Overview



We are one of the leading providers of worldwide manufacturing services and
solutions. We provide comprehensive electronics design, production and product
management services to companies in various industries and end markets. We
derive substantially all of our revenue from production and product management
services (collectively referred to as "manufacturing services"), which encompass
the act of producing tangible components that are built to customer
specifications and are then provided to the customer.

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

Our cost of revenue includes the cost of electronic components and other
materials that comprise the products we manufacture; the cost of labor and
manufacturing overhead; and adjustments for excess and obsolete inventory. As a
provider of turnkey manufacturing services, we are responsible for procuring
components and other materials. This requires us to commit significant working
capital to our operations and to manage the purchasing, receiving, inspecting
and stocking of materials. At times, we collect deposits from our customers
related to the purchase of inventory in order to effectively manage our working
capital. Although we bear the risk of fluctuations in the cost of materials and
excess scrap, our ability to purchase components and materials efficiently may
contribute significantly to our operating results. While we periodically
negotiate cost of materials adjustments with our customers, rising component and
material prices may negatively affect our margins. Net revenue from each product
that we manufacture consists of an element based on the costs of materials in
that product and an element based on the labor and manufacturing overhead costs
allocated to that product. Our gross margin for any product depends on the mix
between the cost of materials in the product and the cost of labor and
manufacturing overhead allocated to the product.

Our operating results are impacted by the level of capacity utilization of
manufacturing facilities; indirect labor costs; and selling, general and
administrative expenses. Operating income margins have generally improved during
periods of high production volume and high capacity utilization. During periods
of low production volume, we generally have reduced operating income margins.

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

We have consistently utilized advanced circuit design, production design and
manufacturing technologies to meet the needs of our customers. To support this
effort, our engineering staff focuses on developing and refining design and
manufacturing technologies to meet specific needs of specific customers. Most of
the expenses associated with these customer-specific efforts are reflected in
our cost of revenue. In addition, our engineers engage in research and
development ("R&D") of new technologies that apply generally to our operations.
The expenses of these R&D activities are reflected in the research and
development line item within our Consolidated Statement of Operations.

An important element of our strategy is the expansion of our global production
facilities. The majority of our revenue and materials costs worldwide are
denominated in U.S. dollars, while our labor and utility costs in operations
outside the U.S. are denominated in local currencies. We economically hedge
certain of these local currency costs, based on our evaluation of the potential
exposure as compared to the cost of the hedge, through the purchase of foreign
currency exchange contracts. Changes in the fair market value of such hedging
instruments are reflected within the Consolidated Statement of Operations and
the Consolidated Statement of Comprehensive Income.

See Note 13 - "Concentration of Risk and Segment Data" to the Consolidated Financial Statements.

COVID-19


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The COVID-19 pandemic, which began to impact us in January 2020, has continued
to affect our business and the businesses of our customers and suppliers. Travel
and business operation restrictions arising from virus containment efforts of
governments around the world have continued to impact our operations in Asia,
Europe and the Americas. Essential activity exceptions from these restrictions
have allowed us to continue to operate but virus containment efforts have
resulted in additional direct costs.

The impact on our suppliers has led to supply chain constraints, including difficulty sourcing materials necessary to fulfill customer production requirements and challenges in transporting completed products to our end customers.

Summary of Results



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

                                                      Fiscal Year Ended August 31,
                                                    2022              2021          2020
      Net revenue                             $    33,478          $ 29,285      $ 27,266
      Gross profit                            $     2,632          $  2,359      $  1,931
      Operating income                        $     1,393          $  1,055      $    500
      Net income attributable to Jabil Inc.   $       996          $    696      $     54
      Earnings per share - basic              $      7.06          $   4.69      $   0.36
      Earnings per share - diluted            $      6.90          $   4.58      $   0.35


Key Performance Indicators

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

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



                                                        Three Months Ended
                                   August 31, 2022            May 31, 2022      August 31, 2021
Sales cycle(1)                              32 days                 37 days              19 days
Inventory turns (annualized)(2)             5 turns                 4 turns              5 turns
Days in accounts receivable(3)              40 days                 35 days              38 days
Days in inventory(4)                        79 days                 85 days              71 days
Days in accounts payable(5)                 87 days                 83 days              90 days




(1)The sales cycle is calculated as the sum of days in accounts receivable and
days in inventory, less the days in accounts payable; accordingly, the variance
in the sales cycle quarter over quarter is a direct result of changes in these
indicators.
(2)Inventory turns (annualized) are calculated as 360 days divided by days in
inventory.
(3)Days in accounts receivable is calculated as accounts receivable, net,
divided by net revenue multiplied by 90 days. During the three months ended
August 31, 2022, the increase in days in accounts receivable from the three
months ended May 31, 2022 and August 31, 2021 was primarily due to an increase
in accounts receivable, primarily driven by higher sales and the timing of
collections.
(4)Days in inventory is calculated as inventory and contract assets divided by
cost of revenue multiplied by 90 days. During the three months ended August 31,
2022, the increase in days in inventory from the three months ended August 31,
2021 was primarily due to higher raw material balances due to supply-chain
constraints and to support expected sales levels in the first quarter of fiscal
year 2023. During the three months ended August 31, 2022, the decrease in days
in inventory from the prior sequential quarter was primarily driven by increased
sales activity during the quarter.
(5)Days in accounts payable is calculated as accounts payable divided by cost of
revenue multiplied by 90 days. During the three months ended August 31, 2022,
the decrease in days in accounts payable from the three months ended August 31,
2021 was primarily due to timing of purchases and cash payments during the
quarter. During the three months
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ended August 31, 2022, the increase in days in accounts payable from the three
months ended May 31, 2022 was primarily due to an increase in materials
purchases and timing of payments.

