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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,Washington, D.C. 20549
Form 10-K
Annual Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the fiscal year ended August 31, 20212023
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: 1-11869
FACTSET RESEARCH SYSTEMS INC.
(Exact name of Registrantregistrant as specified in its charter)
factsetlogoa01.jpg
Delaware13-3362547
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
45 Glover Avenue, Norwalk, Connecticut 06850
(Address of principal executive office,offices, including zip code)
Registrant’s telephone number, including area code: (203) 810-1000
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbols(s)Name of each exchange on which registered
Common Stock, $0.01 Par ValueFDSNew York Stock Exchange LLC
NASDAQ Global SelectThe Nasdaq Stock Market
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes x    No o
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Yes o    No x
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 x    No o
Indicate by check mark whether the registrant has submitted electronically if any, 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 x    Noo
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or 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 filerSmaller 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.o  
Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.                               x
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐
Indicated by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).      Yes o    No x


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The aggregate market value of the registrant’s common stock held by non-affiliates of the registrant based upon the closing price of a share of the registrant’s common stock on February 26, 2021,28, 2023, the last business day of the registrant’s most recently completed second fiscal quarter, as reported by the New York Stock Exchange on that date, was $11,494,529,303.was $15,868,442,481.
As of October 15, 2021,20, 2023, there were 37,640,63237,988,456 shares of the registrant's common stock outstanding.



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DOCUMENTS INCORPORATED BY REFERENCE
Certain information required by Part III of this annual reportAnnual Report on Form 10-K is incorporated by reference to our definitive Proxy Statement for our 20212023 Annual Meeting of Stockholders, which will be filed with the Securities and Exchange Commission not later than 120 days after August 31, 2021.2023.


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FACTSET RESEARCH SYSTEMS INC.
FORM 10-K
For The Fiscal Year Ended August 31, 20212023
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Special Note Regarding Forward-Looking Statements
FactSet Research Systems Inc. has made statements under the captions Item 1. Business, Item 1A. Risk Factors, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations and in other sections of this Annual Report on Form 10-K that are forward-looking statements. In some cases, you can identify these statements by words such as "may," "might," "will," "should," "expects," "plans," "anticipates," "believes," "estimates," "intends," "projects," "indicates," "predicts," "potential," or "continue," and similar expressions.
These forward-looking statements, which are subject to risks, uncertainties and assumptions about us, may include projections of our future financial performance and anticipated trends in our business. These statements are only predictions based on our current expectations, estimates, forecasts and projections about future events. These statements are not guarantees of future performance and involve a number of risks, uncertainties and assumptions. There are many important factors that could cause our actual results, level of activity, performance or achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by the forward-looking statements, including the numerous factors discussed under Item 1A. Risk Factors in this Annual Report on Form 10-K, that should be specifically considered.
Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance or achievements. Moreover, neither we nor any other person assumes responsibility for the accuracy and completeness of any of these forward-looking statements. Forward-looking statements speak only as of the date they are made, and actual results could differ materially from those anticipated in forward-looking statements. We do not intend, and are under no duty, to update any of these forward-looking statements after the date of this Annual Report on Form 10-K to reflect actual results, future events or circumstances, or revised expectations.
We intend that all forward-looking statements we make will be subject to safe harbor protection of the federal securities laws as found in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.

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Part I
ITEM 1. BUSINESS
Business Overview
FactSet Research Systems Inc. and its wholly-owned subsidiaries (collectively, "we," "our," "us," the "Company" or "FactSet") is a global financial datadigital platform and analytics companyenterprise solutions provider with open and flexible technology and a purpose toproducts that drive the investment community to see more, think bigger and do theirits best work.
Our strategy is to become the leading open content and financial analytics platform in the industry that delivers differentiated advantage for our clients’ success.
For over 40 years, the FactSet platform has delivered expansive data, sophisticated analytics, and flexible technology thatused by global financial professionals need to power their critical investment workflows. Over 160,000As of August 31, 2023, we had nearly 8,000 clients comprised of almost 190,000 investment professionals, including asset managers, and owners, bankers, wealth managers, asset owners, partners, hedge funds, corporate firms, includingusers and private equity and& venture capital firms,professionals. Our revenues are primarily derived from subscriptions to our multi-asset class data and others, usesolutions powered by our personalizedconnected content, referred to as our "content refinery." Our products and services include workstations, portfolio analytics and enterprise solutions.
We drive our business based on our detailed understanding of our clients’ workflows, which helps us to solve their most complex challenges. We provide financial data and market intelligence on securities, companies, industries and people to enable our clients to research investment ideas, as well as to analyze, monitor and manage their portfolios. Our on- and off-platform solutions to identify opportunities, explore ideas, and gain a competitive advantage, in areas spanningspan the investment life cycle of investment research, portfolio construction and analysis, trade execution, performance measurement, risk management and reporting across the investment lifecycle.
reporting. We provide financial data and market intelligence on securities, companies and industries to enable our clients to research investment ideas, as well as offering them the capabilities to analyze, monitor and manage their portfolios. We combine dedicated client service with open and flexible technology offerings, such asincluding a configurable desktop and mobile platform, comprehensive data feeds, cloud-based digital solutions and application programming interfaces ("APIs"). Our revenue is primarily derived from subscriptions toCUSIP Global Services ("CGS") business supports security master files relied on by the investment industry for critical front, middle and back-office functions. Our platform and solutions are supported by our products and services such as workstations, portfolio analytics, and market data.dedicated client service team.
We advance our industry by comprehensively understanding our clients’ workflows, solving their most complex challenges, and helping them achieve their goals. By providing them with the leading open content and analytics platform, an expansive universe of concorded data they can trust, next-generation workflow support designed to help them grow and see their next best action, and the industry’s most committed service specialists, FactSet puts our clients in a position to outperform.
We are focused on growingoperate our business through three reportable segments ("segments"): the Americas, EMEA and Asia Pacific. Refer to Note 19, 18, Segment Information, in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for further discussion. WithinFor each of our segments, we primarily deliver insight and informationexecute our strategy through our three workflow solutions: Research & Advisory; Analytics & Trading; and Content & Technology Solutions ("CTS"). CGS operates as part of CTS.
Corporate History
FactSet was founded in 1978 and has been publicly traded since June 1996. We are dual listeddual-listed on the New York Stock Exchange ("NYSE") and the NASDAQ Stock Market ("NASDAQ") under the symbol "FDS". Fiscal 2021 marked our 43rd yearFactSet has been a member of operations and, while much has changed in both markets and technology, our focus has always been to provide best-in-class products and exceptional client service.the S&P 500 since December 2021.
Business Strategy
Client needs and market dynamics continueOur strategy is to evolve at an accelerated pace with an increasing demand for differentiated, personalized, and connected data, an ongoing shift to multi-asset class investing, and cost rationalization, as the shift from active to passive investing continues. Clients are seeking new cloud-based solutions that enable self-service and automation, open and flexible systems, and increased efficiencies when integrating and managing data as part of their own broader digital transformations.
FactSet’s strategy focuses on buildingbuild the leading open content and analytics platform and powerful enterprise solutions that deliversdeliver a differentiated advantagesadvantage for our clients’ success – in keeping with our purpose of enabling the investment community to see more, think bigger and do their best work. We want to be the trusted partner of choice for clients, to anticipate their needs and provide them with the most innovative solutions to make them more efficient. This includes transforming the way our clients discover, decide, and act on an opportunity using oursuccess. By offering personalized digital platform; purposefully increasing our pace and speed to market by streamlining howproducts, we work; and investing in our future workforce. To execute on our strategy, we plan on the following:
Growing our digital platform: Scaling up our content refinery by providing the most comprehensive and connected inventory of industry, proprietary, and third-party data for the financial community, including granular data for key industry verticals, private companies, wealth, and environmental social and governance ("ESG"). We are driving next-generation workflow solutions by creating personalized and integrated workflows which include targeted solutions for
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asset managers, asset owners, sell side, wealth and corporate clients. Our goal is to deliver tangible efficiencies to our clients by connecting data and analytics with a cloud based eco-system, enabling them to manage work more effectively through an integrated investment lifecycle.
Delivering execution excellence: Building a more agile and digital first-minded organization that increases the speed of our product creation and go-to-market strategy. To capitalize on market trends and give our clients innovative tools, we plan to release new products built on a cloud-based digital foundation as well as migrating our existing data and applications to the cloud. Additionally, we expect to rationalize our existing product portfolio to reinvest in higher return products.
Driving a growth mindset: Recruiting, training and empowering a diverse and operationally efficient workforce to drive sustainable growth. To drive a more performance-based culture, we are investing in talent who can create leading technological solutions, efficiently execute our go-to-market strategy and achieve our growth targets.
At the center of our strategy is the relentless focus on our clients and their FactSet experience. We wantstrive to be a trusted partner and service provider, offering hyper-personalized digital products for clients to research ideas, uncoverdelivering relevant insights and leverage cognitive computingresearch ideas tailored to help getour clients' specific business models.
To execute our strategy, we have outlined the most outfollowing key initiatives:
Expanding our Digital Platform: We are scaling up our content refinery to provide a comprehensive inventory of theirindustry, proprietary and third-party data. This includes granular data for key industry verticals, real-time data, fund data and analytics. Additionally,sustainable finance. Through an open ecosystem of cloud-based data and analytics, we continually evaluate business opportunities such as acquisitionsaim to offer flexible solutions and partnershipscontent accessible through various delivery methods. In addition, we are working to help us expand our capabilitiesuse of artificial intelligence to drive efficiencies for our clients, with anticipated initiatives including automation of tasks and competitive differentiators acrossintegration of natural language queries. We believe that our breadth of high-quality, connected content will be a critical raw material for large language models.
Ensuring Execution Excellence: Innovation and collaboration are at the investment portfolio lifecycle.core of our approach. We employ technology to accelerate content collection, data connectivity and the development of summaries and themes. Our sales force is committed to enhancing price realization, productivity, efficiency and improved client outcomes. We are also optimizing operations and managing expenses to improve returns on our investments.
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Fostering a Growth Mindset: We prioritize recruiting, training and empowering a diverse and efficient workforce. We are driving sustainable growth by investing in talent that can create leading technological solutions and efficiently execute our strategy. Additionally, strategic partnerships and acquisitions help to accelerate our expansion in key areas.
We are focused on growing our global business inthrough three strategically aligned geographic segments: the Americas, EMEA and Asia Pacific. We believe this geographical strategic alignment helpsThis approach allows us to better manage our resources, target our solutions and interact with our clients.clients effectively. We further executeexecuted on our growth strategy during fiscal 2023 by offering data, products and analytical applications within ourfor three workflow solutions: Research & Advisory; Analytics & Trading; and CTS.
Research & Advisory
Our Research & Advisory delivers essential content and workflow is designedsolutions in one flexible platform for investment bankers, wealth advisors, buy and sell-side analysts, corporate users, portfolio managers and investment relationship professionals. Our workstation, advisor dashboard, research management solutions ("RMS"), and FactSet for client relationship management ("CRM") enable our clients to personalize and automate vital aspects of the research process, providingtheir workflows. These tools provide insight and efficiency for idea generation, company and market analysis, fundamental research, presentation building and distribution, and research management. Our Research offerings focus on providing tools that optimize workflows of portfolio managers, buy& Advisory solutions also offer global coverage, deep history, and sell side analysts, investments bankers, investment relationship professionalstransparency through proprietary and other clients within our expanding user base.third-party sourced databases. These solutions provide deep company and sector-specific analyses, spanning the public and private markets. Our workstation, mobile, API, and Research Management Solutions ("RMS")solutions easily integrate with our clients’ ecosystems, powering a streamlined workflowtechnology, offering additional flexibility through mobile, API, data feeds and enabling users to focus more time on high-value tasks.web-based components. Our RMS &and advisory solutions also enable our wealth clients to provide market leadingmarket-leading support acrossfor their entire enterprise,businesses, including home office, advisory, and client engagement. These solutions deliver essential and integrated content into one flexible platform with global coverage, deep history, and transparency through both FactSet and third-party sourced databases.engagement work.
