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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended August 31, 2024
OR
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____________ to _____________

Commission File Number: 001-39494

Concentrix Logo.jpg

CONCENTRIX CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware
27-1605762
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
39899 Balentine Drive, Suite 235, Newark, California
94560
(Address of Principal Executive Offices)
(Zip Code)
(800) 747-0583
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.0001 per shareCNXC
The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐ 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).     Yes  ☒   No  ☐ 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer
☒
Accelerated filer
☐
Non-accelerated filer  
☐
Smaller reporting company
☐
Emerging growth company
☐
                
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes   ☐     No  ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the last practicable date.
ClassOutstanding as of September 30, 2024
Common Stock, $0.0001 par value64,818,749



Concentrix Corporation
Form 10-Q
Index
Page
PART I
Item 1.
Item 2.
Item 3.
Item 4.
PART II
Item 1.
Item 1A.
Item 2.
Item 5.
Item 6.
















1

PART I—FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

CONCENTRIX CORPORATION
CONSOLIDATED BALANCE SHEETS
(currency and share amounts in thousands, except par value)

August 31, 2024November 30, 2023
(unaudited)
ASSETS
Current assets:
Cash and cash equivalents$246,241 $295,336 
Accounts receivable, net1,935,566 1,888,890 
Other current assets668,433 674,423 
Total current assets2,850,240 2,858,649 
Property and equipment, net732,663 748,691 
Goodwill5,084,029 5,078,668 
Intangible assets, net2,482,968 2,804,965 
Deferred tax assets114,820 72,333 
Other assets942,878 928,521 
Total assets$12,207,598 $12,491,827 
LIABILITIES AND STOCKHOLDERS’ EQUITY     
Current liabilities:
Accounts payable$211,348 $243,565 
Current portion of long-term debt2,857 2,313 
Accrued compensation and benefits634,629 731,172 
Other accrued liabilities932,653 1,016,406 
Income taxes payable30,517 80,583 
Total current liabilities1,812,004 2,074,039 
Long-term debt, net4,908,866 4,939,712 
Other long-term liabilities940,301 920,536 
Deferred tax liabilities377,661 414,246 
Total liabilities8,038,832 8,348,533 
Commitments and contingencies (Note 14)
Stockholders’ equity:
Preferred stock, $0.0001 par value, 10,000 shares authorized and no shares issued and outstanding as of August 31, 2024 and November 30, 2023, respectively
— — 
Common stock, $0.0001 par value, 250,000 shares authorized; 68,077 and 67,883 shares issued as of August 31, 2024 and November 30, 2023, respectively, and 64,394 and 65,734 shares outstanding as of August 31, 2024 and November 30, 2023, respectively
7 7 
Additional paid-in capital3,653,735 3,582,521 
Treasury stock, 3,683 and 2,149 shares as of August 31, 2024 and November 30, 2023, respectively
(375,941)(271,968)
Retained earnings1,098,855 1,024,461 
Accumulated other comprehensive loss(207,890)(191,727)
Total stockholders’ equity4,168,766 4,143,294 
Total liabilities and stockholders’ equity$12,207,598 $12,491,827 

The accompanying notes are an integral part of these consolidated financial statements.
2

CONCENTRIX CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(currency and share amounts in thousands, except per share amounts)
(unaudited)

Three Months EndedNine Months Ended
August 31, 2024August 31, 2023August 31, 2024August 31, 2023
Revenue$2,387,412 $1,632,834 $7,170,876 $4,883,944 
Cost of revenue1,523,220 1,039,142 4,592,586 3,128,866 
Gross profit864,192 593,692 2,578,290 1,755,078 
Selling, general and administrative expenses710,950 431,425 2,126,439 1,274,198 
Operating income153,242 162,267 451,851 480,880 
Interest expense and finance charges, net80,815 49,293 245,711 130,496 
Other expense (income), net46,011 6,169 19,772 19,266 
Income before income taxes26,416 106,805 186,368 331,118 
Provision for income taxes9,785 29,170 50,801 86,763 
Net income$16,631 $77,635 $135,567 $244,355 
Earnings per common share:
Basic$0.25 $1.50 $2.00 $4.70 
Diluted$0.25 $1.49 $2.00 $4.67 
Weighted-average common shares outstanding:
Basic64,660 51,059 65,196 51,130 
Diluted64,749 51,209 65,311 51,384 

The accompanying notes are an integral part of these consolidated financial statements.
3

CONCENTRIX CORPORATION
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(currency in thousands)
(unaudited)
Three Months EndedNine Months Ended
August 31, 2024August 31, 2023August 31, 2024August 31, 2023
Net income
$16,631 $77,635 $135,567 $244,355 
Other comprehensive income (loss):
Unrealized gains (losses) of defined benefit plans, net of taxes of $0 and $(135) for the three and nine months ended August 31, 2024, respectively, and $(539) and $(719) for the three and nine months ended August 31, 2023, respectively
633 (1,739)1,907 (1,240)
Unrealized gains (losses) on hedges during the period, net of taxes of $(6,890) and $1,539 for the three and nine months ended August 31, 2024, respectively, and $(422) and $(1,219) for the three and nine months ended August 31, 2023, respectively
23,647 1,266 (1,300)3,659 
Reclassification of net losses on hedges to net income, net of taxes of $(789) and $(807) for the three and nine months ended August 31, 2024, respectively, and $(821) and $(3,769) for the three and nine months ended August 31, 2023, respectively
2,323 2,458 2,391 11,309 
Total change in unrealized gains (losses) on hedges, net of taxes
25,970 3,724 1,091 14,968 
Foreign currency translation, net of taxes of $0 for the three and nine months ended August 31, 2024 and 2023, respectively
75,602 (1,137)(19,161)(140)
Other comprehensive income (loss)
102,205 848 (16,163)13,588 
Comprehensive income
$118,836 $78,483 $119,404 $257,943 

The accompanying notes are an integral part of these consolidated financial statements.
4

CONCENTRIX CORPORATION
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(currency and share amounts in thousands)
(unaudited)

Three and Nine Months Ended August 31, 2024
Common stockTreasury stock
SharesAmountAdditional paid-in capitalSharesAmountRetained earningsAccumulated other comprehensive income (loss)Total stockholders’ equity
Balances, May 31, 202468,007 $7 $3,627,559 3,074 $(336,486)$1,102,438 $(310,095)$4,083,423 
Other comprehensive income— — — — — — 102,205 102,205 
Share-based compensation activity70 — 26,176 — — — — 26,176 
Repurchase of common stock for tax withholdings on equity awards— — — 2 (147)— — (147)
Repurchase of common stock— — — 607 (39,308)— — (39,308)
Dividends— — — — — (20,214)— (20,214)
Net income— — — — — 16,631 — 16,631 
Balances, August 31, 202468,077 $7 $3,653,735 3,683 $(375,941)$1,098,855 $(207,890)$4,168,766 
Balances, November 30, 202367,883 $7 $3,582,521 2,149 $(271,968)$1,024,461 $(191,727)$4,143,294 
Other comprehensive loss— — — — — — (16,163)(16,163)
Share-based compensation activity194 — 71,214 — — — — 71,214 
Repurchase of common stock for tax withholdings on equity awards— — — 27 (2,358)— — (2,358)
Repurchase of common stock— — — 1,507 (101,615)— — (101,615)
Dividends— — — — — (61,173)— (61,173)
Net income— — — — — 135,567 — 135,567 
Balances, August 31, 202468,077 $7 $3,653,735 3,683 $(375,941)$1,098,855 $(207,890)$4,168,766 

The accompanying notes are an integral part of these consolidated financial statements.