Critical Accounting Policies and Estimates



The preparation of our Consolidated Financial Statements and related disclosures
in conformity with U.S. generally accepted accounting principles ("U.S. GAAP")
requires management to make estimates and judgments that affect our reported
amounts of assets and liabilities, revenues and expenses, and related
disclosures of contingent assets and liabilities. On an on-going basis, we
evaluate our estimates and assumptions based upon historical experience and
various other factors and circumstances. Management believes that our estimates
and assumptions are reasonable under the circumstances; however, actual results
may vary from these estimates and assumptions under different future
circumstances. We have identified the following critical accounting policies
that affect the more significant judgments and estimates used in the preparation
of our Consolidated Financial Statements. For further discussion of our
significant accounting policies, refer to Note 1 - "Description of Business and
Summary of Significant Accounting Policies" to the Consolidated Financial
Statements.

Revenue Recognition



For our over time customers, we believe the measure of progress which best
depicts the transfer of control is based on costs incurred to date, relative to
total estimated cost at completion (i.e., an input method). This method is a
faithful depiction of the transfer of goods or services because it results in
the recognition of revenue on the basis of our to-date efforts in the
satisfaction of a performance obligation relative to the total expected efforts
in the satisfaction of the performance obligation. We believe that the use of an
input method best depicts the transfer of control to the customer, which occurs
as we incur costs on our contracts. The transaction price of each performance
obligation is generally based upon the contractual stand-alone selling price of
the product or service.

Inventory Valuation

We purchase inventory based on forecasted demand and record inventory at the
lower of cost and net realizable value. Management regularly assesses inventory
valuation based on current and forecasted usage, customer inventory-related
contractual obligations and other lower of cost and net realizable value
considerations. If actual market conditions or our customers' product demands
are less favorable than those projected, additional valuation adjustments may be
necessary.

Long-Lived Assets

We have recorded intangible assets, including goodwill, in connection with
business acquisitions. Estimated useful lives of amortizable intangible assets
are determined by management based on an assessment of the period over which the
asset is expected to contribute to future cash flows. The fair value of acquired
amortizable intangible assets impacts the amounts recorded as goodwill. We
review amortizable intangible assets for impairment whenever events or changes
in circumstances indicate that the carrying amount of an asset may not be
recoverable.

We perform a goodwill impairment analysis on an annual basis and whenever events
or changes in circumstances indicate that the carrying value may not be
recoverable. The Company may elect to perform a qualitative assessment to
determine whether it is more likely than not that a reporting unit is impaired.
If the qualitative assessment is not performed or if the Company determines that
it is not more likely than not that the fair value of the reporting unit exceeds
the carrying value, the recoverability of goodwill is measured at the reporting
unit level by comparing the reporting unit's carrying amount, including
goodwill, to the fair value of the reporting unit. If the carrying amount of the
reporting unit exceeds its fair value, goodwill is considered impaired and a
loss is recognized in the amount equal to that excess.

We perform an indefinite-lived intangible asset impairment analysis on an annual
basis and whenever events or changes in circumstances indicate that the carrying
value may not be recoverable. The Company may elect to perform a qualitative
assessment to determine whether it is more likely than not that an
indefinite-lived intangible is impaired. If the qualitative assessment is not
performed or if the Company determines that it is not more likely than not that
the fair value of an indefinite-lived intangible exceeds the carrying value, the
recoverability is measured by comparing the carrying amount to the fair value.
If the carrying amount of the indefinite-lived intangible asset exceeds its fair
value, the indefinite-lived intangible asset is considered impaired.

We completed our annual impairment analysis for goodwill and indefinite-lived
intangible assets during the fourth quarter of fiscal year 2022. The qualitative
assessment was used for all reporting units and we determined that it is more
likely than not that the fair values of our reporting units and the
indefinite-lived intangible assets are in excess of the carrying values and that
no impairment existed as of the date of the impairment analysis.



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Income Taxes



We estimate our income tax provision in each of the jurisdictions in which we
operate, a process that includes estimating exposures related to examinations by
taxing authorities. We must also make judgments regarding the ability to realize
deferred tax assets. The carrying value of our net deferred tax assets is based
on our belief that it is more likely than not that we will generate sufficient
future taxable income in certain jurisdictions to realize these deferred tax
assets. A valuation allowance has been established for deferred tax assets that
we do not believe meet the "more likely than not" criteria. We assess whether an
uncertain tax position taken or expected to be taken in a tax return meets the
threshold for recognition and measurement in the Consolidated Financial
Statements. Our judgments regarding future taxable income as well as tax
positions taken or expected to be taken in a tax return may change due to
changes in market conditions, changes in tax laws or other factors. If our
assumptions and consequently our estimates change in the future, the valuation
allowances and/or tax reserves established may be increased or decreased,
resulting in a respective increase or decrease in income tax expense. For
further discussion related to our income taxes, refer to Note 15 - "Income
Taxes" to the Consolidated Financial Statements.

Recent Accounting Pronouncements

See Note 19 - "New Accounting Guidance" to the Consolidated Financial Statements for a discussion of recent accounting guidance.