Analytics & Trading
Analytics & Trading providesoffers comprehensive solutions forto institutional asset managers and asset owners across the investment portfolio lifecycle, connecting all essentiallife cycle. Our front and middle office investment functions. Fundamentaltools connect fundamental and quantitative research, portfolio construction, order management and trade execution tie intoexecution. These outputs seamlessly integrate with advanced middle office workflows, including portfolio attribution, and performance measurement, risk management, and reporting. TheOur flexible and open framework supports both proprietary and third-party models, concordedconnected data, analytics and reporting are in an open framework supporting flexible access through thereporting. Whether deployed as a multi-asset class enterprise system or individual workflow components, our platform and APIs and can be deployed as an enterprise system that meets evolving, holisticmeet the diverse needs of multi-asset class needs or as individual workflow components thatinvesting. Additionally, our tools can connect intointegrate client holdings data with global market data to power our clients’ investment technology ecosystems.portfolio life cycle workflows.
CTS
CTS focuses on delivering data directly to our clients by leveraging FactSet'sour core content and technology. Clients can seamlessly discover, explore, and access organized and connected content via multiple delivery channels. Whether a client needs market data, company data, alternative data, or customized client facing digital solutions or data elements uniquely identifying financial instruments, we provide structured data through a variety of technologies, such asincluding APIs and cloud infrastructures. Through our Data Management Servicesdata management solutions ("DMS"), we provide entity mapping and integration of client data. Our symbology links and aggregates a diverse set of content sources to ensure consistency, transparency, and data integrity across a client’s business. By enablingintegrity. We empower our clients to utilize their preferred choice of cloud infrastructure and industry standard databases, programming languages, and data visualization tools, our clients can centralize, integrate, and analyze disparate data sources for faster and more cost-effective decision making. Given this integration capability, our clients can then choose their preferred cloud infrastructure, industry standard databases, programming languages and data visualization tools. Through CGS, we are also the exclusive issuer of the Committee on Uniform Security Identification Procedures ("CUSIP") and CUSIP International Number System ("CINS") identifiers globally, acting as the official numbering agency for International Securities Identification Number ("ISIN") identifiers in the United States and as a substitute number agency for more than 30 other countries.
Revised Organizational Approach
We have a long-term view of our business and are committed to investing for growth and efficiency. Starting September 1, 2023, the beginning of our fiscal 2024 year, we revised our internal organization by firm type to better align with our clients, as follows:
Analytics & Trading will become "Institutional Buyside," focusing on asset managers, asset owners, and hedge fund companies.
Research & Advisory will become two groups:
"Dealmakers," focusing on banking and sell-side research, corporate, and private equity and venture capital workflows; and
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"Wealth," focusing on wealth management workflows.
We will discuss the results of our Partnerships and CGS groups in combination. Partnerships delivers solutions primarily to content providers, financial exchanges, and rating agencies, while CGS is the exclusive issuer of CUSIP and CINS identifiers globally.
The activities of CTS will be reassigned to Institutional Buyside, Dealmakers, Wealth, and Partnerships and CGS.
This realignment of firm types is not expected to impact our segment reporting for fiscal 2024.
Institutional Buyside
Institutional Buyside offers multi-asset class solutions to global asset managers, asset owners and hedge fund professionals across the investment portfolio life cycle. It includes workflows for research analysts, portfolio managers, and traders in the front office, as well as performance analysts, risk managers, and client service and marketing professionals in the middle office. Our front office on-platform solutions are designed for portfolio construction, research management, order management, and trade execution capabilities. Our middle office on-platform solutions are designed for performance measurement, attribution, risk management, and reporting capabilities. In addition to our platform offerings, we offer comprehensive off-platform content and technology solutions including data feeds, APIs, and programmatic access for clients to engage with us in the environment best suited to them.
Dealmakers
Dealmakers delivers content and workflow solutions in a flexible platform for investment bankers, sell-side research analysts, corporate users, private equity and venture capital professionals and investment relationship managers. We provide comprehensive solutions to our clients including workstations, data feeds, APIs, proprietary and third-party content, and productivity tools for Microsoft® Office. We also deliver firm-type tailored solutions for CRM and RMS for research authoring and publishing. These open and flexible products enable our clients to personalize and automate their workflows and to easily integrate them with their own technology. These tools are used to monitor investments, generate ideas, analyze companies and markets, perform fundamental research, and build and distribute presentations. Our Dealmakers solutions also offer global coverage of public and private markets, deep history, and transparency through proprietary and third-party sourced databases.
Wealth
Wealth delivers comprehensive solutions to wealth management clients including our web-based workstation, advisor dashboards, data feeds, APIs, proprietary and third-party content, and productivity tools for Microsoft® Office. It also provides RMS for research authoring and publishing. Our Wealth solution enables our clients to easily integrate our products into their CRM software and internally developed applications. Wealth clients use our advisory tools to provide market-leading support for their businesses, including home office, advisory, and client engagement work. We continue to focus on expanding our content and increasing workflow efficiency for wealth-management firms.
Partnerships and CGS
Partnerships delivers solutions including off-platforms (feeds, APIs), workstations, and digital or analytics solutions to other firms in the financial services ecosystem including content providers, financial exchanges and rating agencies. CGS is the exclusive issuer of CUSIP and CINS identifiers globally. CGS also acts as the official numbering agency for ISIN identifiers in the United States and as a substitute ISIN agency for more than 30 other countries. The results of Partnerships and CGS will be discussed together.
FactSet Clients
Buy-side
Buy-side clients continue to shift increasingly towardstoward multi-asset class investment strategies, andwhere we are well-positioned to be a partner of choice in this space. Ourchoice. We are able to compete for greater market share given our ability to provide enterprise-wide solutions to our clients acrossby leveraging their entire workflow, covering virtually everyportfolio data for multiple asset class, enables us to compete for greater market share.classes. Buy-side clients primarily include asset managers, wealth managers, asset owners, wealth managers,partners, hedge funds and corporate firms and channel partners. Theyfirms. These clients access our multi-asset-classmulti-asset class tools by utilizingthrough our workstations, Analyticsanalytics & Tradingtrading tools, proprietary and third-party content, data feeds, APIs and portfolio services.
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The buy-side organic annual subscription value ("Organic ASV") annual growth rate for fiscal 2021as of August 31, 2023 was 6.5%6.9%. Buy-side clients accounted for 83.2%82% of our organic ASV as of August 31, 2021. ASV at any point in time represents the forward-looking revenue2023. Refer to Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations, Annual Subscription Value ("ASV"), of this Annual Report on Form 10-K for the next 12 months from all subscription services currently being supplied to clients and excludes professional service fees, which are not subscription-based.definition of Organic ASV.
Sell-side
We deliver comprehensive solutions to sell-side clients including workstation, data feeds, APIs, proprietary and third-party content, productivity tools for Microsoft® Office, web and mobile, and RMS for research authoring and publishing. Our focus remains on expanding the depth of content offered and increasing workflow efficiency for sell-side firms. These firms primarily include broker-dealers, banking & advisory and advisory, private equity and& venture capital firms.
The sell-side Organic ASV annual growth rate for fiscal 2021as of August 31, 2023 was 12.0%9.3%. Sell-side clients accounted for 16.8%18% of our organic ASV as of August 31, 2021.2023.
Client and User Additions
Our total client count as of August 31, 20212023 was 6,453,7,921, representing a net increase of 5785.1%, or 9.8% in383 clients compared to the last 12 months. primarily driven byprior year, mainly due to an increase in corporate clients, wealth management clients and corporate clients as well as third-party data providers. Thepartners. Our client count includes clients with ASV of $10,000 and above.
As of August 31, 20212023, there were 160,932189,972 professionals using FactSet, representing a net increase of 19,7965.6%, or 14.0% in9,990 users compared to the last 12 months, primarilyprior year, mainly driven by an increase in research,from our wealth management firms and corporate solutions users.sell-side users from our banking clients.
Annual ASV retention was greater than 95% for the periodyear ended August 31, 20212023 and August 31, 2020.2022. When expressed as a percentage of clients, annual retention increased towas approximately 91% for the periodyear ended August 31, 2021,2023, compared with approximately 90%92% for the periodyear ended August 31, 2020.2022.
Financial Information on Geographic Areas
Operating segments are defined as components of an enterprise that have the following characteristics: (i) they engage in business activities from which they may recognize revenues and incur expenses, (ii) their operating results are regularly reviewed by the chief operating decision maker ("CODM") for resource allocation decisions and performance assessment, and (iii) their discrete financial information is available. Our Chief Executive Officer functions as our CODM.
We have three operating segments: Americas, EMEA and Asia Pacific. This is how we and our CODM manage our business and the geographic markets in which we operate. These operating segments are consistent with our reportable segments.
The Americas segment serves clients in North, Central and South America. In the Americas, we have offices in 12 states in the United States ("U.S."), including our corporate headquarters in Norwalk, Connecticut. We also have offices in both Brazil and Canada. The EMEA segment serves clients in Europe, the Middle East and Africa via offices in Bulgaria, England, France, Germany, Italy, Ireland, Latvia, Luxembourg, the Netherlands, Sweden and the United Arab Emirates. The Asia Pacific segment serves clients in Asia and Australasia via office locations in Australia, China, Hong Kong Special Administrative Region ("SAR") of China, India, Japan, the Philippines and Singapore. These offices exclude any leases that we have fully vacated in advance of their originally scheduled lease term.
Segment revenues reflect client sales based on geographic location. Each segment records expenses related to its individual operations with the exception of data center expenditures, third-party data costs and corporate headquarters charges. These expenses are recorded in the Americas and are not allocated to the other segments. The expenses incurred at our content collection centers, located in India, the Philippines and Latvia, are allocated to each segment based on their respective percentage of revenues.
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The following table reflects the Revenues and Operating income of our segments:
RevenuesOperating Income
 Years ended August 31,Years ended August 31,
(in thousands)202320222021202320222021
Americas$1,335,484 $1,173,946 $1,008,046 $239,438 $159,140 $218,180 
EMEA539,843 484,279 427,700 243,028 196,231 159,704 
Asia Pacific210,181 185,667 155,699 146,741 120,111 96,157 
Total$2,085,508 $1,843,892 $1,591,445 $629,207 $475,482 $474,041 
Refer to Note 18, Segment Information in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for additional segment information.
Organic ASV plus Professional Services Growth
Organic ASV plus Professional Services at any point in time equals our forward-looking revenue for the next 12 months from all subscription services currently being supplied to clients, excluding ASV from acquisitions and dispositions completed within the last 12 months and the effects of foreign currency movements on the current year period, plus professional services.
As of August 31, 2021,2023, our Organic ASV plus Professional Services totaled $1.68$2.2 billion, up 7.2% over the prior year comparable period.7.1% compared with August 31, 2022. The increase in Organic ASV increased acrossplus Professional Services was primarily driven by higher Organic ASV in all our geographic segments, with the majority of the increase related to the Americas, followed by EMEA and Asia Pacific. This increase was driven by additional sales in our workflow solutions, primarily in Analytics & Trading, followed by CTS and Research.
Research & Advisory. Refer to Part II, Item 7.
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TableManagement's Discussion and Analysis of ContentsFinancial Condition and Results of Operations, Annual Subscription Value ("ASV"),
of this Annual Report on Form 10-K for the definitions of Organic ASV and Organic ASV plus Professional Services.
The following chart provides a snapshot of our historic Organic ASV plus Professional Services growth:
fds-20210831_g2.jpg
Financial Information on Geographic Areas
Operating segments are defined as components of an enterprise that have the following characteristics: (i) they engage in business activities from which they may earn revenue and incur expense, (ii) their operating results are regularly reviewed by the chief operating decision maker ("CODM") for resource allocation decisions and performance assessment, and (iii) their discrete financial information is available. At FactSet, our Chief Executive Officer ("CEO") functions as our CODM.