5

CONCENTRIX CORPORATION
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(currency and share amounts in thousands)
(unaudited)

Three and Nine Months Ended August 31, 2023
Common stockTreasury stock
SharesAmountAdditional paid-in capitalSharesAmountRetained earningsAccumulated other comprehensive income (loss)Total stockholders’ equity
Balances, May 31, 202352,619 $5 $2,459,234 1,441 $(214,172)$912,204 $(303,009)$2,854,262 
Other comprehensive income— — — — — — 848 848 
Share-based compensation activity66 — 12,705 — — — — 12,705 
Repurchase of common stock for tax withholdings on equity awards— — — 9 (680)— — (680)
Repurchase of common stock— — — 320 (27,000)— — (27,000)
Dividends— — — — — (14,248)— (14,248)
Net income— — — — — 77,635 — 77,635 
Balances, August 31, 202352,685 $5 $2,471,939 1,770 $(241,852)$975,591 $(302,161)$2,903,522 
Balances, November 30, 202252,367 $5 $2,428,313 1,271 $(190,779)$774,114 $(315,749)$2,695,904 
Other comprehensive income— — — — — — 13,588 13,588 
Share-based compensation activity318 — 43,626 — — — — 43,626 
Repurchase of common stock for tax withholdings on equity awards— — — 68 (9,132)— — (9,132)
Repurchase of common stock— — — 431 (41,941)— — (41,941)
Dividends— — — — — (42,878)— (42,878)
Net income— — — — — 244,355 — 244,355 
Balances, August 31, 202352,685 $5 $2,471,939 1,770 $(241,852)$975,591 $(302,161)$2,903,522 

The accompanying notes are an integral part of these consolidated financial statements.






















6

CONCENTRIX CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(currency in thousands)
(unaudited)
Nine Months Ended
August 31, 2024August 31, 2023
Cash flows from operating activities:
Net income $135,567 $244,355 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation188,296 114,632 
Amortization348,827 118,196 
Non-cash share-based compensation expense65,671 38,383 
Provision for doubtful accounts5,927 7,687 
Deferred income taxes(80,865)(43,683)
Amortization of debt discount and issuance costs19,178 1,682 
Unrealized loss on call options— 14,493 
Pension and other post-retirement benefit costs11,360 8,060 
Pension and other post-retirement plan contributions(3,420)(5,615)
Change in acquisition contingent consideration(11,086)— 
Other1,463 667 
Changes in operating assets and liabilities:
Accounts receivable, net(47,687)(5,138)
Accounts payable(27,448)(22,073)
Other operating assets and liabilities(222,692)(22,902)
Net cash provided by operating activities      383,091 448,744 
Cash flows from investing activities:
Purchases of property and equipment(178,891)(115,717)
Acquisition of business, net of cash and restricted cash acquired (4,504)— 
Net cash used in investing activities(183,395)(115,717)
Cash flows from financing activities:
Proceeds from the Amended Credit Facility - Term Loan— — 
Repayments of the Amended Credit Facility - Term Loan(350,000)(25,000)
Proceeds from the Securitization Facility1,725,000 1,092,500 
Repayments of the Securitization Facility(1,434,500)(1,449,000)
Proceeds from issuance of Senior Notes— 2,136,987 
Other debt proceeds6,369 — 
Other debt repayments(6,196)— 
Cash paid for debt issuance costs(600)(30,519)
Cash paid for acquired earnout liabilities(22,737)— 
Proceeds from exercise of stock options5,543 5,243 
Repurchase of common stock for tax withholdings on equity awards(2,358)(9,132)
Repurchase of common stock(101,615)(41,941)
Dividends paid(61,173)(42,878)
Change in funds held for clients(25,807)— 
Net cash provided by (used in) financing activities(268,074)1,636,260 
Effect of exchange rate changes on cash, cash equivalents and restricted cash(6,347)(2,715)
Net increase (decrease) in cash, cash equivalents and restricted cash(74,725)1,966,572 
Cash, cash equivalents and restricted cash at beginning of year516,487 157,463 
Cash, cash equivalents and restricted cash at end of period$441,762$2,124,035 
Supplemental disclosure of non-cash investing activities:
Accrued costs for property and equipment purchases$24,447 $18,814 
The accompanying notes are an integral part of these consolidated financial statements.
7

CONCENTRIX CORPORATION

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(currency and share amounts in thousands, except per share amounts)

NOTE 1—BACKGROUND AND BASIS OF PRESENTATION:
Background
Concentrix Corporation (“Concentrix” or the “Company”), is a global technology and services leader that designs, builds, and runs fully integrated, end-to-end solutions at speed and scale across the enterprise, helping iconic and disruptive brands drive deep understanding, full lifecycle engagement, and differentiated experiences for their end-customers around the world. The Company provides end-to-end capabilities, including customer experience (“CX”) process optimization, technology innovation and design engineering, front- and back-office automation, analytics, and business transformation services to clients in five primary industry verticals: technology and consumer electronics; retail, travel and e-commerce; communications and media; banking, financial services and insurance; and healthcare.
Basis of presentation
The accompanying interim unaudited consolidated financial statements have been prepared by the Company in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”). The amounts as of November 30, 2023 have been derived from the Company’s annual audited financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended November 30, 2023. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States have been condensed or omitted in accordance with such rules and regulations. In the opinion of management, the accompanying unaudited consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, necessary to state fairly the financial position of the Company and its results of operations and cash flows as of and for the periods presented. These interim consolidated financial statements should be read in conjunction with the annual audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended November 30, 2023. All intercompany balances and transactions have been eliminated in consolidation.