Results of Operations



Refer to Item 7. "Management's Discussion and Analysis of Financial Condition
and Results of Operations" section contained in our Annual Report on Form 10-K
for the fiscal year ended August 31, 2021 for the results of operations
discussion for the fiscal year ended August 31, 2021 compared to the fiscal year
ended August 31, 2020.

Net Revenue

Generally, we assess revenue on a global customer basis regardless of whether
the growth is associated with organic growth or as a result of an acquisition.
Accordingly, we do not differentiate or separately report revenue increases
generated by acquisitions as opposed to existing business. In addition, the
added cost structures associated with our acquisitions have historically been
relatively insignificant when compared to our overall cost structure.

The distribution of revenue across our segments has fluctuated, and will
continue to fluctuate, as a result of numerous factors, including the following:
fluctuations in customer demand; efforts to diversify certain portions of our
business; business growth from new and existing customers; specific product
performance; and any potential termination, or substantial winding down, of
significant customer relationships.

                                                  Fiscal Year Ended August 31,                                     Change
(dollars in millions)                      2022                  2021               2020            2022 vs. 2021          2021 vs. 2020

Net revenue                          $    33,478             $  29,285          $  27,266                   14.3  %                7.4  %


2022 vs. 2021

Net revenue increased during the fiscal year ended August 31, 2022 compared to
the fiscal year ended August 31, 2021. Specifically, the EMS segment net revenue
increased 20% due to: (i) a 9% increase in revenues from existing customers
within our 5G, wireless and cloud business, (ii) a 5% increase in revenues from
existing customers within our digital print and retail business, (iii) a 4%
increase in revenues from existing customers within our industrial and capital
equipment business and (iv) a 2% increase in revenues from existing customer
within our networking and storage business. The DMS segment net revenue
increased 9% due to: (i) a 6% increase in revenues from existing customers
within our automotive and transportation business, (ii) a 3% increase in
revenues from existing customers within our healthcare and packaging businesses
and (iii) a 2% increase in revenues from existing customers within our connected
devices business. The increase was partially offset by a 2% decrease in revenues
from existing customers within our mobility business.

During fiscal year 2023, we expect an additional $500 million in components that
we procure and integrate for our cloud business will shift from a purchase and
resale model to a customer-controlled consignment service model. As a result of
this continued transition, revenue associated with these components are shown on
a net basis and as a result, we expect higher gross margins and lower cash used
in this business.

The following table sets forth, for the periods indicated, revenue by segment expressed as a percentage of net revenue:


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                                      Fiscal Year Ended August 31,
                                       2022                 2021       2020
                   EMS                            50  %      47  %      52  %
                   DMS                            50  %      53  %      48  %
                   Total                         100  %     100  %     100  %

The following table sets forth, for the periods indicated, foreign source revenue expressed as a percentage of net revenue:



                                                Fiscal Year Ended August 31,
                                                2022                  2021        2020
         Foreign source revenue                          83.9  %     83.6  %     82.6  %


Gross Profit

                                              Fiscal Year Ended August 31,
             (dollars in millions)        2022                2021          2020
             Gross profit             $   2,632            $ 2,359       $ 1,931
             Percent of net revenue         7.9   %            8.1  %        7.1  %


2022 vs. 2021

Gross profit as a percentage of net revenue decreased for the fiscal year ended
August 31, 2022 compared to the fiscal year ended August 31, 2021, primarily due
to product mix.

Selling, General and Administrative



                                            Fiscal Year Ended August 31,                                    Change
(in millions)                        2022                2021               2020             2022 vs. 2021           2021 vs. 2020
Selling, general and
administrative                   $    1,154          $   1,213          $   1,175          $          (59)         $           38


2022 vs. 2021

Selling, general and administrative expenses decreased during the fiscal year
ended August 31, 2022 compared to the fiscal year ended August 31, 2021. The
decrease is primarily due to (i) a $39 million decrease due to lower salary and
salary related expenses and (ii) a $21 million decrease in stock-based
compensation expense due to higher anticipated achievement levels for certain
performance-based stock awards during the fiscal year ended August 31, 2021 and
certain one-time awards granted during the second quarter of fiscal year 2021.

Research and Development

                                               Fiscal Year Ended August 31,
           (dollars in millions)          2022                      2021       2020
           Research and development   $     33                     $ 34       $ 43
           Percent of net revenue          0.1   %                  0.1  %     0.2  %


2022 vs. 2021

Research and development expenses remained consistent as a percent of net
revenue during the fiscal year ended August 31, 2022 compared to the fiscal year
ended August 31, 2021.

Amortization of Intangibles

                                                     Fiscal Year Ended August 31,                                    Change
(in millions)                                 2022                2021               2020             2022 vs. 2021           2021 vs. 2020
Amortization of intangibles              $        34          $      47          $      56          $          (13)         $           (9)


2022 vs. 2021
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Amortization of intangibles decreased during the fiscal year ended August 31, 2022 compared to the fiscal year ended August 31, 2021 primarily driven by reduced amortization related to the Nypro trade name.

Restructuring, Severance and Related Charges

Following is a summary of our restructuring, severance and related charges:

Fiscal Year Ended August 31,


 (in millions)                                                 2022(1)                 2021                 2020
Employee severance and benefit costs                       $          18          $         5          $        94
Lease costs                                                            -                   (1)                   8
Asset write-off costs                                                  -                    5                   33
Other costs                                                            -                    1                   22
Total restructuring, severance and related
charges(2)                                                 $          18          $        10          $       157




(1)Recorded during the fiscal year ended August 31, 2022 for headcount reduction
activities.
(2)Includes $1 million and $0 million recorded in the EMS segment, $10 million
and $9 million recorded in the DMS segment and $7 million and $1 million of
non-allocated charges for the fiscal years ended August 31, 2022 and 2021,
respectively. Except for asset write-off costs, all restructuring, severance and
related charges are cash costs.