Our operating segments are aligned with how our CODM manages the business and the geographic markets in which we serve, with a primary focus on providing integrated global financial and economic information. Our internal financial reporting structure is based on three reportable segments: the Americas; EMEA; and Asia Pacific. Through fiscal 2021, within each of our segments, we delivered insight and information based on four workflow solutions: Research; Analytics & Trading; CTS; and Wealth. Beginning with our 2022 fiscal year, we have reorganized our workflows into three solutions: Research & Advisory; Analytics & Trading; and CTS, to better align our products and go-to-market strategy. These workflow solutions provide global financial and economic information to investment managers, investment banks and other financial services professionals.
The Americas segment serves our clients throughout North, Central, and South America, with offices in 13 states throughout the United States ("U.S."), including our corporate headquarters in Norwalk, Connecticut, and an office in both Brazil and Canada. The EMEA segment serves our clients in countries in Europe, the Middle East and Africa and maintains office locations in Bulgaria, England, France, Germany, Italy, Latvia, Luxembourg, the Netherlands, South Africa, Spain, Switzerland and the UAE. The Asia Pacific segment serves our clients in countries in Asia and Australia and includes office locations in Australia, China, Hong Kong, India, Japan, the Philippines, and Singapore. Segment revenue reflects sales to our clients based in these respective geographic locations.
Each segment records expenses related to its individual operations with the exception of expenditures associated with our data centers, third-party data costs and corporate headquarters charges, which are recorded by the Americas segment and are not allocated to the other segments. The content collection centers, located in India, the Philippines, and Latvia, benefit all our operating segments, and thus the expenses incurred at these locations are allocated to each segment based on a percentage of revenue. Refer to Note 19, Segment Information in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for the results of operations and financial information for each of our segments.
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The following charts depict revenue related to our reportable segments.
(in millions)
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FY'23 Organic ASV Growth Chart.jpg
Human Capital Management
Who We Are
As of August 31, 2021, we had 37 offices across 20 countries with 10,892 employees, representing an increase of 3.9% in the last twelve months. Of our total employees, 7,080 (65%) were located in Asia Pacific, 2,439 (22%) in the Americas and 1,373 (13%) in EMEA. In order to optimize productivity, we have invested in expanding our footprint and talent pool in India and the Philippines, where we now have a combined workforce of approximately 6,800 employees. Functionally, 22% of our employees are in Sales and Client Solutions; 30% are in Technology & Product Development; 44% are in Content Operations; and 4% are in Corporate Support. As of August 31, 2021 and August 31, 2020, 460 of our employees were represented by mandatory works councils within certain of our French and German subsidiaries. No other FactSet employees are represented by collective bargaining agreements.
Our Purpose and Values
Our purpose is to drive the investment community to see more, think bigger, and do their best work. Intense client focus and support is a critical component of our strategic aim and operational approach. Our employees are criticalkey to our success and enable us to execute at a high level. We have built a collaborative culture that recognizes and rewards innovation and offers employees a variety of opportunities and experiences. We believe that our continued focus on making our employees a top priority helps us to provide high quality insights and informationservice to clients globally.our clients.
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Who We Are
As of August 31, 2023, we had 34 offices in 19 countries with 12,237 employees, representing an increase of 9.2% compared with August 31, 2022. Of our total employees, 8,322 (68%) were located in Asia Pacific, 2,487 (20%) in the Americas and 1,428 (12%) in EMEA. We continue to invest in our centers of excellence ("COEs"), which accounted for approximately 67% of our employees, by expanding our talent pool primarily in India and the Philippines. Functionally, as of August 31, 2023, 47% of our employees were in Content Operations, 28% were in Technology & Product Development, 21% were in Sales and Client Solutions and 4% were in Corporate Support. As of August 31, 2023, 447 of our employees were represented by mandatory works councils in our French and German subsidiaries and 24 of our employees were represented by collective bargaining agreements in the United States.
Employee Engagement
We conduct an annual, anonymous and confidential global employee engagement survey administered by a third partythird-party to capture our employees’ constructive feedback on a broad range of topics. The survey's scores and comments provide insight on appropriate actionactions to improve our employees’ experience and our overall effectiveness as an organization.effectiveness. Aggregated survey results are reviewed by executive and senior leadership and direct managers to analyzeidentify areas of focus and identify company-wide and
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individual operational unit focus areas and action plans for improvement.to create improvement plans. We share survey results with all employees to highlight areas that employees believe are strengths of FactSet and reflect on areas where employees feel there areas well as opportunities for positive change. Progress on initiatives is tracked to ensure that the actions taken address the underlying issues and promote an environment of continuous improvement.
In our fiscal 20212023 employee engagement survey, we achieved a 92%90% response rate, indicating that we heard from the vastrate. The majority of our employees. Our overall engagement at the Company level was our highest since we implemented this survey. We increased scores for all questions at the Company level, and in over 10,000 comments received, employees told usindicated that they felt supported through the COVID-19 pandemic and continue to have pride in their work, colleagues, and company. Our highest scores were in the areas of diversity, equity and inclusion and employee’s understanding of how they contribute to FactSet’s success, reflecting our culture where employees feel that they are treated fairly andregardless of diversity characteristics, are comfortable being themselves.their authentic selves at work, believe that FactSet has a great culture and understand how their work contributes to the Company’s success. In all areas, our scores either remained the same or increased from the previous year's survey and our overall survey engagement score was the highest since the survey began.
Diversity, Equity & Inclusion
We recognize that our best ideas can come from anyone, anywhere, at any time, and help us provide the best solutions for our clients around the globe. We continually seek to expand our workforce with diverse perspectives, backgrounds, and experiences. By fostering a globally inclusive culture, we enable our people to be themselves at work and to join in, be heard, contribute, and grow. Together, we work to recruit, advance, and engage talent at FactSet with an inclusive culture unified by the FactSet spirit of going above and beyond.
In fiscal 2021, we continued our strong commitment to Diversity, Equity & Inclusion ("DE&I") in the following ways:
Governance & Leadership Commitment
DE&I at FactSet begins with a commitment from our CEO and the entire FactSet leadership team to improve diversity representation asAs part of our DE&I strategy. In Fiscal 2021,core values and our efforts to attract and retain top talent, we strengthenedare committed to building a globally diverse, equitable and inclusive workplace. Diversity, Equity, and Inclusion (“DE&I”) at FactSet is supported by our DE&I governanceCouncil, comprised of executive leaders and chaired by creating the FactSet Global DE&I Council, consistingour CEO, Phil Snow. An important component of over 20 senior leaders from across FactSet who are empowered to drive our DE&I progress and create strategic accountability for DE&I results. In addition, our senior leaders serve as Executive Sponsors forstrategy is our Business Resource Groups ("BRGs"(“BRGs”), or employee networks.
Global DE&I Strategy
In fiscal 2021 we refreshedwhich help create an inclusive culture for all our DE&I strategyemployees. Our BRGs are supported by senior leaders who serve as executive sponsors to our eight BRGs - the Asian BRG, Black BRG, Families BRG, Pride BRG, Multicultural BRG, Latinx BRG, Women’s BRG, and expanded its scope.Veterans BRG. Our new DE&I strategy consistsBRGs host a variety of three impact areas - Workforce, Marketplaceeducational and Society - with twelve levers to drive these impact areas. For Workforce, the levers are leadership commitment, transparencynetworking events globally and accountability, people processes, retention and advancement, recruitment, education and engagement, leading ultimately to inclusion, equity and belonging. For Marketplace, our levers are supplier diversity and collaboration with clients, with a goal to increase economic opportunity. For Society, our levers are investments, contributions and corporate voice, designed to drive social justice.
Investment in DE&I Resources
In order to deliver on our commitments, we have significantly increased our investment in DE&I, both in staffing and budget. This includes the appointment of our first ever Chief DE&I Officer who leads a team of five dedicated DE&I staff globally.
Key DE&I Actions Taken in FY2021many also co-sponsor external community events.
During fiscal 2021, for the first time,2023, we publishedcontinued to publish our workforce demographics (including sharing ourand annual EEO-1 Federal data)data in our annual Corporate Responsibility report. By reporting our workforce demographics, we made a visible step in ourSustainability Report, launched DE&I commitment asannual performance goals for all employees and initiated an internal sponsorship program designed to create equitable opportunities for those seeking career advancement. Our DE&I annual performance goals included adhering to inclusive hiring best practices and completing unconscious bias training. Our sponsorship program aimed to increase visibility for underrepresented talent and connect participating leaders with employees who identify differently from them across lines of gender and/or race.
How We Work
Based on our success working in a remote environment during the COVID-19 pandemic, in fiscal 2022 we aspirerolled out our “How We Work” guide to change the compositionflexible working arrangements. Employees in many of our locations, where permitted by local laws and regulations, and where the role and department permits, can choose between working full-time in the office, remotely or in a hybrid arrangement. Some employees may also elect to work a flexible schedule. These arrangements help to retain talent, increase employee demographics by 2023satisfaction, and support our commitment to better include underrepresented groups. For example, we aim to increase the percentage of women at FactSet overall, and specifically the percentage of women in our leadership group (vice president level and above) and in our technical areas. We will continue to report on our progress annually to increase transparency and to facilitate accountability.
Other DE&I actions taken during Fiscal 2021 included: launching new BRGs globally; providing education on DE&I topics across our organization; joining the Human Rights Campaign Business Coalition for the Equality Act and MLT Black Equity At Work; providing opportunities for two employees, on full pay/benefits, to join the CEO Action for Racial Equity Fellowship; holding all-staff DE&I events such as #StopAsianHate; launching our Racial Justice Allies initiative; creating a new Diversity Recruitment rolediverse, equitable and changinginclusive workplace.
Learning & Development
We offer a range of learning opportunities to empower employees through experiences that support their personal and professional growth. We identify learning needs to ensure that our recruitment processesemployees have the skills and knowledge to mandate diverse interview slates while developing relationships with historically black collegesexcel in their roles, grow their careers, and universities (HBCUs);contribute to the success of our organization. During fiscal 2023, our employees increasingly made use of non-mandatory learning, particularly expanded technical learning and observing Juneteenth asupskilling courses. During fiscal 2023, the FactSet Leadership Advantage Academy helped employees refine their leadership skills and style, expand their enterprise perspective and create a paid holiday in the U.S.

stronger cross-departmental network.
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Supporting Our Employees Through COVID-19
As the onset and spread of the COVID-19 pandemic created uncertainty and anxiety, our highest priority concern has been the health and safety of our employees, our families and our communities. During fiscal 2021, we required the vast majority of our employees at our offices across the globe (including corporate headquarters) to work remotely on a temporary basis, and provided them with support to be able to continue to work productively while being remote. We presented regular all-company meetings led by our CEO and offered extensive benefit resources and mental health support. Employees were offered additional paid time off for COVID-19 illness and family care and to receive and recover from COVID-19 vaccinations.
We have begun to re-open offices and welcome employees back, utilizing a three-phased approach to provide flexibility for employees with a focus on safety. Our offices will not re-open until local authorities permit us to do so and our own criteria and conditions to ensure employees health and safety are satisfied. Additionally, we have been implementing and will continue to support a variety of work options, such as flexible work arrangements permitting remote working or “hybrid” arrangements with the ability to split time between working remotely and in the office.
Learning & Development
At FactSet, we are lifelong learners. We believe that learning and development emboldens our employees, fosters outperformance with a growth mindset, demonstrates our commitment to core values, and contributes to the success of FactSet’s culture and business.
This year we centralized and expanded our Global Learning & Development department, allowing us to better leverage the training, content, product, and technology expertise that exists across our business lines to provide all employees with more opportunities to learn and grow their careers with FactSet. As a commitment to making learning accessible for employees around the world, our CEO and Executive Leadership Team strongly encourage all employees to set aside four hours each month for active learning.