Reclassifications

Certain amounts in the consolidated financial statements related to the prior years have been reclassified to conform to the current year’s presentation.
NOTE 2—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
For a discussion of the Company’s significant accounting policies, refer to the Company’s Annual Report on Form 10-K for the fiscal year ended November 30, 2023. Recently adopted accounting pronouncements are discussed below.
Concentration of credit risk
For the three and nine months ended August 31, 2024 and 2023, no client accounted for more than 10% of the Company’s consolidated revenue.
As of August 31, 2024 and November 30, 2023, no client comprised more than 10% of the Company’s total accounts receivable balance.
8

Recent accounting pronouncements
In November 2023, the Financial Accounting Standards Board (the “FASB”) issued accounting standards update (“ASU”) 2023-07, which enhances the disclosures required for reportable segments in annual and interim consolidated financial statements. ASU 2023-07 is effective for the Company for annual reporting periods beginning with the fiscal year ending November 30, 2025 and for interim reporting periods beginning in fiscal year 2026. Early adoption is permitted. The Company is currently evaluating the impact that this update will have on its disclosures in the consolidated financial statements.
In December 2023, the FASB issued ASU 2023-09, which requires enhanced income tax disclosures, including disaggregation of information in the rate reconciliation table and disaggregated information related to income taxes paid. The amendments in ASU 2023-09 are effective for the Company for the fiscal year ending November 30, 2026. The Company is currently evaluating the impact that this update will have on its disclosures in the consolidated financial statements.
No other new accounting pronouncements recently adopted or issued had or are expected to have a material impact on the consolidated financial statements.
NOTE 3—ACQUISITIONS:

Webhelp Combination

Background

On September 25, 2023, the Company completed its acquisition (the “Webhelp Combination”) of all of the issued and outstanding capital stock (the “Shares”) of Marnix Lux SA, a public limited liability company (société anonyme) incorporated under the laws of the Grand Duchy of Luxembourg (“Webhelp Parent”) and the parent company of the Webhelp business (“Webhelp”), from the holders thereof (the “Sellers”). Webhelp was a leading provider of CX solutions, including sales, marketing, and payment services, with significant operations and client relationships in Europe, Latin America, and Africa. The Webhelp Combination was completed pursuant to the terms and conditions of the Share Purchase and Contribution Agreement, dated as of June 12, 2023, as amended by the First Amendment to the Share Purchase and Contribution Agreement, dated as of July 14, 2023 (the “SPA”), by and among Concentrix, OSYRIS S.à r.l., a private limited liability company (société à responsabilité limitée) incorporated under the laws of the Grand Duchy of Luxembourg and a direct wholly owned subsidiary of Concentrix Corporation (“Purchaser”), Webhelp Parent, the Sellers, and certain representatives of the Sellers.

Purchase price consideration

The total purchase price consideration, net of cash and restricted cash acquired, for the acquisition of Webhelp was $3,774.8 million, which was funded by proceeds from the Company’s August 2023 offering and sale of senior notes, term loan borrowings under the Company’s senior credit facility, the issuance of shares of the Company’s common stock, and cash on hand. See Note 8—Borrowings for a further discussion of the Company’s senior notes, term loan, and senior credit facility.
9

The purchase price consideration to acquire Webhelp consisted of the following:
Cash consideration for Shares (1)
$529,160 
Cash consideration for repayment of Webhelp debt and shareholder loan (2)
1,915,197 
Total cash consideration2,444,357 
Equity consideration (3)
1,084,894 
Earnout shares contingent consideration (4)
32,919 
Sellers’ note consideration (5)
711,830 
Total consideration transferred4,274,000 
Less: Cash and restricted cash acquired (6)
(499,211)
Total purchase price consideration$3,774,789 
    
(1) Represents the cash consideration paid, and to be paid, in the aggregate amount of €500,000, as adjusted in accordance with the SPA.
(2) Represents the cash consideration paid to repay Webhelp’s outstanding senior loan debt and shareholder loan.
(3) Represents the issuance of 14,862 shares of common stock, par value $0.0001 per share, of Concentrix Corporation (the “Concentrix common stock”).
(4) Represents the contingent right for the Sellers to earn an additional 750 shares of Concentrix common stock (the “Earnout Shares”). The estimated fair value of this contingent consideration was determined using a Monte-Carlo simulation model. The inputs include the closing price of Concentrix common stock as of the Closing Date (as defined below), Concentrix-specific historical equity volatility, and the risk-free rate. See further details below.
(5) Represents a promissory note issued by Concentrix Corporation in the aggregate principal amount of €700,000 to certain Sellers. See Note 8—Borrowings for a further discussion of this promissory note.
(6) Represents the Webhelp cash and restricted cash balance acquired at the Closing Date.
The Company granted Sellers the contingent right to earn the Earnout Shares if certain conditions set forth in the SPA occur, including the share price of Concentrix common stock reaching $170.00 per share within seven years from the closing of the Webhelp Combination (the “Closing Date”) (based on daily volume weighted average prices measured over a specified period). Prior to the Closing Date, Concentrix and certain Sellers entered into stock restriction agreements (the “Stock Restriction Agreements”), pursuant to which such Sellers (the “Restricted Stock Participants”) agreed to contribute in kind to the Company, and the Company agreed to receive, certain of the Restricted Stock Participants’ Shares in exchange for the issuance of shares of Concentrix common stock with certain restrictions thereon (the “Restricted Shares”) in lieu of such Sellers’ right to a portion of the Earnout Shares. On the Closing Date, the Company issued approximately 80 Restricted Shares in exchange for certain of the Restricted Stock Participants’ Shares. The Restricted Shares are non-transferable and non-assignable and are not entitled to any dividends or distributions unless and until the restrictions lapse, as set forth in the Stock Restriction Agreements. The Restricted Shares will be automatically cancelled by the Company for no consideration in the event that the restrictions on the Restricted Shares do not lapse. The Restricted Stock Participants have waived any and all rights as a holder of Restricted Shares to vote on any matter submitted to the holders of Concentrix common stock.
10

Preliminary purchase price allocation
The acquisition was accounted for as a business combination in accordance with Accounting Standards Codification (“ASC”) Topic 805, Business Combinations. The purchase price was allocated to the assets acquired and liabilities assumed based on management’s estimate of the respective fair values at the date of acquisition. Goodwill was calculated as the excess of the consideration transferred over the net assets recognized and represents the estimated future economic benefits arising from other assets acquired that could not be individually identified and separately recognized. The factors contributing to the recognition of goodwill were the assembled workforce, comprehensive service portfolio delivery capabilities, and strategic benefits that are expected to be realized from the acquisition. None of the goodwill is expected to be deductible for income tax purposes.