See Note 14 - "Restructuring, Severance and Related Charges" to the Consolidated
Financial Statements for further discussion of restructuring, severance and
related charges.

Loss on Debt Extinguishment

                                                      Fiscal Year Ended August 31,                                      Change
(in millions)                                 2022                 2021                2020              2022 vs. 2021           2021 vs. 2020
Loss on debt extinguishment              $          4          $        -          $        -          $            4          $            -


2022 vs. 2021

Loss on debt extinguishment is due to the "make-whole" premium incurred during
the fiscal year ended August 31, 2022, for the redemption of the 4.700% Senior
Notes due 2022.

(Gain) Loss on Securities

                                               Fiscal Year Ended August 31,                                    Change
(in millions)                           2022                2021               2020             2022 vs. 2021           2021 vs. 2020
(Gain) loss on securities          $         -          $      (2)         $      49          $            2          $          (51)


2022 vs. 2021

The change in (gain) loss on securities during the fiscal year ended August 31,
2022 compared to the fiscal year ended August 31, 2021, is due to cash proceeds
received in connection with the sale of an investment during the fiscal year
ended August 31, 2021.

Other Expense (Income)

                                                   Fiscal Year Ended August 31,                                    Change
(in millions)                               2022                2021               2020             2022 vs. 2021           2021 vs. 2020
Other expense (income)                 $        12          $     (11)         $      31          $           23          $          (42)


2022 vs. 2021

The change in other expense (income) during the fiscal year ended August 31,
2022 compared to the fiscal year ended August 31, 2021, is primarily due to: (i)
$10 million related to an increase in fees associated with higher utilization of
the trade accounts receivable sales programs, (ii) $7 million primarily related
to higher net periodic benefit costs, and (iii) $6 million arising from an
increase in other expense.

Interest Income


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                             Fiscal Year Ended August 31,                              Change
 (in millions)                 2022                  2021      2020      2022 vs. 2021       2021 vs. 2020
 Interest income   $       5                        $  6      $ 15      $           (1)     $           (9)


2022 vs. 2021

Interest income remained relatively consistent during the fiscal year ended August 31, 2022 compared to the fiscal year ended August 31, 2021.



Interest Expense

                             Fiscal Year Ended August 31,                             Change
 (in millions)                2022                2021       2020       2022 vs. 2021       2021 vs. 2020
 Interest expense   $      151                   $ 130      $ 174      $           21      $          (44)


2022 vs. 2021

Interest expense increased during the fiscal year ended August 31, 2022,
compared to the fiscal year ended August 31, 2021, primarily due to higher
interest rates and higher borrowings on our credit facilities and commercial
paper program. Additionally, the increase is due to higher borrowings on our
senior notes.

Income Tax Expense

                                              Fiscal Year Ended August 31,                                         Change
                                   2022                   2021                   2020              2022 vs. 2021           2021 vs. 2020

Effective income tax rate             19.1  %                26.0  %                78.2  %                (6.9) %                (52.2) %


2022 vs. 2021

The effective income tax rate decreased for the fiscal year ended August 31,
2022, compared to the fiscal year ended August 31, 2021, primarily due to: (i)
higher income before income tax in low tax rate jurisdictions and decreased
losses in tax jurisdictions with existing valuation allowances for the fiscal
year ended August 31, 2022 and (ii) an income tax benefit of $26 million for the
reversal of a portion of the U.S. valuation allowance for the fiscal year ended
August 31, 2022. These decreases were partially offset by a $17 million income
tax expense for an unrecognized tax benefit related to the taxation of certain
prior year intercompany transactions for the fiscal year ended August 31, 2022.

Non-GAAP (Core) Financial Measures



The following discussion and analysis of our financial condition and results of
operations include certain non-GAAP financial measures as identified in the
reconciliation below. The non-GAAP financial measures disclosed herein do not
have standard meaning and may vary from the non-GAAP financial measures used by
other companies or how we may calculate those measures in other instances from
time to time. Non-GAAP financial measures should not be considered a substitute
for, or superior to, measures of financial performance prepared in accordance
with U.S. GAAP. Also, our "core" financial measures should not be construed as
an inference by us that our future results will be unaffected by those items
that are excluded from our "core" financial measures.

Management believes that the non-GAAP "core" financial measures set forth below
are useful to facilitate evaluating the past and future performance of our
ongoing manufacturing operations over multiple periods on a comparable basis by
excluding the effects of the amortization of intangibles, stock-based
compensation expense and related charges, restructuring, severance and related
charges, distressed customer charges, acquisition and integration charges, loss
on disposal of subsidiaries, settlement of receivables and related charges,
impairment of notes receivable and related charges, goodwill impairment charges,
business interruption and impairment charges, net, loss on debt extinguishment,
(gain) loss on securities, income (loss) from discontinued operations, gain
(loss) on sale of discontinued operations and certain other expenses, net of tax
and certain deferred tax valuation allowance charges. Among other uses,
management uses non-GAAP "core" financial measures to make operating decisions,
assess business performance and as a factor in determining certain employee
performance when evaluating incentive compensation.