During fiscal 2021, we launched LinkedIn Learning for all FactSet employees, providing curated content by experts in numerous fields, allowing employees to take courses based on their interests, performance goals, and/or professional enrichment. In addition to LinkedIn Learning and other third-party eLearning providers, we create hundreds of in-house eLearnings each year to help our employees learn about our business, industry, clients, and products. In response to the COVID-19 pandemic, all employee education was quickly transitioned to virtual classrooms. As employees adjusted to remote work and a changing world, we offered eLearning on remote working, remote collaboration tools, and mental health.
Compensation, Benefits and Well-beingWellbeing
FactSet offersWe offer our employees a broad range of competitive compensation, benefits and well-being programs reflective of our values and culture which are designed to meet the diverse needs of our global employee population and which are reflective of our Company’s values and culture. Offering competitive and performance-focused compensation is essential to our talent strategies regarding recruitment, development, and retention. Programs are designed to be competitive in the markets in which we compete for talent and align with the short and long-term objectives of FactSet and our individual business units.
retention strategies. Our employee compensation may include one or more of the following elements: base salaries, annual incentive awards, sales incentive awards and equity awards. We differentiate individual salary, bonus and equity awards based on performance against key objectives and how effectively our managers and employees demonstrate behaviors consistent with our values and culture.
FactSet is We are committed to offering high-quality, affordable, and locally competitive benefits options, designed to meetsupport the needs of our employees and their families and to support our employees’ physical, emotional, financial and social well-being at every stage of life. Employees in all FactSet locations globally have access to an Employee Assistance Program, providingour employees and their immediate family members access to experienced professional counselors for personal and professional support. In addition to offering access to professional counseling services, we provide our employees and families with education and resources. We provide regular updates on health coverage and resources available through our health plans.families.
Third-Party Content
We aggregate content from third-party data suppliers, news sources, exchanges, brokers and contributors into our dedicated managed database,databases, which our clients access through our flexible delivery platforms to perform their analysis.platforms. We seek to maintain contractual relationships with a minimum of two content providers for each major type of financial data, though certain data sets on which we rely have a limited number of suppliers. We make every effort to assure that, where reasonable, alternative sources are available. We are not dependent on any one third-party data supplier in order to meet the needs of our clients. We have entered into third-party content agreements of varying lengths, which in some cases can be terminated onwith one
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year’s notice, at predefined dates, and in other cases on shorter notice. We are not dependent on any one third-party data supplier in order to meet the needs of our clients, with only two data suppliers each representing more than 10% of our total data costs for the twelve months ended August 31, 2021.during fiscal 2023.
Data Centers and Cloud Computing
Our business is dependent on our ability to process substantial volumes of data and transactions rapidly and efficiently on our networks and systems. Our global technology infrastructure supports our operations and is designed to facilitate the reliable and efficient processing and delivery of data and analytics to our clients. OurAs part of our hybrid cloud strategy, we operate two fully redundant, physically separated data centers contain multiplein the U.S. that provide client services, while also using market-leading cloud providers to run products and services to best benefit from the cloud's elasticity, resiliency, security, and regionalization. We currently use several cloud providers; however, one supplier provided the majority of our cloud computing support for fiscal 2023. Our physical data centers provide layers of redundancy to enhance system performance, including maintaining, processing and storing data at multiple data centers. User connections are load balanced between data centers.locations. In the event of a single site failure equipment problem or localized disaster, the remaining centers have the capacityclient workloads will automatically move to handle the additional load.unaffected sites. We continue to be focusedfocus on maintaining a global technological infrastructure that allows us to support our growing business.
We continue to operate fully redundant data centers in both Virginia and New Jersey in the U.S. that can handle our entire client capacity. In addition, as we look to host more of our infrastructure and products on the cloud, we are migrating select systems and applications to diverse cloud computing regions utilizing premier, market-leading cloud providers.   
The Competitive Landscape
We are a part of the financial information services industry providing financialfocused on delivering expansive data, sophisticated analytics, and workflow solutionsflexible technology through our platform to the global investment community. This competitive market is comprised of both large, well-capitalized companies and smaller, niche firms including market data suppliers, news and information providers, and many third-party content providers that supply us with financial information included in our products. Our largest competitors are Bloomberg L.P., Market Intelligence (an S&P Global business) and Refinitiv (a London Stock Exchange Group business) and Market Intelligence (an S&P Global business). Other competitors and competitive products include online database suppliers and integrators and their applications, such as BlackRock Solutions, MorningstarMSCI Inc. and MSCIMorningstar Inc. Many of these firms provide products or services similar to our own offerings.
We believe there are high barriers to entry to our business, and we expect it would be difficult for another vendor to quickly replicate the extensive data we currently offer. Through our in-depth analytics and client service, we believe we canWe offer clients comprehensive solutions with a more comprehensive solution with onebroad set of the broadest sets of functionalitiesproducts delivered through a desktop or mobile user interface, cloud-based platforms, or through a standardized or bespoke data feedfeeds, as well as an API.APIs. In addition, our applications including ourand client support and service offerings are entrenched in the workflow of many financial professionals given the downloadable functionality, instant data refreshmanagement and portfolio analysis/screening capabilities offered. We are entrusted with significant amounts of our clients' own proprietary data, including portfolio holdings. As a result, we believe our products are central to our clients’ investment analysis and decision-making.
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Intellectual Property
We have registered trademarks and copyrights for many of our products and services and will continue to evaluate the registration of additional trademarks and copyrights as appropriate. We enter into confidentiality agreements with our employees, clients, data suppliers and vendors. We seek to protect our workflow solutions, documentation and other written materials under trade secret, copyright and patent laws. While we do not believe we are dependent on any one of our intellectual property rights, we do rely on the combination of intellectual property rights and other measures to protect our proprietary rights. Despite these efforts, existing intellectual property laws may afford only limited protection.
Research & Product Development Costs
A key aspect of our growth strategy is to offer new solutions and enhance our existing products and applications by making them faster and with more reliable and deeper data. We strive to rapidly adopt new technology that can improve our products and services. We do not have a separate research and product development department, but rather rely on these departments to work closely with our strategists, product managers, sales and other client-facing specialists to develop new products and process innovations and enhance existing products. These costs primarily consist of personnel-related expenses, such as salaries and related benefits for our product development, software engineering and technical support departments and, if not capitalized, are included in employee compensation (found within of Cost of Services expense and Selling, general, and administrative ("SG&A") in the Consolidated Statements of Income). Research and product development costs include the salary and benefits for our product development, software engineering and technical support staff working on these initiatives. We incurred research and product development costs of $250.1 million, $224.0 million, and $214.7 million during fiscal years 2021, 2020, and 2019, respectively.
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Government Regulation
We are subject to reporting requirements, disclosure obligations and other recordkeeping requirements of the Securities and Exchange Commission ("SEC") and the various local authorities that regulate each location in which we operate. Our P.A.N. Securities, LP subsidiary is a member of the Financial Industry Regulatory Authority, Inc. and is a registered broker-dealer under Section 15 of the Securities Exchange Act of 1934. P.A.N. Securities, LP, as a registered broker-dealer, is subject to Rule 15c3-1 under the Securities Exchange Act of 1934, which requires that we maintain minimum net capital requirements. We claim exemption under Rule 15c3-3(k)(2)(i). 
Corporate Contact Information
FactSet was founded as a Delaware corporation in 1978, and our principal executive office is in Norwalk, Connecticut.
Mailing address of FactSet's headquarters: 45 Glover Avenue, Norwalk, CT 06850
Telephone number: +1 (203) 810-1000
Website address: www.factset.com
Available Information
Through the Investor Relations section of our website (https://investor.factset.com), we make available free of charge the following filings as soon as practicable after they are electronically filed with, or furnished to, the SEC: our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, Proxy Statements for the annual stockholder meetings, Reports on Forms 3, 4 and 5, and any amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended. The SEC maintains a website that contains reports, proxy and information statements and other information that we file with the SEC at www.sec.gov.
Additionally, we broadcast our quarterly earnings calls live via the investor relations section of our website. We also provide notifications of news or announcements regarding our financial performance, including investor events and press and earnings releases on our investor relations website. The contents of this website section are not intended to be incorporated by reference into this Annual Report on Form 10-K or in any other report or document we file with the SEC and any reference to this section of our website is intended to be inactive textual references only.
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Executive Officers of the Registrant
The following table shows FactSet’sour current executive officers:
Name of OfficerName of OfficerAgeOffice Held with FactSet Officer SinceName of OfficerAgeOffice Held with FactSet Officer Since
F. Philip SnowF. Philip Snow57Chief Executive Officer2014F. Philip Snow59Chief Executive Officer2014
Linda S. HuberLinda S. Huber63Executive Vice President, Chief Financial Officer2021Linda S. Huber65Executive Vice President, Chief Financial Officer2021
Rachel R. SternRachel R. Stern56Executive Vice President, Chief Legal Officer, Global Head of Strategic Resources and Secretary2009Rachel R. Stern58Executive Vice President, Chief Legal Officer, Global Head of Strategic Resources and Secretary2009
Gene D. Fernandez54Executive Vice President, Chief Technology and Content Officer2017
Robert J. RobieRobert J. Robie43Executive Vice President, Head of Analytics & Trading Solutions2018Robert J. Robie45Executive Vice President, Head of Institutional Buyside2018
Helen L. ShanHelen L. Shan54Executive Vice President, Chief Revenue Officer2018Helen L. Shan56Executive Vice President, Chief Revenue Officer2018
Daniel Viens64Executive Vice President, Chief Human Resources Officer2018
Goran SkokoGoran Skoko60Executive Vice President, Managing Director EMEA and Asia Pacific, Head of Research & Advisory Solutions2019Goran Skoko62Executive Vice President, Managing Director EMEA and Asia Pacific, Head of Dealmakers and Wealth2019
Kristina W. KarnovskyKristina W. Karnovsky42Executive Vice President, Chief Product Officer2021Kristina W. Karnovsky44Executive Vice President, Chief Product Officer2021
Jonathan Reeve53Executive Vice President, Head of Content & Technology Solutions2021
John CostiganJohn Costigan54Executive Vice President, Chief Data Officer2022
Katherine M. SteppKatherine M. Stepp38Executive Vice President, Chief Technology Officer2022
Catrina HardingCatrina Harding51Executive Vice President, Chief People Officer2023
F. Philip Snow Chief Executive Officer. Mr. Snow was named Chief Executive Officer effective July 1, 2015. Prior to that, Mr. Snow held the title of President. He began his career at FactSet in 1996 as a Consultant, before moving to Asia to hold positions in the Tokyo and Sydney offices. Following his move back to the U.S. in 2000, Mr. Snow held various sales leadership roles prior to assuming the role of Senior Vice President, Director of U.S. Investment Management Sales in 2013. Mr. Snow received a Bachelor of Arts in Chemistry from the University of California at Berkeley and a Master of International Management from the Thunderbird School of Global Management. He has earned the right to use the Chartered Financial Analyst designation.
Linda S. Huber - Executive Vice President, Chief Financial Officer. Ms. Huber was appointed Executive Vice President, Chief Financial Officer of FactSet in October 2021. As Chief Financial Officer, she is responsible for FactSet’s global finance organization and oversees all financial functions, including accounting, corporate development, financial planning and analysis, (FP&A), treasury, tax and investor and media relations. Prior to joining FactSet, Ms. Huber served as Chief Financial Officer and Treasurer at MSCI Inc. Prior to joining MSCI, she served as Executive Vice President and Chief Financial Officer of Moody’s Corporation from May 2005 to June 2018. Earlier in her career, Ms. Huber served in several increasingly senior roles in financial services, including Executive Vice President and Chief Financial Officer at U.S. Trust Company, a subsidiary of Charles Schwab & Company, Inc.; Managing Director at Freeman & Co.; Vice President of Corporate Strategy and Development and Vice President and Assistant Treasurer at PepsiCo.; Vice President of Energy Investment Banking Group at Bankers Trust Co.; and Associate in the Natural Resources Group at The First Boston Corp. Ms. Huber also held the rank of Captain in the U.S. Army. Ms. Huber earned an MBA from the Stanford Graduate School of Business and a B.S. degree in business and economics from Lehigh University. Ms. Huber also serves on the Board of Directors of the Bank of Montreal.