The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed as of the acquisition date:

As of
September 25, 2023
Assets acquired:
Cash and cash equivalents$310,313 
Accounts receivable450,180 
Other current assets (1)
451,687 
Property and equipment324,142 
Identifiable intangible assets1,984,000 
Goodwill2,116,985 
Deferred tax assets20,735 
Other assets409,268 
Total assets acquired6,067,310 
Liabilities assumed:
Accounts payable67,886 
Accrued compensation and benefits248,401 
Other accrued liabilities574,335 
Income taxes payable74,042 
Debt (current portion and long-term)8,589 
Deferred tax liabilities409,135 
Other long-term liabilities410,922 
Total liabilities assumed1,793,310 
Total consideration transferred$4,274,000 
    
(1) Includes restricted cash acquired of $188,899.

As of August 31, 2024, the allocation of the purchase price has not been finalized and the one-year measurement period has not ended. The primary areas of the preliminary purchase price allocation that are not yet finalized relate to the valuation of identifiable intangible assets acquired, the fair value of certain tangible assets acquired and liabilities assumed, and deferred income taxes. The Company expects to continue to obtain information for the purpose of determining the fair value of the assets acquired and liabilities assumed on the acquisition date throughout the remainder of the measurement period.
11

As a result of further refining its estimates and assumptions since the date of the acquisition, the Company recorded measurement period adjustments to the initial purchase price allocation. Adjustments were primarily made to cash, goodwill, accrued compensation and benefits, accrued liabilities, other long-term liabilities and deferred income taxes. For the nine months ended August 31, 2024, the Company recorded measurement period adjustments of $31,641 to goodwill.

The preliminary purchase price allocation includes $1,984,000 of acquired identifiable intangible assets, all of which have finite lives. The fair value of the identifiable intangible assets has been estimated by using the income approach through a discounted cash flow analysis of certain cash flow projections. The cash flow projections are based on forecasts used by the Company to price the Webhelp Combination, and the discount rates applied were benchmarked by referencing the implied rate of return of the Company’s pricing model and the weighted average cost of capital. The intangible assets are being amortized over their estimated useful lives on either a straight-line basis or an accelerated method that reflects the economic benefit of the asset. The determination of the useful lives is based upon various industry studies, historical acquisition experience, economic factors, and future forecasted cash flows of the Company following the acquisition of Webhelp.

The preliminary amounts allocated to intangible assets are as follows:

Gross Carrying AmountWeighted-Average Useful Life
Amortization Method
Customer relationships$1,882,000 15 years
Accelerated
Trade name102,000 3 years
Straight-line
Total$1,984,000 

Supplemental Pro Forma Information (unaudited)

The supplemental pro forma financial information presented below is for illustrative purposes only, does not include the pro forma adjustments that would be required under Regulation S-X for pro forma financial information, is not necessarily indicative of the financial position or results of operations that would have been realized if the combination with Webhelp had been completed on December 1, 2022, does not reflect synergies that might have been achieved, nor is it indicative of future operating results or financial position. The pro forma adjustments are based upon currently available information and certain assumptions that the Company believes are reasonable under the circumstances.

The supplemental pro forma financial information reflects pro forma adjustments to present the combined pro forma results of operations as if the combination with Webhelp had occurred on December 1, 2022 to give effect to certain events that the Company believes to be directly attributable to the acquisition. These pro forma adjustments primarily include:

•A net increase in amortization expense that would have been recognized due to acquired identifiable intangible assets.
•An increase in depreciation expense associated with the step up of fair values of property and equipment assets acquired.
•A net increase to interest expense to reflect the additional borrowings of Concentrix incurred in connection with the combination as previously described and the repayment of Webhelp’s historical debt in conjunction with the combination.
•The related income tax effects of the adjustments noted above.
12


The supplemental pro forma financial information for the nine months ended August 31, 2023 is as follows:

Nine Months Ended
August 31, 2023
Revenue$7,068,183 
Net income 85,047 

Acquisition-related and integration expenses

In connection with the Webhelp Combination and previous year acquisitions, the Company incurred $36,055 and $97,134 of acquisition-related and integration expenses for the three and nine months ended August 31, 2024, respectively, and $18,494 and $31,470 for the three and nine months ended August 31, 2023, respectively. These expenses primarily include legal and professional services, cash-settled awards, severance and retention payments, and costs associated with lease terminations to integrate the businesses. These acquisition-related and integration expenses were recorded within selling, general and administrative expenses in the consolidated statement of operations.
NOTE 4—SHARE-BASED COMPENSATION:
The Company recognizes share-based compensation expense for all share-based awards made to employees and directors, including employee stock options, restricted stock awards, restricted stock units, and performance-based restricted stock units based on estimated fair values.

In February 2024, the Company granted 96 restricted stock units and 115 performance-based restricted stock units under the Concentrix Corporation 2020 Stock Incentive Plan (the “Concentrix Stock Incentive Plan”), which included annual awards to the Company’s senior executive team. The restricted stock units had a weighted average grant date fair value of $89.28 per share and vest over a service period of three years. The performance-based restricted stock units will vest, if at all, upon the achievement of certain financial targets during the three-year period ending November 30, 2026. The performance-based restricted stock units had a grant date weighted average fair value of $85.71 per share.
In April 2024, the Company granted 532 performance-based restricted stock units under the Concentrix Stock Incentive Plan. The performance-based restricted stock units will vest, if at all, upon the achievement of certain financial targets during the three-year period ending November 30, 2026. The performance-based restricted stock units had a grant date weighted average fair value of $52.87 per share.
The Company recorded share-based compensation expense in the consolidated statements of operations for the three and nine months ended August 31, 2024 and 2023 as follows:
Three Months EndedNine Months Ended
August 31, 2024August 31, 2023August 31, 2024August 31, 2023
Total share-based compensation$22,663 $10,740 $65,927 $38,683 
Tax benefit recorded in the provision for income taxes(5,666)(2,685)(16,482)(9,671)
Effect on net income$16,997$8,055 $49,445 $29,012 
Share-based compensation expense is included in selling, general and administrative expenses in the consolidated statements of operations.
13

NOTE 5—BALANCE SHEET COMPONENTS:

Cash, cash equivalents and restricted cash:

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total of the same amounts shown in the consolidated statements of cash flows:
As of
August 31, 2024November 30, 2023
Cash and cash equivalents$246,241 $295,336 
Restricted cash included in other current assets195,521 221,151 
Cash, cash equivalents and restricted cash$441,762 $516,487 
Restricted cash balances relate primarily to funds held for clients, restrictions placed on cash deposits by banks as collateral for the issuance of bank guarantees and the terms of a government grant, and letters of credit for leases. The Company had a corresponding current liability recorded in other accrued liabilities on the consolidated balance sheet related to funds held for clients of approximately $186,390 and $218,228 as of August 31, 2024 and November 30, 2023, respectively.
Accounts receivable, net:
Accounts receivable, net is comprised of the following as of August 31, 2024 and November 30, 2023:
As of
August 31, 2024November 30, 2023
Billed accounts receivable$1,055,616 $1,082,469 
Unbilled accounts receivable893,605 818,954 
Less: Allowance for doubtful accounts(13,655)(12,533)
Accounts receivable, net
$1,935,566 $1,888,890 
Allowance for doubtful trade receivables:
Presented below is a progression of the allowance for doubtful trade receivables:
Three Months EndedNine Months Ended
August 31, 2024August 31, 2023August 31, 2024August 31, 2023
Balance at beginning of period$13,043 $8,774 $12,533 $4,797 
Net additions (reductions)2,237 2,857 5,927 7,687 
Write-offs and reclassifications(1,625)(786)(4,805)(1,639)
Balance at end of period$13,655 $10,845 $13,655 $10,845 