We determine the tax effect of the items excluded from "core" earnings and
"core" diluted earnings per share based upon evaluation of the statutory tax
treatment and the applicable tax rate of the jurisdiction in which the pre-tax
items were incurred, and for which realization of the resulting tax benefit, if
any, is expected. In certain jurisdictions where we do not expect to
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realize a tax benefit (due to existing tax incentives or a history of operating
losses or other factors resulting in a valuation allowance related to deferred
tax assets), a reduced or 0% tax rate is applied.

We are reporting "core" operating income, "core" earnings and cash flows to
provide investors with an additional method for assessing operating income and
earnings, by presenting what we believe are our "core" manufacturing operations.
A significant portion (based on the respective values) of the items that are
excluded for purposes of calculating "core" operating income and "core" earnings
also impacted certain balance sheet assets, resulting in a portion of an asset
being written off without a corresponding recovery of cash we may have
previously spent with respect to the asset. In the case of restructuring,
severance and related charges, we may make associated cash payments in the
future. In addition, although, for purposes of calculating "core" operating
income and "core" earnings, we exclude stock-based compensation expense (which
we anticipate continuing to incur in the future) because it is a non-cash
expense, the associated stock issued may result in an increase in our
outstanding shares of stock, which may result in the dilution of our
stockholders' ownership interest. We encourage you to consider these matters
when evaluating the utility of these non-GAAP financial measures.

Adjusted free cash flow is defined as net cash provided by (used in) operating
activities less net capital expenditures (acquisition of property, plant and
equipment less proceeds and advances from the sale of property, plant and
equipment). We report adjusted free cash flow as we believe this non-GAAP
financial measure is useful to investors in measuring our ability to generate
cash internally and fund future growth and to provide a return to shareholders.

Included in the tables below are a reconciliation of the non-GAAP financial measures to the most directly comparable U.S. GAAP financial measures as provided in our Consolidated Financial Statements:



Refer to Item 7. "Management's Discussion and Analysis of Financial Condition
and Results of Operations" section contained in our Annual Report on Form 10-K
for the fiscal year ended August 31, 2021 for the non-GAAP financial measures
discussion for the fiscal year ended August 31, 2021 compared to the fiscal year
ended August 31, 2020.

Reconciliation of U.S. GAAP Financial Results to Non-GAAP Measures


                                                                         Fiscal Year Ended August 31,
(in millions, except for per share data)                         2022                2021                2020
Operating income (U.S. GAAP)                                $     1,393          $    1,055          $      500
Amortization of intangibles                                          34                  47                  56
Stock-based compensation expense and related charges                 81                 102                  83
Restructuring, severance and related charges(1)                      18                  10                 157
Distressed customer charge                                            -                   -                  15
Net periodic benefit cost(2)                                         17                  24                  16

Business interruption and impairment charges, net                     -                  (1)                  6

Acquisition and integration charges                                   -                   4                  31

Adjustments to operating income                                     150                 186                 364
Core operating income (Non-GAAP)                            $     1,543          $    1,241          $      864
Net income attributable to Jabil Inc. (U.S. GAAP)           $       996          $      696          $       54
Adjustments to operating income                                     150                 186                 364
Loss on debt extinguishment(3)                                        4                   -                   -
(Gain) loss on securities                                             -                  (2)                 49
Net periodic benefit cost(2)                                        (17)                (24)                (16)
Adjustment for taxes(4)                                             (28)                 (3)                 (1)
Core earnings (Non-GAAP)                                    $     1,105          $      853          $      450

Diluted earnings per share (U.S. GAAP)                      $      6.90

$ 4.58 $ 0.35



Diluted core earnings per share (Non-GAAP)                  $      7.65

$ 5.61 $ 2.90



Diluted weighted average shares outstanding (U.S. GAAP and
Non-GAAP)                                                         144.4               152.1               155.3




(1)Recorded during the fiscal year ended August 31, 2022 for headcount reduction
activities.
(2)Pension service cost is recognized in cost of revenue and all other
components of net periodic benefit cost, including return on plan assets, are
presented in other expense. We are reclassifying the pension components in other
expense to
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core operating income as we assess operating performance, inclusive of all
components of net periodic benefit cost, with the related revenue. There is no
impact to core earnings or diluted core earnings per share for this adjustment.
(3)Charges related to the redemption of our 4.700% Senior Notes due 2022.
(4)The fiscal year ended August 31, 2022 includes an income tax benefit of $26
million for the reversal of a portion of the U.S. valuation allowance.

Adjusted Free Cash Flow

                                                                   Fiscal Year Ended August 31,
 (in millions)                                             2022                2021                2020

Net cash provided by operating activities (U.S. GAAP) $ 1,651 $ 1,433 $ 1,257



Acquisition of property, plant and equipment
("PP&E")(1)                                                (1,385)             (1,159)               (983)
Proceeds and advances from sale of PP&E(1)                    544                 366                 187
Adjusted free cash flow (Non-GAAP)                    $       810          $      640          $      461




(1)Certain customers co-invest in property, plant and equipment ("PP&E") with
us. As we acquire PP&E, we recognize the cash payments in acquisition of PP&E.
When our customers reimburse us and obtain control, we recognized the cash
receipts in proceeds and advances from the sale of PP&E.

Quarterly Results (Unaudited)



The following table sets forth certain unaudited quarterly financial information
for the three months ended August 31, 2022 and 2021. In the opinion of
management, this information has been presented on the same basis as the audited
consolidated financial statements appearing elsewhere, and all necessary
adjustments (consisting primarily of normal recurring accruals) have been
included in the amounts stated below to present fairly the unaudited quarterly
results when read in conjunction with the audited consolidated financial
statements and related notes thereto. The operating results for any quarter are
not necessarily indicative of results for any future period.