Rachel R. Stern Executive Vice President, Chief Legal Officer, Global Head of Strategic Resources and Secretary. Ms. Stern was appointed Executive Vice President, Chief Legal Officer and Global Head of Strategic Resources and Secretary in October 2018. In addition to her role in the Legal Department, Ms. Stern is also responsible for Compliance, Facilities Management and Real Estate Planning, and the administration of our offices in Hyderabad, Manila and Riga. Ms. Stern joined FactSet in January 2001 as General Counsel. Ms. Stern is admitted to practice in New York, Washington D.C., and as House Counsel in Connecticut. Ms. Stern received a Bachelor of Arts from Yale University, a Master of Arts from the University of London and a Juris Doctor from the University of Pennsylvania Law School.
Gene D. Fernandez– Executive Vice President, Chief Technology She sits on the Board of Directors of Baron Capital Group, Inc. and Content Officer. Mr. Fernandez was appointed Chief Technology and Content Officer in July 2021. He joined FactSet as Chief Technology and Product Officer in November 2017 from J.P. Morgan, where he served as the Chief Technology Officer, New Product Development. In this role, he developed the strategy and built the engineering function responsible for new product innovation. DuringMorrow Sodali, a decade at J.P. Morgan, Mr. Fernandez held various other roles, including Chief Technology Officer for Client Technology and Research and BankingTPG Growth Company.
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Information Technology. Prior to J.P. Morgan, he worked at Credit Suisse and Merrill Lynch. Mr. Fernandez received a Bachelor of Science in Computer Science and Economics from Rutgers University.
Robert J. Robie – Executive Vice President, Head of Analytics & Trading Solutions.Institutional Buyside. Mr. Robie was appointed Executive Vice President, Head of Analytics & Tradition Solutions inInstitutional Buyside, effective September 2018.1, 2023. In his current role, he oversees strategy, research, development and engineering for Institutional Buyside solutions. Prior to that, he served as Executive Vice President, Head of Analytics & Trading platforms.Tradition Solutions starting in September 2018. Mr. Robie joined FactSet in July 2000 as a Product Sales Specialist. During his tenure at FactSet, Mr. Robie has held several positions of increased responsibility, including Senior Director of Analytics and Director of Global Fixed Income. Although Mr. Robie joined FactSet in 2000, he did work at BTN Partners from 2004 through 2005 in their quantitative portfolio management and performance division, before returning to continue his career with FactSet. Mr. Robie holds a Bachelor of Arts in Economics and Fine Arts from Beloit College.
Helen L. Shan – Executive Vice President, Chief Revenue Officer. Ms. Shan was appointed Executive Vice President, Chief Revenue Officer effective May 3, 2021. As the Chief Revenue Officer, she is responsible for driving revenue growth by managing global sales, client solutions, marketing and marketing.media relations. Ms. Shan joined FactSet as Chief Financial Officer in September 2018 where she oversaw all financial functions at FactSet. Prior to that, she was at Marsh McLennan Companies, where she served in a variety of roles, including as the company's Corporate Treasurer and also as Chief Financial Officer for Mercer, a professional services firm where she was responsible for global financial reporting and performance, operational finance, investments, and corporate strategy. Preceding that, Ms. Shan also served as the Vice President and Treasurer for Pitney Bowes Inc. and served as a Managing Director at J.P. Morgan. In September 2018, Ms. Shan joined the Board of Directors of EPAM Systems Inc., a global provider of digital platform engineering and software development services. Ms. Shan holds dual degrees with a Bachelor of Science and a Bachelor of Applied Science from thethe University of Pennsylvania’s Wharton School of Business and School of Applied Science and Engineering. Ms. Shan also has a Master of Business Administration from Cornell University’s SC Johnson College of Business.
Daniel Viens – Executive Vice President, Chief Human Resources Officer. Mr. Viens was appointed Executive Vice President Chief Human Resources Officer in October 2021. Mr. Viens joined FactSet in September 1998 as a Vice President, Director of Human Resources and has held several leadership positions of increased responsibility in Human Resources. Prior to joining FactSet, Mr. Viens was a Director of Human Resources for First Data Solutions and Donnelly Marketing (a former company of Dun & Bradstreet), where he developed significant Human Resources acumen. Mr. Viens graduated from Boston University, and holds both a Master's Degree from Eastern Illinois University in Clinical Psychology and a Master of Business Administration from Columbia University.
Goran Skoko – Executive Vice President, Managing Director EMEA and Asia Pacific, Head of Research & Advisory Solutions.Dealmakers and Wealth. Mr. Skoko was appointed Executive Vice President, Managing Director EMEA and Asia Pacific, and Head of ResearchDealmakers & Advisory in July 2021.Wealth, effective September 1, 2023. In his current role, Mr. Skoko is responsible for providing direction to address the product and content needs for EMEA and Asia Pacific clients while also focusing on increased deployment and building community withwithin our Dealmakers & Wealth space. Prior to that, he served as Executive Vice President, Managing Director EMEA and Asia Pacific and Head of Research & Advisory solutions. Prior to that, Mr. Skoko wasSolutions starting in July 2021, after having served as Executive Vice President, Managing Director EMEA and Asia Pacific and Head of Wealth Solutions.Solutions. He joined FactSet in 2004 as a Senior Product developer and has held a number of positions of increased responsibility. Prior to FactSet, he spent 16 years in various engineering and product management roles at Thomson Financial. Mr. Skoko earned his B.S. in Physics and Computer Science from Fordham University.
Kristina W. Karnovsky – Executive Vice President, Chief Product Officer. Ms. Karnovsky was appointed Executive Vice President, Chief Product Officer in July 2021. In herthis current role she works across the entire product portfolio to deliver a differentiated advantage for clients and support their success. Prior to this role, Ms. Karnovsky was Head of Research Solutions. Ms. Karnovsky joined FactSet in 2001 as a Consultant and spent over a decade building FactSet's sell-side business in Sales leadership roles. Ms. Karnovsky earned a bachelor's degree from the University of Scranton.
Jonathan ReeveJohn Costigan – Executive Vice President, Head of Content & Technology Solutions.Chief Data Officer. Mr. ReeveCostigan was appointed Chief Data Officer of FactSet effective June 1, 2023. Prior to that, he served as Chief Content Officer of FactSet starting in April 2022. As Chief Data Officer, he is responsible for FactSet's enterprise-wide data strategy and leads data development from planning through production. This includes data digital transformation using modern techniques and technology to drive timeliness, accuracy, coverage, consistency and usability across all FactSet data assets. Mr. Costigan has been at FactSet since September 2007 in a variety of roles. Prior to joining FactSet, Mr. Costigan served as Vice President, Product Management at Thomson Financial, and spent 11 years in a variety of Product Management roles at First Call, Autex, ILX, and Tradeweb. Mr. Costigan earned a bachelor's degree in Economics from St. Michael's College.
Katherine M. Stepp – Executive Vice President, Chief Technology Officer. Ms. Stepp was appointed Chief Technology Officer, effective September 1, 2022. As Chief Technology Officer, she is responsible for leading FactSet's technology organization and overseeing its digital transformation strategy. Ms. Stepp joined FactSet in 2008 and previously served as Senior Director of Product Management within FactSet's Research and Advisory workflow solutions business. Prior to that role, she was Senior Director of Engineering within FactSet's Research workflow solutions business. Ms. Stepp holds a B.S. in Computer Science from Carnegie Mellon University.
Catrina Harding - Executive Vice President, Chief People Officer. Ms. Harding was appointed Executive Vice President, Head of Content & Technology SolutionsChief People Officer in July 2023. Prior to that, Ms. Harding served as Chief Human Resources Officer at FactSet in October 2021. As Head of Content & Technology Solutions, he overseesGerson Lehrman Group, a financial and leads the development of FactSet’s off-platform products, including financial data solutions, application technologies,global information services company, and the delivery of FactSet proprietary and third-party content over our data feeds, API’s, Open FactSet Marketplace, and cloud-delivery solutions. Mr. Reeve joined FactSet in April 2020 as Senior Vice President of Human Resources at Synchrony Financial, a consumer financial services company and Headformer division of Content & Technology Solutions. Prior to joining FactSet, Mr. Reeve led Connectivity, FeedsGE Capital. She has more than 20 years of experience in senior human resources roles at major companies, including U.S. Steel Corporation, General Electric Company, and Desktop Businesses at Intercontinental Exchange (ICE). Earlier in his career, he held various positions at S&P Global, including Chief Data Officer and Head of Product & Content for the S&P Market Intelligence Division. Mr. Reeve earned a B.A in Economics from Concordia University in Montreal.Ford
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Motor Company. Ms. Harding holds a Bachelor of Science from Western Michigan University and a Masters in Industrial and Organizational Psychology from the University of Detroit Mercy.
Additional Information
Additional information with respect to our business is included in the following pages and is incorporated herein by reference:
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ITEM 1A. RISK FACTORS
The following risks could materially and adversely affect our business, financial condition, results of operations, and cash flows and, as a result, the trading price of our common stock could decline. These risk factors do not identify all risks that we face; our operations could also be affected by factors that are not presently known to us or that we currently consider to be immaterial to our operations. Due to risks and uncertainties, known and unknown, our past financial results may not be a reliable indicator of future performance, and historical trends should not be used to anticipate results or trends in future periods. Investors should also refer to the other information set forth in this Annual Report on Form 10-K, including Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations and our Consolidated Financial Statements including the related Notes. Investors should carefully consider all risks, including those disclosed here, before making an investment decision.
Technology & Data Security Risks
Loss, corruption and misappropriation of data and information relating to clients and others
Many of our products, as well as our internal systems and processes, involve the collection, retrieval, processing, storage and transmission through a variety of media channels of our own, as well as supplier and customer, proprietary information and sensitive or confidential data. We rely on, and continuously invest in, a complex system of internal processes and controls, along with policies, procedures and training, designed to protect data that we receive in the ordinary course of business, including information from client portfolios and strategies. However, these measures do not guarantee security, and improper access to or release of confidential information may still occur through, for example, employee error or malfeasance, system error, other inadvertent release, failure to properly purge and protect data, or cyberattack.cybersecurity threats or attacks. Additionally, the maintenance and enhancement of our systems may not be completely effective in preventing loss, unauthorized access or misappropriation. Data misappropriation, unauthorized access or data loss could instill a lack of confidence in our products and systems and damage our brand, reputation and business. Breaches of security measures could expose us, our clients or the individuals affected to a risk of loss or misuse of this information, potentially resulting in litigation and liability for us, as well as the loss of existing or potential clients and suppliers. Many jurisdictions in which we operate have laws and regulations relating to data privacy and protection of personal information, including, for example, the European UnionUnion's General Data Protection Regulation, which became effective May 25, 2018,an increasing number of U.S. state laws, such as California's Consumer Privacy Act which became effective January 1, 2020, and Connecticut's Personal Data Privacy and Online Monitoring Act, China's Personal Information Protection Law, which becomes effective November 1, 2021.and India's Digital Personal Data Protection Act. These laws contain requirements regarding the handling of personal and sensitive data, including our use, protection and the ability of persons whose data is stored to correct or delete such data about themselves. The law in this area continues to develop and the changing nature of privacythese laws could impact our processing and cross-border transfer of personal and sensitive information related to our content, operations, employees, clients, suppliers and suppliers,others, and may expose us to claims of violations.