14

Property and equipment, net:
The following table summarizes the carrying amounts and related accumulated depreciation for property and equipment as of August 31, 2024 and November 30, 2023:
As of
August 31, 2024November 30, 2023
Land$28,375 $28,039 
Equipment, computers, and software
835,084 762,961 
Furniture and fixtures158,274 157,425 
Buildings, building improvements, and leasehold improvements
607,451 566,384 
Construction-in-progress48,029 35,175 
Total property and equipment, gross$1,677,213 $1,549,984 
Less: Accumulated depreciation(944,550)(801,293)
Property and equipment, net
$732,663 $748,691 
Shown below are the countries where significant concentrations of the Company’s property and equipment, net are located as of August 31, 2024 and November 30, 2023:
As of
August 31, 2024November 30, 2023
Property and equipment, net:
United States$119,764 $123,335 
Philippines77,472 75,943 
France
68,293 65,599 
India49,628 51,248 
Others417,506 432,566 
Total$732,663 $748,691 
Goodwill:
The following table summarizes the changes in the Company’s goodwill for the nine months ended August 31, 2024 and 2023:
Nine Months Ended
August 31, 2024August 31, 2023
Balance at beginning of period$5,078,668 $2,904,402 
Acquisition measurement period adjustments
31,641 (10,592)
Foreign exchange translation(26,280)3,238 
Balance at end of period
$5,084,029 $2,897,048 
15

Intangible assets, net:
The following tables summarize the carrying amounts and related accumulated amortization for intangible assets as of August 31, 2024 and November 30, 2023:
As of August 31, 2024As of November 30, 2023
Gross amountsAccumulated amortizationNet amountsGross amountsAccumulated amortizationNet amounts
Customer relationships$3,707,169 $(1,331,990)$2,375,179 $3,670,246 $(1,011,201)$2,659,045 
Technology79,730 (46,690)33,040 79,739 (36,174)43,565 
Trade names120,414 (45,901)74,513 118,823 (17,255)101,568 
Non-compete agreements2,200 (1,964)236 2,200 (1,413)787 
$3,909,513 $(1,426,545)$2,482,968 $3,871,008 $(1,066,043)$2,804,965 
Estimated future amortization expense of the Company’s intangible assets is as follows:
Fiscal years ending November 30,
2024 (remaining three months)$114,426 
2025435,710 
2026387,524 
2027293,127 
2028248,478 
Thereafter1,003,703 
Total$2,482,968 
Accumulated other comprehensive income (loss):
The components of accumulated other comprehensive income (loss) (“AOCI”), net of taxes, were as follows:
Three Months Ended August 31, 2024 and 2023
Unrecognized gains (losses) on
 defined benefit plan, net of taxes
Unrealized gains (losses) on
 hedges, net of taxes
Foreign currency translation
adjustments, net of taxes
Total
Balances at May 31, 2023$(7,972)$(8,670)$(286,367)$(303,009)
Other comprehensive income (loss) before reclassification
(1,739)1,266 (1,137)(1,610)
Reclassification of losses from other comprehensive income (loss)
— 2,458 — 2,458 
Balances at August 31, 2023
$(9,711)$(4,946)$(287,504)$(302,161)
Balances at May 31, 2024$(9,997)$(20,390)$(279,708)$(310,095)
Other comprehensive income (loss) before reclassification
633 23,647 75,602 99,882 
Reclassification of gains from other comprehensive income (loss)
— 2,323— 2,323 
Balances at August 31, 2024
$(9,364)$5,580 $(204,106)$(207,890)

16

Nine Months Ended August 31, 2024 and 2023
Unrecognized gains (losses) on
 defined benefit plan, net of taxes
Unrealized gains (losses) on
 hedges, net of taxes
Foreign currency translation
adjustments, net of taxes
Total
Balances at November 30, 2022$(8,471)$(19,914)$(287,364)$(315,749)
Other comprehensive income (loss) before reclassification
(1,240)3,659 (140)2,279 
Reclassification of losses from other comprehensive income (loss)
— 11,309 — 11,309 
Balances at August 31, 2023
$(9,711)$(4,946)$(287,504)$(302,161)
Balances at November 30, 2023$(11,271)$4,489 $(184,945)$(191,727)
Other comprehensive income (loss) before reclassification
1,907 (1,300)(19,161)(18,554)
Reclassification of gains from other comprehensive income (loss)
— 2,391— 2,391 
Balances at August 31, 2024
$(9,364)$5,580 $(204,106)$(207,890)
Refer to Note 6—Derivative Instruments for the location of gains and losses on cash flow hedges reclassified from other comprehensive income (loss) to the consolidated statements of operations. Reclassifications of amortization of actuarial (gains) losses of defined benefit plans is recorded in “Other expense (income), net” in the consolidated statement of operations.
NOTE 6—DERIVATIVE INSTRUMENTS:
In the ordinary course of business, the Company is exposed to foreign currency risk and credit risk. The Company enters into transactions, and owns monetary assets and liabilities, that are denominated in currencies other than the legal entity’s functional currency. The Company may enter into forward contracts, option contracts, or other derivative instruments to offset a portion of the risk on expected future cash flows, earnings, net investments in certain non-U.S. legal entities and certain existing assets and liabilities. However, the Company may choose not to hedge certain exposures for a variety of reasons including, but not limited to, accounting considerations and the economic cost of hedging particular exposures. There can be no assurance the hedges will offset more than a portion of the financial impact resulting from movements in foreign currency exchange or interest rates. Generally, the Company does not use derivative instruments to cover equity risk and credit risk. The Company’s hedging program is not used for trading or speculative purposes.
All derivatives are recognized on the consolidated balance sheets at their fair values. Changes in the fair value of derivatives are recorded in the consolidated statements of operations, or as a component of AOCI in the consolidated balance sheets, as discussed below.
Cash Flow Hedges
To mitigate the effect on gross margins from fluctuations in foreign currency exchange rates, certain of the Company’s legal entities with functional currencies that are not U.S. dollars may hedge a portion of forecasted revenue or costs not denominated in the entities’ functional currencies. These instruments mature at various dates through August 2026. Gains and losses on cash flow hedges are recorded in AOCI until the hedged item is recognized in earnings. Deferred gains and losses associated with cash flow hedges of foreign currency revenue are recognized as a component of “Revenue” in the same period as the related revenue is recognized, and deferred gains and losses related to cash flow hedges of foreign currency costs are recognized as a component of “Cost of revenue” or “Selling, general and administrative expenses” in the same period as the related costs are recognized. Derivative instruments designated as cash flow hedges must be de-designated as hedges when it is probable the forecasted
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hedged transaction will not occur in the initially identified time period or within a subsequent two-month time period. Deferred gains and losses in AOCI associated with such derivative instruments are reclassified into earnings in the period of de-designation. Any subsequent changes in fair value of such derivative instruments are recorded in earnings unless they are re-designated as hedges of other transactions.
Non-Designated Derivatives
The Company uses short-term forward contracts to offset the foreign exchange risk of assets and liabilities denominated in currencies other than the functional currencies of the Company’s legal entities that own the assets or liabilities. These contracts, which are not designated as hedging instruments, mature or settle within twelve months. Derivatives that are not designated as hedging instruments are adjusted to fair value through earnings in the financial statement line item to which the derivative relates.
Cross-currency interest rate swaps
In connection with the closing of the Webhelp Combination, the Company entered into cross-currency swap arrangements with certain financial institutions for a total notional amount of $500,000 of the Company’s senior notes. In addition to aligning the currency of a portion of the Company’s interest payments to the Company’s euro-denominated cash flows, the arrangements, together with intercompany loans and additional intercompany cross-currency interest rate swap arrangements described below, effectively converted $250,000 aggregate principal amount of the Company’s 6.650% Senior Notes due 2026 and $250,000 aggregate principal amount of the Company’s 6.660% Senior Notes due 2028 into synthetic fixed euro-based debt at weighted average interest rates of 5.12% and 5.18%, respectively.

