinancing of its high coupon debt subsequent to the first quarter in fiscal 2022 and decreases in interest expense from finance leases and borrowings for asset financing.

Interest income for the first quarter of fiscal 2023 was $20 million, consistent with the same period in the prior fiscal year.

Debt Extinguishment Costs



During the first quarter of fiscal 2022, we recorded $28 million of debt
extinguishment costs within the consolidated statement of operations, which
consists primarily of costs related to the full redemption of two series of
4.45% senior notes due in fiscal 2023, partial redemption of 4.125% senior notes
due in fiscal 2026, and extinguishment of debt associated with borrowings for
asset financing. There were no debt extinguishment costs during the first
quarter of fiscal 2023.

Gain on Disposition of Businesses



During the first quarter of fiscal 2023, DXC sold insignificant businesses that
resulted in a gain of $38 million. This gain was partially offset by a loss of
$9 million related to certain insignificant businesses classified as held for
sale as of June 30, 2022.

During the first quarter of fiscal 2022, DXC sold its HPS business for $551
million which resulted in an estimated pre-tax gain on sale of $341 million, net
of closing costs. The pre-tax gain on sale was further adjusted during
subsequent quarters of fiscal 2022 resulting in a final pre-tax gain on sale of
$331 million for fiscal 2022. Insignificant businesses were also sold during the
first quarter of fiscal 2022 that resulted in a gain of $49 million. This was
partially offset by $13 million in sales price adjustments related to prior year
dispositions, which resulted from changes in projected closing net working
capital.

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Other Income, Net

Other income, net comprises non-service cost components of net periodic pension income, movement in foreign currency exchange rates on our foreign currency denominated assets and liabilities and the related economic hedges, equity earnings of unconsolidated affiliates and other miscellaneous gains and losses.



                                                                            Three Months Ended
(in millions)                                                      June 30, 2022             June 30, 2021
Non-service cost components of net periodic pension
income                                                         $         (67)              $          (97)
Foreign currency loss                                                     (2)                           1
Other gain                                                               (35)                          (7)
Total                                                          $        (104)              $         (103)



The $1 million increase in other income, net, for the first quarter of fiscal
2023, as compared to the same period of the prior fiscal year, was due to a
year-over-year increase of $28 million in other gains from sales of
non-operating assets and a year-over-year favorable foreign currency impact of
$3 million offset by a year-over-year decrease of $30 million in non-service
cost components of net periodic pension income attributable to changes in
expected returns on assets and other actuarial assumptions.

Taxes



Our effective tax rate ("ETR") was 15.6% and 33.5% for the first quarter of
fiscal 2023 and the first quarter of fiscal 2022, respectively. For the first
quarter of fiscal 2023, the primary drivers of the ETR were the global mix of
income, U.S. tax on foreign income and base erosion payments, and a decrease in
uncertain tax positions due to statute of limitation expirations. For the first
quarter of fiscal 2022, the primary drivers of the ETR were the global mix of
income, gain on sale of the HPS business, and tax rate changes in non-U.S.
jurisdictions.

Earnings Per Share



Diluted EPS for the first quarter of fiscal 2023 was $0.43, as compared to $1.07
in the first quarter of fiscal 2022, a decrease of $0.64 due to a decrease of
$176 million in net income attributable to DXC common stockholders.

Diluted EPS for the first quarter of fiscal 2023 includes $0.11 per share of
restructuring costs, $0.01 per share of transaction, separation and
integration-related costs, $0.34 per share of amortization of acquired
intangible assets, $0.03 per share of merger related indemnification costs, and
$(0.16) per share of net gains on dispositions.

Diluted EPS for the first quarter of fiscal 2022 includes $0.22 per share of
restructuring costs, $0.02 per share of transaction, separation and
integration-related costs, $0.33 per share of amortization of acquired
intangible assets, $(0.98) per share of net gains on dispositions, $0.08 per
share of debt extinguishment costs, and $0.11 per share of tax adjustments
relating to the net revaluation of deferred taxes resulting from changes in
non-US jurisdiction tax rates.
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Non-GAAP Financial Measures



We present non-GAAP financial measures of performance which are derived from the
statements of operations of DXC. These non-GAAP financial measures include
earnings before interest and taxes ("EBIT"), adjusted EBIT, non-GAAP income
before income taxes, non-GAAP net income, non-GAAP net income attributable to
DXC common stockholders, and non-GAAP EPS, and constant currency revenues.

We believe EBIT, adjusted EBIT, non-GAAP income before income taxes, non-GAAP
net income, non-GAAP net income attributable to DXC common stockholders, and
non-GAAP EPS provide investors with useful supplemental information about our
operating performance after excluding certain categories of expenses.