Successful access to prohibited data access and other cyber-attacks and the failure of cyber-security systems and procedures
In providing our digital-enabled services to clients, we rely on information technology infrastructure that is managed internally along with placing reliance on third-party service providers for critical functions. We and these third-party service providers are subject to the risks of system failures and security breaches, including cyber-attacks (including(such as those sponsored by nation-states, terrorist organizations, or global corporations seeking to illicitly obtain technology or other intellectual property), such asproperty and those accomplished by phishing scams, hacking, viruses, denials of service attacks, tampering, intrusions, physical break-ins, ransomware and malwaremalware), as well as employee errors or malfeasance. In some cases, these risks might be heightened when employees are working remotely. Our and our vendors' use of mobile and cloud technologies may increase our risk for such threats. Our protective systems and procedures and those of third parties to which we are connected, such as cloud computing providers, may not be effective against these threats. Our information technology systems must be constantly updated and patched to protect against known vulnerabilities and to optimize performance.
While we have dedicated resources responsible for maintaining appropriate levels of cybersecurity and implemented systems and processes intended to help identify cyberattacks and protect and remediate our network infrastructure, we are aware that these attacks have become increasingly frequent, sophisticated, and difficult to
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detect and, as a result, we may not be able to anticipate, prevent or detect all such attacks. We also may be impacted by a cyberattack targeting one of our vendors or within our technology supply chain or infrastructure. Our contracts with service providers typically require them to implement and maintain adequate security controls, but we may not have the ability to effectively monitor these security measures. As a result, inadequacies of the third-party security technologies and practices may not be detected until after a security breach has occurred. These risks may be heightened in connection with employees working from remote work environments, as our dependency on certain service providers, such as video conferencing and web conferencing services, has significantly increased. In addition, to access our network, products and services, customers and other third parties may use personal mobile devices or computing devices that are outside of our network environment and are subject to their own security risk.
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We could suffer significant damage to our brand and reputation: if a cyber-attack or other security incident were to allow unauthorized access to, or modification of, clients’ or suppliers’ data, other external data, internal data or information technology systems; if the services provided to clients were disrupted; or if products or services were perceived as having security vulnerabilities. The costs we would incur to address and resolve these security incidents would increase our expenses. These types of security incidents could also lead to lawsuits, regulatory investigations and claims, loss of business and increased legal liability. Cyberattacks, security breaches or third-party reports of perceived security vulnerability to our systems, even if no breach has occurred, also could damage our brand and reputation, result in litigation, regulatory actions, loss of client confidence and increased legal liability. We also make acquisitions periodically. While significant effort is placed on addressing information technology security issues with respect to the acquired companies, we may inherit such risks when these acquisitions are integrated into our infrastructure. While we maintain insurance coverage that is intended to address certain aspects of cybersecurity and data protection risks, such coverage may not include, or may not be sufficient to cover, all or the majority of the costs, losses or types of claims.
A prolonged or recurring outage at our data centers and other business continuity disruptions at facilities could result in reduced service and the loss of clients
Our clients rely on us for the delivery of time-sensitive, up-to-date data and applications. Our business is dependent on our ability to process substantial volumes of data and transactions rapidly and efficiently on our computer-based networks, database storage facilities, and other network infrastructure, which are located across multiple facilities globally. If we experience significant growth of our customer base or increases in the number of products or services or in the speed at which we are required to provide products and services, it may strain our systems. Additionally, our systems and networks may become strained due to aging or end-of-life technology that we have not yet updated or replaced.
Our computer operations, as well as our other business centers, and those of our suppliers and clients, aremay be vulnerable to interruption by fire, natural disaster, extreme weather or climate conditions, power loss, telecommunications failures, terrorist attacks, acts of war or civil unrest, internet failures, computer viruses or security breaches, employee or systems errors, and other events beyond our reasonable control. In addition, in the remote work environments, the daily activities and productivity of our workforce is now more closely tied to key vendors, such as video conferencing services, consistently delivering their services without material disruption. Our ability to deliver information using the internet and to operate in a remote working environment may be impaired because of infrastructure failures, service outages at third-party internet providers, malicious attacks, or other factors.
We also currently use multiple providers of cloud services; however, one supplier provided the majority of our cloud computing support for fiscal 2023. While we believe this provider to be reliable, we have limited control over its performance, and a disruption or loss of service from this provider could impair our system's operation and our ability to operate for a period of time. We maintain back-up facilities and certain other redundancies for each of our major data centers to minimize the risk that any such event will disrupt those operations. However, a loss of our services involving our significant facilities may materially disrupt our business and may induce our clients to seek alternative data suppliers. Any such losses or damages we incur could have a material adverse effect on our business. Although we seek to minimize these risks through security measures, controls, back-up data centers and emergency planning, there can be no assurance that such efforts will be successful or effective. Additionally, we may also face significant increases in our use of power and data storage and may experience a shortage of capacity and increased costs associated with such usage.
Transition to new technologies, applications and processes could expose us to unanticipated disruptions
The technology landscape is constantly evolving. To remain competitive, we must adapt and migrate to new technologies, applications and processes. Use of more advanced technologies and infrastructure is critical to the development of our products and services, the scaling of our business for future growth, and the accurate maintenance of our data and operations. The implementation of new technologies and infrastructure, such as migration to new cloud-based systems, is complex and can involve substantial expenditures as well as risks inherent in the conversion to any new system, including potential loss of information and disruption to operations. We may experience unanticipated interruption and delay in the performance and delivery of certain of our products and services. Certain of our technologies are also dependent upon third-party providers to maintain adequate systems to protect the security of our confidential information and data. Failure by our providers to maintain appropriate security could result in unauthorized access to our systems or a network disruption that could further lead to improper disclosure of confidential information or data, regulatory penalties and remedial costs. Any disruption to either the provider’s systems or the communication links between us and the provider could negatively affect our ability to operate our data systems and could impair our ability to provide services to our clients. If the services to our clients are disrupted, or if there is unauthorized access to the confidential information of our clients or our vendors, we could suffer significant damage to our brand and reputation and lose clients. We also may incur increased operating expenses to recover data, repair or remediate systems, equipment or facilities, and to protect ourselves from such disruptions. As we increase our reliance on third-party
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systems, our exposure to damages from services disruptions may increase, and we may incur additional costs to remedy damages caused by these disruptions.
Use of open source software could introduce security vulnerabilities, impose unanticipated restrictions on our ability to commercialize our products and services, and subject us to increased costs
We use open source code in our software development and incorporate it into our products and internal systems. The use of open source code may entail greater risks than the use of third-party commercial software. Open source licensors generally do not provide warranties or other contractual protections regarding infringement claims or the quality or security of the code. Some open source licenses provide that if we combine our proprietary applications with the open source software in a certain manner, we could be required to release the source code of our proprietary applications to the public. This would allow our competitors to create similar products with less development effort and time and ultimately put us at a competitive disadvantage. We have implemented procedures to control the use of open source code so as to mitigate this risk; however, the terms of many open source licenses are also ambiguous and have not been interpreted by U.S. or other courts. Therefore, there is a risk that our internal procedures controlling the use of open source code could fail, or that the licenses could be construed in a manner that imposes unanticipated conditions or restrictions on us. If any of this were to occur, we could be required to seek alternative third-party licenses at increased costs or reduced scope, to re-engineer products or systems, or potentially to discontinue the licensing of certain products. Any remedial actions could divert resources away from our development efforts, be time intensive and have a significant cost.
Our use of artificial intelligence technologies may not be successful and may present business, compliance, and reputational risks
We use, and will expand our use of, machine learning and artificial intelligence ("AI") technologies in some of our products and processes. If we fail to keep pace with rapidly evolving AI technological developments, our competitive position and business results may be negatively impacted. Our use of AI technologies will require resources to develop, test and maintain such products, which could be costly. Third parties may be able to use AI to create technology that could reduce demand for our products. In addition, the introduction of AI technologies, particularly generative AI, into new or existing offerings may result in new or expanded risks and liabilities, due to enhanced governmental or regulatory scrutiny, litigation, compliance issues, ethical concerns, confidentiality, data privacy or security risks, as well as other factors that could adversely affect our business, reputation, and financial results. For example, use of AI technologies could lead to unintended consequences, such as accuracy issues, cybersecurity risks, unintended biases, and discriminatory outputs, could impact our ability to protect our data, intellectual property, and client information, or could expose us to intellectual property claims by third parties.
Strategy & Market Demand Risks
Competition in our industry may cause price reductions or loss of market share
We continue to experience intense competition across all markets for our products, with competitors ranging in size from smaller, highly specialized, single-product businesses to multi-billion-dollar companies. While we believe the breadth and depth of our suite of products and applications offer benefits to our clients that are a competitive advantage, our competitors may offer price incentives to attract new business. Future competitive pricing pressures may result in decreased sales volumes and price reductions, resulting in lower revenuerevenues and ASV. Weak economic conditions may also result in clients seeking to utilize lower-cost information that is available from alternative sources. The impact of cost-cutting pressures across the industries we serve could lower demand for our products. Clients within the financial services industry that strive to reduce their operating costs may seek to reduce their spending on financial market data and related services, such as ours. If our clients consolidate their spending with fewer suppliers, by selecting suppliers with lower-cost offerings or by self-sourcing their needs for financial market data, our business could be negatively affected.
The continued shift from active to passive investing could negatively impact user count growth and revenuerevenues
The predominant investment strategy today is still active investing, which attempts to outperform the market. The main advantage of active management is the expectation that the investment managers will be able to outperform market indices. They make informed investment decisions based on their experiences, insights, knowledge and ability to identify opportunities that can translate into superior performance. The main advantage of passive investing is that it closely matches the performance of market indices. Passive investing requires little decision-making by investment managers and low operating costs which result in lower fees for the investor. A continued shift to passive investing, resulting in an increased outflow to passively managed index funds, could reduce demand for the services of active investment managers and consequently, the demand of our clients for our services.
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A decline in equity and/or fixed income returns may impact the buying power of investment management clients
Approximately 83%The majority of our ASV is derived from our investment management clients. Theclients, and the profitability and management fees of many of these clients are tied to assets under management. An equity market decline not only depresses the value of assets under management but also could cause a significant increase in redemption requests from our clients’ customers, further reducing their assets under management. Reduced client profits and management fees may cause our clients to cut costs. Moreover, extended declines in the equity and fixed income markets may reduce new fund or client creation. Each of these developments may result in lower demand from investment managers for our services and workstations, which could negatively affect our business.
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Uncertainty or downturns in the global economy and consolidation in the financial services industry may cause us to lose clients and users
Many of our clients are asset and wealth managers, investment banks, asset managers, wealth advisors,and commercial bankers, hedge funds, private equity and venture capital professionals, and other financial services entities. Uncertainty or downturns in the global economy or a lack of confidence in the global financial system could negatively impact our clients, which could cause a corresponding negative impact on our business results. Mergers, consolidation or contraction of our clients in the financial services industry also could directly impact the number of clients, and prospective clients and users of our products and services. If our clients merge with or are acquired by other entities that are not our clients, or that use fewer of our products and services, they may discontinue or reduce their use of our products and services. Thus, economic uncertainty, economic downturns, lack of confidence in the global financial system, and consolidation in this sector could adversely affect our business, financial results and future growth.
Volatility or downturns in the financial markets may delay the spending pattern of clients and reduce future ASV growth
The decision on the part of large institutional clients to purchase our services often requires management-level sponsorship and typically depends upon the size of the client, with larger clients having more complex and time-consuming purchasing processes. The process is also influenced by market volatility.volatility and market downturns. These characteristics often lead us to engage in relatively lengthy sales efforts. Purchases (and incremental ASV) may therefore be delayed as uncertainties or downturns in the financial markets may cause clients to remain cautious about capital and data content expenditures, particularly in uncertain economic environments. The COVID-19 pandemic may increase this risk as itMarket volatility or market downturns may curtail our client's spending and lead them to delay or defer purchasing decisions or product service implementations, or cause them to cancel or reduce their spending with us, which could negatively impact our revenues and future growth.