                                                                           Three Months Ended
(in millions, except for per share data)                       August 31, 2022            August 31, 2021
Net revenue                                                  $        9,030             $          7,409
Gross profit                                                 $          729             $            587
Operating income                                             $          409             $            265
Net income                                                   $          315             $            175
Net income attributable to Jabil Inc.                        $          315             $            175
Earnings per share attributable to the stockholders of Jabil
Inc.:
Basic                                                        $         2.30             $           1.20
Diluted                                                      $         2.25             $           1.16


Acquisitions and Expansion

Refer to Note 16 - "Business Acquisitions" to the Consolidated Financial Statements for discussion.

Liquidity and Capital Resources



We believe that our level of liquidity sources, which includes cash on hand,
available borrowings under our revolving credit facilities and commercial paper
program, additional proceeds available under our global asset-backed
securitization program and under our uncommitted trade accounts receivable sale
programs, cash flows provided by operating activities and access to the capital
markets will be adequate to fund our capital expenditures, the payment of any
declared quarterly dividends, any share repurchases under the approved program,
any potential acquisitions, our working capital requirements and our contractual
obligations for the next 12 months and beyond. We continue to assess our capital
structure and evaluate the merits of redeploying available cash.

Cash and Cash Equivalents

As of August 31, 2022, we had approximately $1.5 billion in cash and cash equivalents, of which a significant portion was held by our foreign subsidiaries. Most of our foreign cash and cash equivalents as of August 31, 2022 could be repatriated to the United States without potential tax expense.


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Notes Payable and Credit Facilities

Following is a summary of principal debt payments and debt issuance for our notes payable and credit facilities:



                                                                                                                                                                            Borrowings                                          Total notes
                                                                                                                                                                               under                                              payable
                      4.700%                4.900%                3.950%                3.600%                3.000%                                                         revolving                    Borrowings                and
                      Senior                Senior                Senior                Senior                Senior               1.700%           4.250% Senior             credit                        under                 credit
(in millions)        Notes(1)                Notes                 Notes                 Notes                 Notes            Senior Notes          Notes(1)             facilities(2)                    loans               facilities
Balance as of
August 31, 2020  $         499          $        299          $        495          $        495          $        590          $       -          $          -          $            -                $         350          $      2,728
Borrowings                   -                     -                     -                     -                     -                500                     -                   1,224                            -                 1,724
Payments                     -                     -                     -                     -                     -                  -                     -                  (1,224)                        (350)               (1,574)
Other                        -                     1                     1                     -                     1                 (4)                    -                       -                            1                     -
Balance as of
August 31, 2021            499                   300                   496                   495                   591                496                     -                       -                            1                 2,878
Borrowings                   -                     -                     -                     -                     -                  -                   498                   3,269                            -                 3,767
Payments                  (500)                    -                     -                     -                     -                  -                     -                  (3,269)                          (1)               (3,770)
Other                        1                     -                     1                     1                     1                  1                    (5)                      -                            -                     -
Balance as of
August 31, 2022  $           -          $        300          $        497          $        496          $        592          $     497          $        493          $            -                $           -          $      2,875
                                                                                                                                                                         Jan 22, 2024 and
Maturity Date    Sep 15, 2022           Jul 14, 2023          Jan 12, 2028          Jan 15, 2030          Jan 15, 2031          Apr 15, 2026       May 15, 2027          Jan 22, 2026                  Jul 31, 2026
Original
Facility/
Maximum
Capacity(2)      $500 million           $300 million          $500 million

$500 million $600 million $500 million $500 million

$3.8 billion(2)                 $2 million




(1)On May 4, 2022, we issued $500 million of registered 4.250% Senior Notes due
2027 (the "Green Bonds" or the "4.250% Senior Notes"). On May 31, 2022, the net
proceeds from the offering were used to redeem our 4.700% Senior Notes due in
2022 and pay the applicable "make-whole" premium and accrued interest. In
addition, we intend to allocate an amount equal to the net proceeds from this
offering to finance or refinance eligible expenditures under our new green
financing framework.
(2)As of August 31, 2022, we had $3.8 billion in available unused borrowing
capacity under our revolving credit facilities. The Credit Facility acts as the
back-up facility for commercial paper outstanding, if any. We have a borrowing
capacity of up to $3.2 billion under our commercial paper program, which was
increased from $1.8 billion on February 18, 2022. Commercial paper borrowings
with an original maturity of 90 days or less are recorded net within the
Consolidated Statement of Cash Flows, and have been excluded from the table
above.

In the ordinary course of business, we have letters of credit and surety bonds
with banks and insurance companies outstanding of $73 million as of August 31,
2022. Unused letters of credit were $77 million as of August 31, 2022. Letters
of credit and surety bonds are generally available for draw down in the event we
do not perform.

We have a shelf registration statement with the SEC registering the potential
sale of an indeterminate amount of debt and equity securities in the future to
augment our liquidity and capital resources.

Our Senior Notes and our credit facilities contain various financial and
nonfinancial covenants. A violation of these covenants could negatively impact
our liquidity by restricting our ability to borrow under the notes payable and
credit facilities and potentially causing acceleration of amounts due under
these notes payable and credit facilities. As of August 31, 2022 and 2021, we
were in compliance with our debt covenants. Refer to Note 7 - "Notes Payable and
Long-Term Debt" to the Consolidated Financial Statements for further details.