We believe constant currency revenues provides investors with useful
supplemental information about our revenues after excluding the effect of
currency exchange rate fluctuations for currencies other than U.S. dollars in
the periods presented. See below for a description of the methodology we use to
present constant currency revenues.

One category of expenses excluded from adjusted EBIT, non-GAAP income before
income tax, non-GAAP net income, non-GAAP net income attributable to DXC common
stockholders, and non-GAAP EPS, incremental amortization of intangible assets
acquired through business combinations, if included, may result in a significant
difference in period over period amortization expense on a GAAP basis. We
exclude amortization of certain acquired intangible assets as these non-cash
amounts are inconsistent in amount and frequency and are significantly impacted
by the timing and/or size of acquisitions. Although DXC management excludes
amortization of acquired intangible assets, primarily customer-related
intangible assets, from its non-GAAP expenses, we believe that it is important
for investors to understand that such intangible assets were recorded as part of
purchase accounting and support revenue generation. Any future transactions may
result in a change to the acquired intangible asset balances and associated
amortization expense.

Another category of expenses excluded from adjusted EBIT, non-GAAP income before
income tax, non-GAAP net income, non-GAAP net income attributable to DXC common
stockholders, and non-GAAP EPS is impairment losses, which, if included, may
result in a significant difference in period over period expense on a GAAP
basis. We exclude impairment losses as these non-cash amounts reflect generally
an acceleration of what would be multiple periods of expense and are not
expected to occur frequently. Further, assets such as goodwill may be
significantly impacted by market conditions outside of management's control.

There are limitations to the use of the non-GAAP financial measures presented in
this report. One of the limitations is that they do not reflect complete
financial results. We compensate for this limitation by providing a
reconciliation between our non-GAAP financial measures and the respective most
directly comparable financial measure calculated and presented in accordance
with GAAP. Additionally, other companies, including companies in our industry,
may calculate non-GAAP financial measures differently than we do, limiting the
usefulness of those measures for comparative purposes between companies.
Selected references are made on a "constant currency basis" so that certain
financial results can be viewed without the impact of fluctuations in foreign
currency rates, thereby providing comparisons of operating performance from
period to period. Financial results on a "constant currency basis" are non-GAAP
measures calculated by translating current period activity into U.S. dollars
using the comparable prior period's currency conversion rates. This approach is
used for all results where the functional currency is not the U.S. dollar.
Please see "Management's Discussion and Analysis of Financial Condition and
Results of Operations-Results of Operations-Fiscal 2023 First Quarter
Highlights."



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Certain non-GAAP financial measures and the respective most directly comparable
financial measures calculated and presented in accordance with GAAP include:
                                                      Three Months Ended
(in millions)                                June 30, 2022         June 30, 2021            Change           Percentage Change
Income before income taxes                   $      122          $          424          $    (302)                     (71.2) %
Non-GAAP income before income taxes          $      242          $          290          $     (48)                     (16.6) %
Net income                                   $      103          $          282          $    (179)                     (63.5) %
Adjusted EBIT                                $      259          $          332          $     (73)                     (22.0) %



Reconciliation of Non-GAAP Financial Measures



Our non-GAAP adjustments include:
•Restructuring costs - includes costs, net of reversals, related to workforce
and real estate optimization and other similar charges.
•Transaction, separation and integration-related ("TSI") costs - includes costs
related to integration, planning, financing and advisory fees and other similar
charges associated with mergers, acquisitions, strategic investments, joint
ventures, and dispositions and other similar transactions.(1)
•Amortization of acquired intangible assets - includes amortization of
intangible assets acquired through business combinations.
•Merger related indemnification - represents the Company's current estimate of
potential liability to HPE for indemnification following the outcome of the
Oracle v. HPE litigation in June 2022; obligation pursuant to ES-CSC merger.(2)
•Gains and losses on dispositions - gains and losses related to dispositions of
businesses, strategic assets and interests in less than wholly-owned
entities.(3)
•Debt extinguishment costs - costs associated with early retirement, redemption,
repayment or repurchase of debt and debt-like items including any breakage,
make-whole premium, prepayment penalty or similar costs as well as solicitation
and other legal and advisory expenses.(4)
•Tax adjustments - discrete tax adjustments to impair or recognize certain
deferred tax assets, adjustments for changes in tax legislation and the impact
of merger and divestitures. Income tax expense of all other (non-discrete)
non-GAAP adjustments is based on the difference in the GAAP annual effective tax
rate (AETR) and overall non-GAAP provision (consistent with the GAAP
methodology).(5)

(1) TSI-Related costs for both periods presented include fees and other internal
and external expenses associated with legal, accounting, consulting, due
diligence, investment banking advisory, and other services, as well as financing
fees, retention incentives, and resolution of transaction related claims in
connection with, or resulting from, exploring or executing potential
acquisitions, dispositions and strategic investments, whether or not announced
or consummated.