Concurrent with entering into the cross-currency interest rate swaps with certain financial institutions, Marnix SAS, a wholly owned subsidiary of Concentrix, entered into corresponding U.S. dollar denominated intercompany loan agreements with certain other subsidiaries of Concentrix with identical terms and notional amounts as the underlying $500,000 U.S. dollar denominated senior notes, with reciprocal cross-currency interest rate swaps.

The cross-currency interest rate swaps are designated as fair value hedges.

Fair Values of Derivative Instruments in the Consolidated Balance Sheets
The fair values of the Company’s derivative instruments are disclosed in Note 7—Fair Value Measurements and summarized in the table below:
Value as of
Balance Sheet Line ItemAugust 31, 2024November 30, 2023
Derivative instruments not designated as hedging instruments:
Foreign exchange forward contracts (notional value)$622,069 $2,173,330 
Other current assets     
4,134 16,078 
Other accrued liabilities
7,820 20,856 
Derivative instruments designated as fair value hedges:
Cross-currency interest rate swaps (notional value)
$471,604 $471,604 
Other long-term liabilities
20,724 17,219 
Derivative instruments designated as cash flow hedges:
Foreign exchange forward contracts (notional value)$1,037,598 $996,667 
Other current assets and other assets     
11,238 14,330 
Other accrued liabilities and other long-term liabilities     
3,073 2,724 
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Volume of activity
The notional amounts of foreign exchange forward contracts represent the gross amounts of foreign currency, including, principally, the Philippine peso, the Indian rupee, the euro, and the British pound, that will be bought or sold at maturity. The notional amounts for outstanding derivative instruments provide one measure of the transaction volume outstanding and do not represent the amount of the Company’s exposure to credit or market loss. The Company’s exposure to credit loss and market risk will vary over time as currency exchange rates change.
The Effect of Derivative Instruments on AOCI and the Consolidated Statements of Operations
The following table shows the gains and losses, before taxes, of the Company’s derivative instruments designated as cash flow hedges and not designated as hedging instruments in other comprehensive income (“OCI”), and the consolidated statements of operations for the periods presented:                                   
Three Months EndedNine Months Ended
Locations of gain (loss) in statement of operationsAugust 31, 2024August 31, 2023August 31, 2024August 31, 2023
Derivative instruments designated as cash flow and fair value hedges:
Gains (losses) recognized in OCI:
Foreign exchange forward contracts$27,168 $1,688 $(7,025)$4,878 
Cross-currency interest rate swaps
3,369 — 4,186 — 
Total
$30,537 $1,688 $(2,839)$4,878 
Gains (losses) reclassified from AOCI into income:
Foreign exchange forward contracts
Gain (loss) reclassified from AOCI into income
Cost of revenue for services$(2,531)$(2,457)$(2,648)$(11,179)
Gain (loss) reclassified from AOCI into income
Selling, general and administrative expenses(581)(822)(550)(3,899)
Total$(3,112)$(3,279)$(3,198)$(15,078)
Derivative instruments not designated as hedging instruments:
Loss recognized from foreign exchange forward contracts, net(1)
Other expense (income), net$(7,663)$(2,170)$(11,696)$(7,005)
Loss recognized from foreign exchange call options contracts, net
Other expense (income), net— (2,064)— (14,493)
Total
$(7,663)$(4,234)$(11,696)$(21,498)
(1)    The gains and losses largely offset the currency gains and losses that resulted from changes in the assets and liabilities denominated in nonfunctional currencies.
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There were no material gain or loss amounts excluded from the assessment of effectiveness. Existing net gains in AOCI that are expected to be reclassified into earnings in the normal course of business within the next twelve months are $5,508.
Offsetting of Derivatives
In the consolidated balance sheets, the Company does not offset derivative assets against liabilities in master netting arrangements.
Credit exposure for derivative financial instruments is limited to the amounts, if any, by which the counterparties’ obligations under the contracts exceed the Company’s obligations to the counterparties. The Company manages the potential risk of credit losses by selecting counterparties from a limited group of financial institutions with high credit standing.
NOTE 7—FAIR VALUE MEASUREMENTS:
The Company’s fair value measurements are classified and disclosed in one of the following three categories:
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;
Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and
Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity).
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The following table summarizes the valuation of the Company’s investments and financial instruments that are measured at fair value on a recurring basis:
As of August 31, 2024As of November 30, 2023
Fair value measurement categoryFair value measurement category
TotalLevel 1Level 2Level 3TotalLevel 1Level 2Level 3
Assets measured at fair value:
Cash equivalents$100,625 $100,625 $— $— $52,847 $52,847 $— $— 
Foreign government bond— — — — 1,853 1,853 — — 
Forward foreign currency exchange contracts15,372 — 15,372 — 30,408 — 30,408 — 
Liabilities measured at fair value:
Forward foreign currency exchange contracts10,893 — 10,893 — 23,580 — 23,580 — 
Cross-currency interest rate swaps
20,724 — 20,724 — 17,219 — 17,219 — 
Acquisition contingent consideration
32,373 — 32,373 — 48,600 — 48,600 — 
Liabilities measured at other than fair value:
Long term debt (senior notes)
Fair value
2,238,629 — 2,238,629 — 2,146,554 — 2,146,554 — 
Carrying amount
2,134,626 — — — 2,131,870 — — — 
The Company’s cash equivalents consist primarily of highly liquid investments in money market funds and term deposits with maturity periods of three months or less. The carrying values of cash equivalents approximate fair value since they are near their maturity. Investment in foreign government bond classified as an available-for-sale debt security is recorded at fair value based on quoted market prices. The fair values of forward exchange contracts are measured based on the foreign currency spot and forward rates. Fair values of long-term foreign currency exchange contracts are measured using valuations based upon quoted prices for similar assets and liabilities in active markets and are valued by reference to similar financial instruments, adjusted for terms specific to the contracts. The fair values of the cross-currency interest rate swaps are determined using a market approach that is based on observable inputs other than quoted market prices, including contract terms, interest rates, currency rates, and other market factors. The estimated fair value of the acquisition contingent consideration entered into in connection with the Webhelp Combination was determined using a Monte-Carlo simulation model. The inputs include the closing price of Concentrix common stock as of the reporting period end date, Concentrix-specific historical equity volatility, and the risk-free rate.
The effect of nonperformance risk on the fair value of derivative instruments was not material as of August 31, 2024 and November 30, 2023.