Asset-Backed Securitization Programs



Global asset-backed securitization program - Effective August 20, 2021, the
global asset-backed securitization program (formerly referred to as the North
American asset-backed securitization program) terms were amended to: (i) add a
foreign entity to the program, (ii) increase the maximum amount of net cash
proceeds available at any one time from $390 million to $600 million and (iii)
extend the expiration date of the program to November 25, 2024.
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In connection with our asset-backed securitization program, during the fiscal
year ended August 31, 2022, we sold $3.9 billion of trade accounts receivable
and we received cash proceeds of $3.9 billion. As of August 31, 2022, we had no
available liquidity under our global asset-backed securitization program.

Certain entities participating in the global asset-backed securitization program
continuously sell designated pools of trade accounts receivable to a special
purpose entity, which in turn sells certain of the receivables at a discount to
conduits administered by an unaffiliated financial institution on a monthly
basis. In addition, the foreign entity participating in the global asset-backed
securitization program sells certain receivables at a discount to conduits
administered by an unaffiliated financial institution on a daily basis.

The special purpose entity in the global asset-backed securitization program is
a wholly-owned subsidiary of the Company and is included in our Consolidated
Financial Statements. Certain unsold receivables covering up to the maximum
amount of net cash proceeds available under the domestic, or U.S., portion of
our global asset-backed securitization program are pledged as collateral to the
unaffiliated financial institution as of August 31, 2022.

Foreign asset-backed securitization program - We terminated the foreign
asset-backed securitization program on June 28, 2021. In connection with the
termination, we paid approximately $167 million in cash, which consisted of: (i)
$68 million for the remittance of collections received prior to June 28, 2021,
in our role as servicer of sold receivables and (ii) a repurchase of $99 million
of all previously sold receivables, at fair value, that remained outstanding as
of June 28, 2021. As of August 31, 2021, we had substantially collected the
repurchased receivables from customers.

Global and foreign asset-backed securitization programs - We continue servicing
the receivables sold and in exchange receive a servicing fee under the global
asset-backed securitization program. Servicing fees related to each of the
asset-backed securitization programs recognized during the fiscal years ended
August 31, 2022, 2021 and 2020 were not material. We do not record a servicing
asset or liability on the Consolidated Balance Sheets as we estimate that the
fee received to service these receivables approximates the fair market
compensation to provide the servicing activities.

Refer to Note 8 - "Asset-Backed Securitization Programs" to the Consolidated Financial Statements for further details on the programs.

Trade Accounts Receivable Sale Programs



Following is a summary of the trade accounts receivable sale programs with
unaffiliated financial institutions. Under the programs we may elect to sell
receivables and the unaffiliated financial institutions may elect to purchase,
at a discount, on an ongoing basis (in millions):

              Maximum                Type of           Expiration
Program      Amount(1)              Facility              Date
A           $      700            Uncommitted      December 5, 2022     (2)
B           $      150            Uncommitted      November 30, 2022
C                  400   CNY      Uncommitted      August 31, 2023
D           $      150            Uncommitted      May 4, 2023          (3)
E           $      150            Uncommitted      January 25, 2023     (3)
F           $       50            Uncommitted      February 23, 2023    (4)
G           $      100            Uncommitted      August 10, 2023      (3)
H           $      550            Uncommitted      December 4, 2022     (5)
I           $      135            Uncommitted      April 11, 2023       (6)
J                  100   CHF      Uncommitted      December 5, 2022     (2)
K           $       65            Uncommitted      January 23, 2023




(1)Maximum amount of trade accounts receivable that may be sold under a facility
at any one time.
(2)The program will be automatically extended through December 5, 2025 unless
either party provides 30 days notice of termination.
(3)Any party may elect to terminate the agreement upon 30 days prior notice.
(4)Any party may elect to terminate the agreement upon 15 days prior notice.
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(5)The program will be automatically extended through December 5, 2024 unless
either party provides 30 days notice of termination.
(6)The program will be automatically extended through April 11, 2025 unless
either party provides 30 days notice of termination.

During the fiscal year ended August 31, 2022, we sold $8.5 billion of trade
accounts receivable under these programs and we received cash proceeds of $8.5
billion. As of August 31, 2022, we had up to $1.6 billion in available liquidity
under our trade accounts receivable sale programs.

Cash Flows



The following table sets forth selected consolidated cash flow information (in
millions):

                                                                  Fiscal Year Ended August 31,
                                                         2022                  2021                 2020
Net cash provided by operating activities           $      1,651          $     1,433          $     1,257
Net cash used in investing activities                       (858)                (851)                (921)
Net cash used in financing activities                       (888)                (413)                 (65)
Effect of exchange rate changes on cash and cash
equivalents                                                    6                    4                  (40)
Net (decrease) increase in cash and cash
equivalents                                         $        (89)         $       173          $       231


Operating Activities

Net cash provided by operating activities during the fiscal year ended August
31, 2022 was primarily due to increased accounts payable, accrued expenses and
other liabilities, non-cash expenses and net income, partially offset by
increased inventories, accounts receivable, prepaid expenses and other current
assets and contract assets. The increase in accounts payable, accrued expenses
and other liabilities is primarily due to the timing of purchases and cash
payments. The increase in inventories is primarily due to higher raw material
balances due to supply chain constraints and to support expected sales levels in
the first quarter of fiscal year 2023. The increase in accounts receivable is
primarily driven by higher sales and the timing of collections. The increase in
prepaid expenses and other current assets is primarily driven by the timing of
payments. The increase in contract assets is primarily due to the timing of
billings to our customers.