The TSI-Related costs for the first quarter of fiscal 2023 include $2 million of costs incurred in connection with activities related to acquisitions and divestitures.



The TSI-Related costs for the first quarter of fiscal 2022 include $11 million
of costs to execute the strategic alternatives; $4 million legal costs and $(12)
million credit towards Perspecta Arbitration settlement, $4 million in expenses
related to integration projects resulting from the CSC - HP ES merger (including
costs associated with continuing efforts to separate certain IT systems) and $2
million of costs incurred in connection with activities related to other
acquisitions and divestitures.

(2) See Note 19 - "Commitments and Contingencies," Oracle America, Inc., et al. v. Hewlett Packard Enterprise Company.

(3) Gains and losses on dispositions for the first quarter of fiscal 2023 include a net gain of $38 million on dispositions and a loss of $9 million related to certain insignificant businesses classified as held for sale as of June 30, 2022.



Gains and losses on dispositions for the first quarter of fiscal 2022 include a
$341 million gain on sale of the HPS business, gains of $19 million on other
dispositions and $(13) million of adjustments relating to the sale of the HHS
business.

(4) Debt extinguishment costs adjustments for the first quarter of fiscal 2022
include $18 million to fully redeem two series of our 4.45% senior notes due
fiscal 2023, $3 million to partially redeem our 4.125% senior notes due fiscal
2026, and $7 million of debt associated with borrowings for asset financing.

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(5) Tax adjustment for the first quarter of fiscal 2022 reflects net revaluation of deferred taxes resulting from changes in non-US jurisdiction tax rates.

A reconciliation of reported results to non-GAAP results is as follows:


                                                                                                      Three Months Ended June 30, 2022
                                                                                                                           Amortization
                                                                                              Transaction,                  of Acquired                                      Gains and
(in millions, except per-share                 As               Restructuring                Separation and                 Intangible            Merger Related             Losses on                   Non-GAAP
amounts)                                    Reported                Costs               Integration-Related Costs             Assets              Indemnification           Dispositions                  Results
Income before income taxes                $      122          $           33          $                        2          $        104          $             10          $         (29)               $      242
Income tax expense                                19                       8                                   -                    24                         2                      9                        62
Net income                                       103                      25                                   2                    80                         8                    (38)                      180
Less: net income attributable to
non-controlling interest, net of                   1                       -                                   -                     -                         -                      -                         1

tax


Net income attributable to DXC            $      102          $           25          $                        2          $         80          $              8          $         (38)               $      179
common stockholders

Effective Tax Rate                              15.6  %                                                                                                                                                      25.6  %

Basic EPS                                 $     0.44          $         0.11          $                     0.01          $       0.34          $           0.03          $       (0.16)               $     0.77
Diluted EPS                               $     0.43          $         0.11          $                     0.01          $       0.34          $           0.03          $       (0.16)               $     0.75

Weighted average common shares
outstanding for:
Basic EPS                                     232.48                  232.48                              232.48                232.48                    232.48                 232.48                    232.48
Diluted EPS                                   237.38                  237.38                              237.38                237.38                    237.38                 237.38                    237.38






                                                                                                                    Three Months Ended June 30, 2021
                                                                                                                         Amortization
                                                                                            Transaction,                  of Acquired            Gains and                  Debt
(in millions, except per-share                As              Restructuring                Separation and                 Intangible             Losses on             Extinguishment              Tax               Non-GAAP
amounts)                                   Reported               Costs               Integration-Related Costs             Assets              Dispositions               Costs                Adjustment           

Results


Income before income taxes                $    424          $           67          $                        9          $        109          $        (347)         $            28                    -          $     290
Income tax expense                             142                      10                                   4                    24                    (91)                       7                  (28)                68
Net income                                     282                      57                                   5                    85                   (256)                      21                   28                222
Less: net income attributable to
non-controlling interest, net of                 4                       -                                   -                     -                      -                        -                    -                  4

tax


Net income attributable to DXC            $    278          $           57          $                        5          $         85          $        (256)         $            21          $        28          $     218
common stockholders

Effective Tax Rate                            33.5  %                                                                                                                                                                   23.4  %

Basic EPS                                 $   1.09          $         0.22          $                     0.02          $       0.33          $       (1.01)         $          0.08          $      0.11          $    0.86
Diluted EPS                               $   1.07          $         0.22          $                     0.02          $       0.33          $       (0.98)         $          0.08          $      0.11          $    0.84