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The carrying values of term deposits with maturities less than one year, accounts receivable and accounts payable approximate fair value due to their short maturities and interest rates that are variable in nature. The carrying values of the outstanding balance on the term loan under the Company’s senior credit facility and the outstanding balance on the Company’s accounts receivable securitization facility (the “Securitization Facility”) approximate their fair values since they bear interest rates that are similar to existing market rates. The fair values of the 2026 Notes, 2028 Notes, and 2033 Notes (as defined in Note 8) are based on quoted prices in active markets and are classified within Level 2 of the fair value hierarchy. The Company does not adjust the quoted market prices for such financial instruments.
During the three and nine months ended August 31, 2024 and August 31, 2023, there were no transfers between the fair value measurement category levels.
NOTE 8—BORROWINGS:
Borrowings consist of the following:
As of
August 31, 2024November 30, 2023
Other loans$2,857 $2,313 
Current portion of long-term debt$2,857 $2,313 
6.650% Senior Notes due 2026
$800,000 $800,000 
6.600% Senior Notes due 2028
800,000 800,000 
6.850% Senior Notes due 2033
550,000 550,000 
Credit Facility - Term Loan component1,600,000 1,950,000 
Securitization Facility419,000 128,500 
Sellers’ Note773,633 762,286 
Other loans4,930 5,301 
Long-term debt, before unamortized debt discount and issuance costs4,947,563 4,996,087 
Less: unamortized debt discount and issuance costs(38,697)(56,375)
Long-term debt, net$4,908,866 $4,939,712 

Senior Notes

On August 2, 2023, the Company issued and sold (i) $800,000 aggregate principal amount of 6.650% Senior Notes due 2026 (the “2026 Notes”), (ii) $800,000 aggregate principal amount of 6.600% Senior Notes due 2028 (the “2028 Notes”) and (iii) $550,000 aggregate principal amount of 6.850% Senior Notes due 2033 (the “2033 Notes” and, together with the 2026 Notes and 2028 Notes, the “Senior Notes”). The Senior Notes were sold in a registered public offering pursuant to the Company’s Registration Statement on Form S-3, which became effective upon filing, and a Prospectus Supplement dated July 19, 2023, to a Prospectus dated July 17, 2023.

The Senior Notes were issued pursuant to, and are governed by, an indenture, dated as of August 2, 2023 (the “Base Indenture”), between Concentrix and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), as supplemented by a first supplemental indenture dated as of August 2, 2023 between Concentrix and the Trustee relating to the 2026 Notes, a second supplemental indenture dated as of August 2, 2023 between Concentrix and the Trustee relating to the 2028 Notes, and a third supplemental indenture dated as of August 2, 2023 between Concentrix and the Trustee relating to the 2033 Notes (such supplemental indentures, together with the Base Indenture, the “Indenture”). The Indenture contains customary covenants and restrictions, including covenants that limit Concentrix Corporation’s and certain of its subsidiaries’ ability to create or incur liens on shares of stock of certain subsidiaries or on principal properties, engage in sale/leaseback transactions or, with respect to
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Concentrix Corporation, consolidate or merge with, or sell or lease substantially all its assets to, another person. The Indenture also provides for customary events of default.

Restated Credit Facility

On April 21, 2023, the Company entered into an Amendment and Restatement Agreement (the “Amendment Agreement”) with the lenders party thereto, JPMorgan Chase Bank, N.A. and Bank of America, N.A., to amend and restate the Company’s senior secured credit facility (the “Prior Credit Facility” and as amended and restated, the “Restated Credit Facility”).
The Restated Credit Facility provides for the extension of a senior unsecured revolving credit facility not to exceed an aggregate principal amount of $1,042,500. The Restated Credit Facility also provides for a senior unsecured term loan facility in an aggregate principal amount not to exceed approximately $2,144,700 (the “Term Loan”), of which $1,850,000 was incurred upon the amendment and approximately $294,702 was drawn on a delayed draw basis on the Closing Date. Aggregate borrowing capacity under the Restated Credit Facility may be increased by up to an additional $500,000 by increasing the amount of the revolving credit facility or by incurring additional term loans, in each case subject to the satisfaction of certain conditions set forth in the Restated Credit Facility, including the receipt of additional commitments for such increase.
As of November 30, 2023, the outstanding principal balance on the Term Loan was $1,950,000 due to principal payments made subsequent to the Closing Date. During the three and nine months ended August 31, 2024, the Company voluntarily prepaid $100,000 and $350,000, respectively, of the principal balance on the Term Loan, without penalty, resulting in an outstanding balance at August 31, 2024 of $1,600,000.
The maturity date of the Restated Credit Facility is December 27, 2026, subject, in the case of the revolving credit facility, to two one-year extensions upon the Company’s prior notice to the lenders and the agreement of the lenders to extend such maturity date. Due to the voluntary prepayments previously described, no principal payment is required until the outstanding principal amount is due in full on the maturity date.
Borrowings under the Restated Credit Facility bear interest, in the case of SOFR rate loans, at a per annum rate equal to the applicable SOFR rate (but not less than 0.0%), plus an applicable margin, which ranges from 1.125% to 2.000%, based on the credit ratings of the Company’s senior unsecured non-credit enhanced long-term indebtedness for borrowed money plus a credit spread adjustment to the SOFR rate of 0.10%. Borrowings under the Restated Credit Facility that are base rate loans bear interest at a per annum rate (but not less than 1.0%) equal to (i) the greatest of (A) the Prime Rate (as defined in the Restated Credit Facility) in effect on such day, (B) the NYFRB Rate (as defined in the Restated Credit Facility) in effect on such day plus ½ of 1.0%, and (C) the adjusted one-month term SOFR rate plus 1.0% per annum, plus (ii) an applicable margin, which ranges from 0.125% to 1.000%, based on the credit ratings of the Company’s senior unsecured non-credit enhanced long-term indebtedness for borrowed money.