Investing Activities



Net cash used in investing activities during the fiscal year ended August 31,
2022 consisted primarily of capital expenditures principally to support ongoing
business in the DMS and EMS segments, partially offset by proceeds and advances
from the sale of property, plant and equipment.

Financing Activities



Net cash used in financing activities during the fiscal year ended August 31,
2022 was primarily due to (i) payments for debt agreements, (ii) the repurchase
of our common stock, (iii) dividend payments, and (iv) treasury stock minimum
tax withholding related to vesting of restricted stock. Net cash used in
financing activities was partially offset by (i) borrowings under debt
agreements and (ii) net proceeds from the exercise of stock options and issuance
of common stock under the employee stock purchase plan.

Capital Expenditures



For Fiscal Year 2023, we anticipate our net capital expenditures will be
approximately $875 million. In general, our capital expenditures support ongoing
maintenance in our DMS and EMS segments and investments in capabilities and
targeted end markets. The amount of actual capital expenditures may be affected
by general economic, financial, competitive, legislative and regulatory factors,
among other things.

Dividends and Share Repurchases

Following is a summary of the dividends and share repurchases for the fiscal years indicated below (in millions):


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                                 Dividends Paid(1)       Share Repurchases(2)        Total
     Fiscal years 2016 - 2020   $              283      $               1,468      $ 1,751
     Fiscal year 2021           $               50      $                 428      $   478
     Fiscal year 2022           $               48      $                 696      $   744
     Total                      $              381      $               2,592      $ 2,973




(1)The difference between dividends declared and dividends paid is due to
dividend equivalents for unvested restricted stock units that are paid at the
time the awards vest.
(2)Excludes commissions.

We currently expect to continue to declare and pay regular quarterly dividends
of an amount similar to our past declarations. However, the declaration and
payment of future dividends are discretionary and will be subject to
determination by our Board of Directors each quarter following its review of our
financial performance and global economic conditions.

In July 2021, the Board of Directors approved an authorization for the
repurchase of up to $1.0 billion of our common stock (the "2022 Share Repurchase
Program"). As of August 31, 2022, 12.4 million shares had been repurchased for
$737 million and $263 million remains available under the 2022 Share Repurchase
Program.

In September 2022, the Board of Directors approved an authorization for the repurchase of up to $1.0 billion of our common stock (the "2023 Share Repurchase Program").



Contractual Obligations

Our contractual obligations as of August 31, 2022 are summarized below. As
disclosed below, while we have certain non-cancelable purchase order obligations
for property, plant and equipment, we generally do not enter into non-cancelable
purchase orders for materials until we receive a corresponding purchase
commitment from our customer. Non-cancelable purchase orders do not typically
extend beyond the normal lead time of several weeks, at most. Purchase orders
beyond this time frame are typically cancellable.

                                                                            

Payments due by period (in millions)


                                                                           Less than 1                                                   After 5
                                                        Total                 year               1-3 years           3-5 years            years
Notes payable and long-term debt                    $   2,875            $  

300 $ - $ 990 $ 1,585 Future interest on notes payable and long-term debt(1)

                                                   535                      98                 171                 154               112
Operating lease obligations(2)                            587                     130                 180                 103               174
Finance lease obligations(2)(3)                           338                     126                 109                  89                14
Non-cancelable purchase order obligations(4)              759                     539                 187                  33                 -
Pension and postretirement contributions and
payments(5)                                                51                      27                   4                   5                15
Other(6)                                                   51                      25                  16                  10                 -
Total contractual obligations(7)                    $   5,196            $      1,245          $      667          $    1,384          $  1,900




(1)Consists of interest on notes payable and long-term debt outstanding as of
August 31, 2022. Certain of our notes payable and long-term debt pay interest at
variable rates. We have applied estimated interest rates to determine the value
of these expected future interest payments.
(2)Excludes $78 million of payments related to leases signed but not yet
commenced. Additionally, certain leases signed but not yet commenced contain
residual value guarantees and purchase options not deemed probable.
(3)Excludes $194 million of residual value guarantees that could potentially
come due in future periods. The Company does not believe it is probable that any
amounts will be owed under these guarantees. Therefore, no amounts related to
the residual value guarantees are included in the lease payments used to measure
the right-of-use assets and lease liabilities.
(4)Consists of purchase commitments entered into as of August 31, 2022 primarily
for property, plant and equipment and software pursuant to legally enforceable
and binding agreements.
(5)Includes the estimated company contributions to funded pension plans during
fiscal year 2023 and the expected benefit payments for unfunded pension and
postretirement plans from fiscal years 2023 through 2032. These future payments
are not recorded on the Consolidated Balance Sheets but will be recorded as
incurred.
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(6)Includes (i) a $19 million capital commitment, (ii) a $5 million obligation
related to a human resource system and (iii) $27 million related to the one-time
transition tax as a result of the Tax Cuts and Jobs Act of 2017 that will be
paid in annual installments through fiscal year 2026.
(7)As of August 31, 2022, we have $7 million and $158 million recorded as a
current and a long-term liability, respectively, for uncertain tax positions. We
are not able to reasonably estimate the timing of payments, or the amount by
which our liability for these uncertain tax positions will increase or decrease
over time, and accordingly, this liability has been excluded from the above
table.

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