Weighted average common shares
outstanding for:
Basic EPS                                   254.67                  254.67                              254.67                254.67                 254.67                   254.67               254.67             254.67
Diluted EPS                                 260.32                  260.32                              260.32                260.32                 260.32                   260.32               260.32             260.32




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Reconciliations of net income to adjusted EBIT are as follows:


                                                                                 Three Months Ended
(in millions)                                                          June 30, 2022          June 30, 2021
Net income                                                             $       103          $          282
Income tax expense                                                              19                     142
Interest income                                                                (20)                    (20)
Interest expense                                                                37                      62
EBIT                                                                           139                     466
Restructuring costs                                                             33                      67
Transaction, separation and integration-related costs                            2                       9
Amortization of acquired intangible assets                                     104                     109
Merger related indemnification                                                  10                       -
Gains on dispositions                                                          (29)                   (347)
Debt extinguishment costs                                                        -                      28

Adjusted EBIT                                                          $       259          $          332



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Liquidity and Capital Resources

Cash and Cash Equivalents and Cash Flows



As of June 30, 2022, our cash and cash equivalents ("cash") were $2.2 billion,
of which $1.0 billion was held outside of the U.S. As of March 31, 2022, our
cash was $2.7 billion, of which $1.3 billion was held outside of the U.S. We
maintain various multi-currency, multi-entity, cross-border, physical and
notional cash and pool arrangements with various counterparties to manage
liquidity efficiently that enable participating subsidiaries to draw on the
Company's pooled resources to meet liquidity needs.

A significant portion of the cash held by our foreign subsidiaries is not
expected to be impacted by U.S. federal income tax upon repatriation. However, a
portion of this cash may still be subject to foreign and U.S. state income tax
consequences upon future remittance. Therefore, if additional funds held outside
the U.S. are needed for our operations in the U.S., we plan to repatriate these
funds not designated as indefinitely reinvested.

We have $0.2 billion in cash held by foreign subsidiaries used for local
operations that is subject to country-specific limitations which may restrict or
result in increased costs in the repatriation of these funds. In addition, other
practical considerations may limit our use of consolidated cash. This includes
cash of $0.6 billion held in a German financial services subsidiary subject to
regulatory requirements, and $0.1 billion held by majority owned consolidated
subsidiaries where third-parties or public shareholders hold minority interests.

The following table summarizes our cash flow activity:


                                                               Three Months 

Ended


(in millions)                                        June 30, 2022            June 30, 2021             Change

Net cash provided by (used in):


  Operating activities                             $        163             $          (29)         $        192
  Investing activities                                     (192)                       311                  (503)
  Financing activities                                     (394)                      (866)                  472
Effect of exchange rate changes on cash and                 (50)                        13                   (63)
cash equivalents
Cash classified within current assets held                   10                         63                   (53)
for sale
Net decrease in cash and cash equivalents          $       (463)

$ (508) $ 45



Cash and cash equivalents at beginning of                 2,672             

2,968

year


Cash and cash equivalents at the end of            $      2,209             $        2,460
period



Operating cash flow

Net cash provided by (used in) operating activities during the first quarter of
fiscal 2023 was $163 million as compared to $(29) million during the comparable
period of the prior fiscal year. The change of $192 million was primarily due to
a increase in net income, net of adjustments of $141 million, and a $51 million
favorable change in working capital due to lower working capital outflows during
the first quarter of fiscal 2023.

The following table contains certain key working capital metrics:


                                                                                       As of
                                                                   June 30, 2022                  June 30, 2021
Days of sales outstanding in accounts receivable                             70                             70

Days of purchases outstanding in accounts payable                           (48)                           (44)
Cash conversion cycle                                                        22                             26



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Investing cash flow



Net cash (used in) provided by investing activities during the first quarter of
fiscal 2023 was $(192) million as compared to $311 million during the comparable
period of the prior fiscal year. The change of $503 million was primarily due to
decreases in cash from business dispositions of $549 million and in proceeds
from sale of assets of $53 million. These decreases were partially offset by a
decrease in capital expenditures of $100 million.

Financing cash flow



Net cash used in financing activities during the first quarter of fiscal 2023
was $394 million as compared to $866 million during the comparable period of the
prior fiscal year. The $472 million decrease was primarily due to a decrease in
payments on capital leases and borrowings for asset financing of $335 million,
an increase in commercial paper borrowings, net of repayments of $31 million,
payments for debt extinguishment costs of $28 million and net repayments on long
term debt of $333 million in the first quarter of fiscal 2022. This was
partially offset by an increase in share repurchases of $224 million.