Failure to develop and market new products and enhancements that maintain our technological and competitive position and failure to anticipate and respond to changes in the marketplace for our products and customer demands
The market for our products is characterized by rapid technological change, including methods and speed of delivery, changes in client demands, development of new investment instruments and evolving industry standards. The direction of these trends can render our existing products less competitive, obsolete or unmarketable. As a result, our future success will continue to depend upon our ability to identify and develop new products and enhancements that address the future needs of our target markets and to respond to their changing standards and practices. We may not be successful in developing, introducing, marketing, licensing and implementing new products and enhancements on a timely and cost-effective basis or without impacting the stability and efficiency of existing products and customer systems. Further, any new products and enhancements may not adequately meet the requirements of the marketplace or achieve market acceptance. We must make long-term investments and commit significant resources before knowing whether these investments will eventually result in products and services that satisfy our clients' needs and generate revenues required to provide the desired results. Our failure or inability to anticipate and respond to changes in the marketplace, including competitor and supplier developments, may also adversely affect our business, operations and growth.
Errors or defects can exist at any point in a product's life cycle, but are more frequently found after the introduction of new products or enhancements to existing products. Despite internal testing and testing by clients, our products may contain errors. We may also experience delays while developing and introducing new products for various reasons, such as difficulties in licensing data inputs. Defects, errors, or delays in our products that are significant, or are perceived to be significant, could result in rejection or delay in market acceptance, damage to our reputation, loss of revenue,revenues, lower rate of license renewals or upgrades, diversion of development resources, product liability claims or regulatory actions, or increases in service and support costs.
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We have provisions in our client contracts to limit our exposure to potential liability claims brought by clients based on the use of our products or services or our delay or failure to provide services. Contracts with customers also increasingly include service level requirements and audit rights to review our security. Many of our customers in the financial services sector are also subject to regulations and requirements to adopt risk management processes commensurate with the level of risk and complexity of their third-party relationships, and provide rigorous oversight of relationships that involve certain "critical activities," some of which may be deemed to be provided by us. Any failure on our part to comply with the specific provisions in customer contracts could result in the imposition of various penalties, which may include termination of contracts, service credits, suspension of payments, contractual penalties, adverse monetary judgments, and, in the case of government contracts, suspension from future government contracting. Even if the outcome of any claims brought against us were ultimately favorable, such a claim would require the time and attention of our management, personnel, as well as financial and other resources and potentially pose a significant disruption to our normal business operations.
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Failure to identify, integrate, or realize anticipated benefits of acquisitions and strains on resources as a result of growth
There can be no assurance that we will be able to identify suitable candidates for successful acquisition at acceptable prices. Additionally, there may be integration risks or other risks resulting from acquired businesses.businesses, including our acquisition of CGS during fiscal 2022. Our ability to achieve the expected returns and synergies from past and future acquisitions and alliances depends in part upon our ability to integrate the offerings, technology, sales, administrative functions and personnel of these businesses effectively into our core business. We cannot guarantee that our acquired businesses will perform at the levels anticipated. In addition, past and future acquisitions may subject us to unanticipated risks or liabilities or disrupt operations.
Growth, such as the addition of new clients and acquisitions, puts demands on our resources, including our internal systems and infrastructure. These may require improvements or replacement to meet the additional demands of a larger organization. Further, the addition of new clients and the implementation of such improvements would require additional management time and resources. These needs may result in increased costs that could negatively impact results of operations. Failure to implement needed improvements, such as improved scalability, could result in a deterioration in the performance of our internal systems and negatively impact the performance of our business.
Failure to maintain reputation
We enjoy a positive reputation in the marketplace. Our ability to attract and retain clients and employees is affected by external perceptions of our brand and reputation. Reputational damage from negative perceptions or publicity, including without limitation market perception of our sustainability and corporate responsibility policies and practices, could affect our ability to attract and retain clients and employees and our ability to maintain our pricing for our products. Although we monitor developments for areas of potential risk to our reputation and brand, negative perceptions or publicity could have a material adverse effect on our business and financial results.
Operational Risks
Operations outside the United States involve additional requirements and burdens that we may not be able to control or manage successfully
In fiscal 2023, approximately 39% of our revenues related to operations located outside the U.S. In addition, approximately 80% of our employees are located in offices outside the U.S. We expect our growth to continue outside the U.S. Our non-U.S. operations involve risks that differ from or are in addition to those faced by our U.S. operations. These risks include difficulties in developing products, services and technology tailored to the needs of non-U.S. clients, including in emerging markets; different employment laws and rules; rising labor costs in lower-wage countries; difficulties in staffing and managing personnel that are located outside the U.S.; different regulatory, legal and compliance requirements, including in the areas of privacy and data protection, anti-bribery and anti-corruption, trade sanctions and restraints and currency controls, marketing and sales and other barriers to conducting business; social and cultural differences, such as language; diverse or less stable political, operating and economic environments and market fluctuations; civil disturbances or other catastrophic events that reduce business activity, including the risk that the current conflicts between Ukraine and Russia and in the Middle East expand in a way that impacts our business and operations; limited recognition of our brand and intellectual property protection; differing accounting principles and standards; restrictions on or adverse tax consequences from entity management efforts; and changes in U.S. or foreign tax laws. If we are not able to adapt efficiently or manage the business effectively in markets outside the U.S., our business prospects and operating results could be materially and adversely affected.
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Failure to enter into, renew or comply with contracts supplying new and existing data sets or products on competitive terms
We collect and aggregate third-party content from data suppliers, news sources, exchanges, brokers and contributors into our own dedicated online service,managed databases, which clients access to perform their analyses. We combine the data from these sources into our own dedicated databases. Clients have access to the data and content found within our databases. These databases are important to our operations as they provide clients with key information. We have entered into third-party content agreements of varying lengths, which in some cases can be terminated on one year’s notice at predefined dates, and in other cases on shorter notice. Some of our content provider agreements are with competitors, who may attempt to make renewals difficult or expensive. We seek to maintain favorable contractual relationships with our data suppliers, including those that are also competitors. However, we cannot control the actions and policies of our data suppliers and we may have data suppliers who provide us with notice of termination, or exclude or restrict us from use of their content, or only license such content at prohibitive cost. Additionally, despite our efforts to comply with our third-party data supplier agreements, there can be no assurances that third-partiesthird parties may not challenge our use of their content, which could result in increased licensing costs, loss of rights, and costly legal actions. Certain data sets that we rely on have a limited number of suppliers, although we make every effort to assure that, where reasonable, alternative sources are available. We are not dependent on any one third-party data supplier in order to meet the needs of our clients, with only two data suppliers each representing more than 10% of our total data costs for the twelve months ended August 31, 2021.fiscal 2023. Our failure to be able to maintain theseour supplier relationships, or the failure of our suppliers to deliver accurate data or in a timely manner, or the occurrence of a dispute with a vendor over use of their content, could increase our costs and reduce the type of content and products available to our clients, which could harm our reputation in the marketplace and adversely affect our business.
Increased accessibility to free or relatively inexpensive information sources may reduce demand for our products
Each year, an increasing amount of free or relatively inexpensive information becomes available, particularly through the internet, and this trend may continue. The availability of free or relatively inexpensive information may reduce demand for our products. While we believe our service offering is distinguished by such factors as customization, timeliness, accuracy, ease-of-use, completeness and other value-added factors, if users choose to obtain the information they need from public or other sources, our business, results of operations, and cash flows could be adversely affected.
Inability to hire and retain key qualified personnel
Our business is based on successfully attracting, motivating and retaining talented and diverse employees. Creating a diverse and inclusive environment that promotes empowerment and engagement is key to our ability to attract, retain, and develop talent. Competition for talent, especially engineering personnel, is strong. We need technical resources such as engineers to help
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develop new products and enhance existing services. We rely upon sales personnel to sell our products and services and maintain healthy business relationships. Our future success also is dependent on the continued service and performance of the members of our senior leadership team. All of these personnel possess business and technical capabilities that are difficult to replace. If we are unsuccessful in our recruiting efforts, or if we are unable to retain key employees, our ability to develop and deliver successful products and services may be adverselynegatively affected and could have a material, adverse effect on our business.
Operations outside the United States involve additional requirements and burdens that we may not be able to control or manage successfully
In fiscal 2021, approximately 40% of our revenue related to operations located outside the U.S. In addition, a significant number of our employees, approximately 78%, are located in offices outside the U.S. We expect our growth to continue outside the U.S., with non-U.S. revenues accounting for an increased portion of our total revenue in the future. Our non-U.S. operations involve risks that differ from or are in addition to those faced by our U.S. operations. These risks include difficulties in developing products, services and technology tailored to the needs of non-U.S. clients, including in emerging markets; different employment laws and rules; rising labor costs in lower-wage countries; difficulties in staffing and managing personnel that are located outside the U.S.; different regulatory, legal and compliance requirements, including in the areas of privacy and data protection, anti-bribery and anti-corruption, trade sanctions and currency controls, marketing and sales and other barriers to conducting business; social and cultural differences, such as language; diverse or less stable political, operating and economic environments and market fluctuations; civil disturbances or other catastrophic events that reduce business activity; limited recognition of our brand and intellectual property protection; differing accounting principles and standards; restrictions on or adverse tax consequences from entity management efforts; and changes in U.S. or foreign tax laws. If we are not able to adapt efficiently or manage the business effectively in markets outside the U.S., our business prospects and operating results could be materially and adversely affected.
The current COVID-19 pandemicPandemics and other global public health epidemics may adversely impact our business, our future results of operations and our overall financial performance
Our business could be materially and adversely affected by the risk, or the public perception of risk, related to a pandemic or widespread health crisis, such as the current COVID-19 pandemic. A significant outbreak, epidemic or pandemic of contagious diseases in the human population could result in a widespread health crisis adversely affecting the broader economies, financial markets and overall demand for our products. In addition, any preventative or protective actions that governments implement or that we take in respect of a global health crisis, such as travel restrictions, quarantines or site closures, may interfere with the ability of our employees, vendors, and data suppliers to perform their respective responsibilities and obligations relative to the conduct of our business, including our ability to gather content. Such results could have a material adverse effect on our operations, business, financial condition, results of operations, or cash flows.
Our operations have been affected by a range of external factors related to the COVID-19 pandemic that are not within our control. For example, many jurisdictions have imposed a wide range of restrictions on the physical movement of our employees and vendors to limit the spread of COVID-19. While to date the COVID-19 pandemic has not had a material negative impact on our financial condition, results of operations, or cash flows, due to the ongoing uncertainty related to the duration, magnitude and impact of the COVID-19 pandemic, its potential effects on our business remain uncertain. The COVID-19 pandemic may still have a substantial impact on our employees' or vendors' productivity, which could result in our operations, including our ability to gather content, suffering, and in turn our results of operations, cash flows, and overall financial performance may be impacted. Furthermore, if our employees incur substantial medical expenses due to COVID-19, our expenses may increase due to our self-funded employee medical insurance model. Our management is focused on mitigating the effects of COVID-19 on our business, which has required and will continue to require a substantial investment of their time and may delay their other efforts. The continued impact of COVID-19 may also increase the severity or likelihood of the other risks described in this Item, any of which could have a material effect on us.
We continue to closely monitor the impact of the COVID-19 pandemic and continually assess its potential effects on our business. In response to the COVID-19 pandemic, we implemented a business continuity plan with a dedicated incident management team to respond quickly and provide ongoing guidance. However, given the dynamic nature of these circumstances, the full impact of the COVID-19 pandemic cannot be reasonably estimated at this time. The extent to which our business, financial condition, results of operations, or cash flows are affected by COVID-19 will depend in part on future developments which cannot be accurately predicted and are uncertain, as there are no comparable recent events that provide guidance as to the potential effect of the spread of a global pandemic. The impact of the COVID-19 pandemic depends upon various uncertainties, including the ultimate geographic spread of the virus, the severity of the virus, the duration of the outbreak, and actions that may be taken by governmental authorities to contain the virus. This situation is changing continually, and additional effects may arise that we are not presently aware of or that we currently do not consider to be significant risks to our operations. If we are not able to respond to and manage the impact of such events effectively, our business and financial
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condition could be negatively impacted. Refer to Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations - COVID-19 Update for additional information.