The Restated Credit Facility contains certain loan covenants that are customary for credit facilities of this type and that restrict the ability of Concentrix Corporation and its subsidiaries to take certain actions, including the creation of liens, mergers or consolidations, changes to the nature of their business, and, solely with respect to subsidiaries of Concentrix Corporation, incurrence of indebtedness. In addition, the Restated Credit Facility contains financial covenants that require the Company to maintain at the end of each fiscal quarter, (i) a consolidated leverage ratio (as defined in the Restated Credit Facility) not to exceed 3.75 to 1.0 (or for certain periods following certain qualified acquisitions, including the Webhelp Combination, 4.25 to 1.0) and (ii) a consolidated interest coverage ratio (as defined in the Restated Credit Facility) equal to or greater than 3.00 to 1.0. The Restated Credit Facility also contains various customary events of default, including payment defaults, defaults under certain other indebtedness, and a change of control of Concentrix Corporation.
None of Concentrix’ subsidiaries guarantees the obligations under the Restated Credit Facility.
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Prior to entering into the Amendment Agreement, obligations under the Company’s Prior Credit Facility were secured by substantially all of the assets of Concentrix Corporation and certain of its U.S. subsidiaries and were guaranteed by certain of its U.S. subsidiaries. Borrowings under the Prior Credit Facility bore interest, in the case of term or daily SOFR loans, at a per annum rate equal to the applicable SOFR rate (but not less than 0.0%), plus an adjustment of between 0.10% and 0.25% depending on the interest period of each SOFR loan, plus an applicable margin, which ranged from 1.25% to 2.00%, based on the Company’s consolidated leverage ratio. Borrowings under the Prior Credit Facility that were base rate loans bore interest at a per annum rate equal to (i) the greatest of (a) the Federal Funds Rate in effect on such day plus ½ of 1.00%, (b) the rate of interest last publicly announced by Bank of America as its “prime rate” and (c) the term SOFR rate plus 1.00%, plus (ii) an applicable margin, which ranged from 0.25% to 1.00%, based on the Company’s consolidated leverage ratio. From August 31, 2022 through the date of the Amendment Agreement, the outstanding principal of the term loans under the Prior Credit Facility was payable in quarterly installments of $26,250.
At August 31, 2024 and November 30, 2023, no amounts were outstanding under the Company’s revolving credit facility.
During the nine months ended August 31, 2023, the Company voluntarily prepaid $25,000 of the principal balance on the term loans under the Prior Credit Facility, without penalty.
Securitization Facility
On April 25, 2024, the Company entered into an amendment to the Securitization Facility to (i) increase the commitment of the lenders to provide available borrowings from up to $500,000 to up to $600,000, (ii) extend the termination date of the Securitization Facility from July 5, 2024 to April 24, 2026, and (iii) amend the interest rate margins, such that borrowings under the Securitization Facility that are funded by certain lenders through such lenders’ issuance of commercial paper bear interest at the applicable commercial paper rate plus a spread of 0.80% and, otherwise, at a bank rate that includes a per annum rate equal to the applicable SOFR rate (subject to a SOFR related adjustment of 0.10%), plus a spread of 0.90%.
Under the Securitization Facility, Concentrix Corporation and certain of its subsidiaries (the “Originators”) sell or otherwise transfer all of their accounts receivable to a special purpose bankruptcy-remote subsidiary of the Company (the “Borrower”) that grants a security interest in the receivables to the lenders in exchange for available borrowings of up to $600,000. The amount received under the Securitization Facility is recorded as debt on the Company’s consolidated balance sheets. Borrowing availability under the Securitization Facility may be limited by the Company’s accounts receivable balances, changes in the credit ratings of the clients comprising the receivables, client concentration levels in the receivables, and certain characteristics of the accounts receivable being transferred (including factors tracking performance of the accounts receivable over time).
The Securitization Facility contains various affirmative and negative covenants, including a consolidated leverage ratio covenant that is consistent with the Restated Credit Facility and customary events of default, including payment defaults, defaults under certain other indebtedness, a change in control of Concentrix Corporation, and certain events negatively affecting the overall credit quality of the transferred accounts receivable.
The Borrower’s sole business consists of the purchase or acceptance through capital contributions of the receivables and related security from the Originators and the subsequent retransfer of or granting of a security interest in such receivables and related security to the administrative agent under the Securitization Facility for the benefit of the lenders. The Borrower is a separate legal entity with its own separate creditors who will be entitled, upon its liquidation, to be satisfied out of the Borrower’s assets prior to any assets or value in the Borrower becoming available to the Borrower’s equity holders, and the assets of the Borrower are not available to pay creditors of the Company and its subsidiaries.
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Sellers’ Note
On September 25, 2023, as part of the consideration for the Webhelp Combination, Concentrix Corporation issued the Sellers’ Note in the aggregate principal amount of €700,000 to certain Sellers. The stated rate of interest associated with the Sellers’ Note is two percent (2.00%) per annum, which is below the Company’s expected borrowing rate. As a result, the Company discounted the Sellers’ Note by €31,500 using an approximate 4.36% imputed annual interest rate. This discounting resulted in an initial value of €668,500 or $711,830. The discounted value is being amortized into interest expense over the two-year term. All stated principal and accrued interest will be due and payable on September 25, 2025.

Covenant compliance
As of August 31, 2024 and November 30, 2023, Concentrix was in compliance with all covenants for the above arrangements.
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NOTE 9—EARNINGS PER SHARE:

Basic and diluted earnings per common share (“EPS”) are computed using the two-class method, which is an earnings allocation formula that determines EPS for each class of common stock and participating security.

Three Months EndedNine Months Ended
August 31, 2024August 31, 2023August 31, 2024August 31, 2023
Basic earnings per common share:
Net income$16,631 $77,635 $135,567 $244,355 
Less: net income allocated to participating securities(1)
(559)(1,286)(4,873)(4,198)
Net income attributable to common stockholders$16,072 $76,349 $130,694 $240,157 
Weighted-average number of common shares - basic64,660 51,059 65,196 51,130 
Basic earnings per common share$0.25 $1.50 $2.00 $4.70 
Diluted earnings per common share:
Net income$