Capital Resources

See Note 19 - "Commitments and Contingencies" for disclosure of certain commitments. The anticipated sources of funds to fulfill such commitments are listed below and under the "Liquidity" subheading.

The following table summarizes our total debt:


                                                                                 As of
(in millions)                                                    June 30, 2022          March 31, 2022
Short-term debt and current maturities of long-term debt       $          904          $          900
Long-term debt, net of current maturities                               3,874                   4,065
Total debt                                                     $        4,778          $        4,965



The $187 million decrease in total debt during the first quarter of fiscal 2023
was primarily attributable to the favorable foreign currency exchange rate of
U.S. dollar against the Euro. The decrease in total debt also included decreases
in finance leases and borrowings for asset financing attributable to payments
exceeding additions, partially offset by an increase in commercial paper
borrowings.

We were in compliance with all financial covenants associated with our borrowings as of June 30, 2022 and June 30, 2021.

Our credit ratings are as follows:



            Rating Agency       Long Term Ratings       Short Term Ratings       Outlook
          Fitch                        BBB                     F-2               Stable
          Moody's                      Baa2                    P-2               Stable
          S&P                          BBB-                     -                Stable



For information on the risks of ratings downgrades, see Part I, Item 1A "Risk
Factors" of our Annual Report on Form 10-K for the fiscal year ended March 31,
2022.

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Liquidity



We expect our existing cash and cash equivalents, together with cash generated
from operations, will be sufficient to meet our normal operating requirements
for the next 12 months. We expect to continue using cash generated by operations
as a primary source of liquidity; however, should we require funds greater than
that generated from our operations to fund discretionary investment activities,
such as business acquisitions, we have the ability to raise capital through
borrowing under our revolving credit facility, issuance of capital market debt
instruments such as commercial paper, term loans, and bonds. In addition, we
currently utilize, and will further utilize our cross currency cash pool for
liquidity needs. However, there is no guarantee that we will be able to obtain
debt financing, if required, on terms and conditions acceptable to us, if at
all, in the future.

Our exposure to operational liquidity risk is primarily from long-term contracts
which require significant investment of cash during the initial phases of the
contracts. The recovery of these investments is over the life of the contracts
and is dependent upon our performance as well as customer acceptance.

Our total liquidity of $5.2 billion as of June 30, 2022, includes $2.2 billion
of cash and cash equivalents and $3.0 billion of available borrowings under our
revolving credit facility.

Share Repurchases

See Note 15 - "Stockholders' Equity".

Dividends

To maintain our financial flexibility we continue to suspend payment of quarterly dividends for fiscal 2023.

Off-Balance Sheet Arrangements



In the normal course of business, we are party to arrangements that include
guarantees, the receivables securitization facility and certain other financial
instruments with off-balance sheet risk, such as letters of credit and surety
bonds. We also use performance letters of credit to support various risk
management insurance policies. No liabilities related to these arrangements are
reflected in our condensed consolidated balance sheets. There have been no
material changes to our off-balance-sheet arrangements reported under Part II,
Item 7 of our Annual Report on Form 10-K for the fiscal year ended March 31,
2022, other than as disclosed in Note 4 - "Receivables" and Note 19 -
"Commitments and Contingencies".

Contractual Obligations



There have been no material changes, outside the ordinary course of business, to
our contractual obligations since March 31, 2022. For further information see
"Contractual Obligations" in Part II, Item 7 of our Annual Report on Form 10-K
for the fiscal year ended March 31, 2022

For our minimum purchase commitments as of June 30, 2022, in connection with our
long-term purchase agreements with certain software, hardware,
telecommunication, and other service providers, see Note 19 - "Commitments and
Contingencies."

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Critical Accounting Estimates



The preparation of consolidated financial statements in accordance with U.S.
GAAP requires us to make estimates and judgments that affect the reported
amounts of assets, liabilities, revenues and expenses, as well as the disclosure
of contingent assets and liabilities. These estimates may change in the future
if underlying assumptions or factors change. Accordingly, actual results could
differ materially from our estimates under different assumptions, judgments or
conditions. We consider the following policies to be critical because of their
complexity and the high degree of judgment involved in implementing them:
revenue recognition, income taxes, business combinations, defined benefit plans
and valuation of assets. We have discussed the selection of our critical
accounting policies and the effect of estimates with the audit committee of our
board of directors. During the three months ended June 30, 2022, there were no
changes to our critical accounting policies and estimates from those described
in our fiscal 2022 Annual Report on Form 10-K except as mentioned in Note 1 -
"Summary of Significant Accounting Policies."

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