Legal & Regulatory Risks
Legislative and regulatory changes in the environments in which we and our clients operate
As a business, we are subject to numerous laws and regulations in the U.S. and in the other countries in which we operate. These laws, rules, and regulations, and their interpretations, may conflict or change in the future, or conflict, and compliance with these changes may increase our costs or cause us to make changes in or otherwise limit our business practices. In addition, the global nature and scope of our business operations make it more difficult to monitor areas that may be subject to regulatory and
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compliance risk. If we fail to comply with any applicable law, rule, or regulation, we could be subject to claims and fines and suffer reputational damage. Uncertainty caused by political change globally, and complex relationships across countries, including the U.S. and nations in Europe and Asia, heightens the risk of regulatory uncertainty.
Many of our clients operate within a highly regulated environment and must comply with governmental legislation and regulations. The U.S. regulators have increased their focus on the regulation of the financial services industry. Increased regulation of our clients may increase their expenses, causing them to seek to limit or reduce their costs from outside services such as ours. Additionally, if our clients are subjected to investigations or legal proceedings they may be adversely impacted, possibly leading to their liquidation, bankruptcy, receivership, reduction in assets under management, or diminished operations, which would adversely affect our revenue. Recentrevenues.
Some recent legislative and regulatory changes that we believe might materially impact us and our clients include:
MiFID
In (a) in the European Union ("EU") and the new version ofUnited Kingdom ("UK"), the Markets in Financial Instruments Directive (recast) ("MiFID II"), also known as "MiFID II"which became effective in January 2018. Prior to the effectiveness of the UK's withdrawal from the European Union on January 1, 2021, the UK laws and regulations implementing MiFID II were modified to transpose aspects of EU law and address deficiencies that would have otherwise been created as a result of the withdrawal. MiFID II built upon many of the initiatives introduced through MiFID and is intended to help improve the functioning of the European Union single market by achieving a greater consistency of regulatory standards. MiFID originally became effective in 2007. We believe that compliance with MiFID II requirements is time-consuming and costly for the investment managers who are subject to it and will cause clients to adapt their pricing models and business practices significantly. These increased costs may impact our clients’ spending and may cause some investment managers to lose business or withdraw from the market, which2018, may adversely affect demand for our services. However, MiFID II may also present us with new business opportunities for new service offerings. We continue to monitor the impact of MiFID II on the investment process and trade lifecycle. We also continue to review the application of key MiFID II requirements and plan to work with our clients to navigate through them.
Brexit
On January 31, 2020, the United Kingdom formally left the European Union when the UK-EU Withdrawal Agreement became effective. Under the Withdrawal Agreement, a transition period began that ran until December 31, 2020. On January 1, 2021,services; (b) in the UK, left the EU Single Market and Customs Union, as well as all EU policies and international agreements. As a result, the free movement of persons, goods, services and capital between the UK and the EU ended, and the EU and the UK formed two separate markets. On December 24, 2020, the EU reached a trade agreement with the UK (the "Trade Agreement") The Trade Agreement offers UK and EU companies preferential access to each other's markets, ensuring imported goods will be free of tariffs and quotas; however, economic relations betweenuncertainty surrounding the UK and EU will now be on more restricted terms than existed previously. The Trade Agreement does not incorporateregulatory frameworks following the full scope ofUK's departure from the services sector,EU in January 2020 ("Brexit"), including the Financial Services and businesses such as banking and finance face uncertainty. In March, 2021, the UK and EU have agreed on a framework for voluntary regulatory cooperation and dialogue on financial services issues between the two countries in a Memorandum of Understanding (the "MOU"), which is expected to be signed after formal steps are completed, although this has not yet occurred. At this time, we cannot predict the impact that the Trade Agreement, the MOU or any future agreements on services, particularly financial services, will have on our business and our clients. It is possible that new termsMarkets Bill, may adversely affect our operations and financial results. We continue to evaluate our own risks and uncertainty related to Brexit, and partner with our clients to help them navigate the fluctuating international markets. This uncertainty may have an impact on our clients’ expansion or spending plans, which may in turn negatively impact our revenuerevenues or growth.
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jurisdictions around such areas as climate, data privacy, cybersecurity, and data protection.
Adverse resolution of litigation or governmental investigations
We are party to lawsuits in the normal course of our business. Litigation and governmental investigations can be expensive, lengthy and disruptive to normal business operations. Moreover, the results of complex legal proceedings are difficult to predict. Unfavorable resolution of lawsuits could have a material adverse effect on our business, operating results or financial condition. For additional information regarding legal matters, see Item 3. Legal Proceedings, of this Annual Report on Form 10-K.
Third parties may claim we infringe upon their intellectual property rights or they may infringe upon our intellectual property rights
We may receive notice from others claiming that we have infringed upon their intellectual property rights. Responding to these claims may require us to enter into royalty and licensing agreements on unfavorable terms, incur litigation costs, enter into settlements, stop selling or redesign affected products, or pay damages and satisfy indemnification commitments with our clients or suppliers under contractual provisions of various license arrangements. Additionally, third parties may copy, infringe or otherwise profit from the unauthorized use of our intellectual property rights, requiring us to litigate to protect our rights. Certain countries may not offer adequate protection of proprietary rights. If we are required to defend ourselves or assert our rights or take such actions mentioned, our operating margins may decline as a result. We have incurred, and expect to continue to incur, expenditures to acquire the use of technology and intellectual property rights as part of our strategy to manage this risk.
Additional cost due to tax assessments resulting from ongoing and future audits by tax authorities as well as changes in tax laws
In the ordinary course of business, we are subject to changes in tax laws as well as tax examinations by various governmental tax authorities. The global and diverse nature of our business means that there could be additional examinations by governmental tax authoritiesauthorities and the resolution of ongoing and other probable audits which could impose a future risk to the results of our business. In August 2019, and July 2021 and December 2022, we received Notices of Intent to Assess (the "Notices") additional sales/use taxes, interest and underpayment penalties from the Commonwealth of Massachusetts Department of Revenue relating to prior tax periods. Based upon a reviewWe requested pre-assessment conferences with the Department of the Notices, we believe the Commonwealth may assess sales/use tax, interest and underpayment penalties on previously recorded sales transactions. We filed anRevenue's Office of Appeals to appeal to the Notices and we intend to contest any such assessment, if assessed, and continue to cooperate with the Commonwealth’s inquiry. Further, on August 10, 2021,in May 2023 we received a letter (the “Letter”)Letter of Determination from the Commonwealth relating to additional prior taxupholding the Notices, along with a Notice of Assessment for all the periods requesting sales information to determine if a notice of intent to assess should be issued to FactSet with respect to these tax periods. Based upon a preliminary review ofcovered by the Letter,Notices. On June 22, 2023, we believefiled an Application for Abatement with the Commonwealth might seekdisputing all amounts assessed, which was subsequently denied. We are filing petitions with the Appellate Tax Board to assess sales/use tax, interestappeal all amounts assessed by the Commonwealth and underpayment penalties on previously recorded sales transactions. Due to the uncertainty surrounding the assessment process, we are unable to reasonably estimate the ultimate outcome of these matters and, as such, have not recorded a liability as of August 31, 2021. We believe that we will ultimately will prevail if we are presented with a formal assessment;prevail; however, if we do not prevail the amount of these assessments could have a material impact on our consolidated financial position, results of operations and cash flows.
As of August 31, 2023, we have concluded that some payment to the Commonwealth is probable. We have recorded an accrual which is not material to our consolidated financial statements. While we believe that the assumptions and estimates used to determine the accrual are reasonable, future developments could result in adjustments being made to this accrual.
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Changes in tax laws or the terms of tax treaties in a jurisdiction where we are subject to tax could have an impact on our taxes payable. In addition, as a global taxpayer, we face challenges due to increasing complexities in accounting for taxes in a variety of jurisdictions, which could impact our tax obligations and effective tax rate.
Financial Market Risks
Exposure to fluctuations in currency exchange rates and the failure of hedging arrangements
Due to the global nature of our operations, we conduct business outside the U.S. in several currencies includingcurrencies. Our primary currency exposures include the Indian Rupee, Euro, British Pound Sterling Euro, Indian Rupee, and Philippine Peso. To the extent our international activities increase in the future, our exposure to fluctuations in currency exchange rates may increase as well. To manage this exposure, we utilize derivative instruments, (such asnamely foreign currency forward contracts).contracts. By their nature, all derivative instruments involve elements of market and credit risk. The market risk associated with these instruments resulting from currency exchange movements is expected to offset the market risk of the underlying transactions, assets and liabilities being hedged. Credit risk is managed through the continuous monitoring of exposure to the counterparties associated with these instruments. Our primary objective in holding derivatives is to reduce the volatility of earnings with changes in foreign currency. Although we believe that our foreign exchange hedging policies are reasonable and prudent under the circumstances, our attempt to hedge against these risks may not be successful, which could cause an adverse impact on both our results of operations and cash flows.
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Business performance may not be sufficient to meet financial guidance or publicly disclosed long-term targets
We provide public, full-year financial guidance based upon assumptions regarding our expected financial performance, including our ability to grow revenuerevenues and organic ASV plus professional services, to meet our planned expenses and maintain a certain tax rate, and our ability to achieve our profitability targets. We can provide no assurances that we will be able to maintain the levels of growth and profitability that we have experienced in the past, or that our growth strategies will be successful. If we are unable to successfully execute on our strategies to achieve our growth objectives and retain our existing clients, or if we experience higher than expected operating costs or taxes, we risk not meeting our full-year financial guidance or may find it necessary to revise such guidance during the year.
Economic, political and market forces beyond our control could adversely affect our business.
Our costs and the demand for our products may be impacted by domestic and international factors that are beyond our control. Negative conditions in the general economy in either the United States or abroad, including conditions resulting from financial and credit market fluctuations, changes in economic policy, inflation rate fluctuations and trade uncertainty, including changes in tariffs, sanctions, international treaties and other trade restrictions, or other geopolitical events, such as the ongoing military conflicts between Russia and Ukraine and in the Middle East, could result in an increase in our costs and/or a reduction in demand for our products, which could have an adverse effect on our results of operations and financial condition.
Risks Relating to Our Debt
Our indebtedness may impair our financial condition and prevent us from fulfilling our obligations under the Senior Notes and our other debt instruments
As of August 31, 2023, our total outstanding principal amount of debt was $1.6 billion, none of which is secured. This includes our obligations under the Senior Notes and the 2022 Credit Facilities. Under the 2022 Revolving Facility, we have $250.0 million of unused commitments and an option to increase the size of the facility by an additional $750.0 million. Refer to Note 12, Debt in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for definitions of these terms and more information on the Senior Notes, 2022 Credit Facilities and 2019 Revolving Credit Facility.
Our indebtedness could have important consequences to investors, including:
a.making it more difficult for us to satisfy our obligations;
b.limiting our ability to borrow additional amounts to fund working capital, capital expenditures, acquisitions, debt service requirements, execution of our growth strategy and other purposes;
c.requiring us to dedicate a substantial portion of our cash flows from operations to pay interest on our debt and scheduled amortization on the 2022 Term Facility, which would reduce availability of our cash flow to fund working capital, capital expenditures, acquisitions, execution of our strategy and other general corporate purposes;
d.making us more vulnerable to adverse changes in general economic, industry and government regulations and in our business by limiting our flexibility in planning for, and making it more difficult for us to react quickly to, changing conditions;
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e.placing us at a competitive disadvantage compared with those of our competitors that have less debt; and
f.exposing us to risks inherent in interest rate fluctuations because some of our borrowings are at variable rates of interest, which could result in higher interest expense in the event of increases in market interest rates.
In addition, we may not be able to generate sufficient cash flows from our operations to repay our indebtedness when it becomes due and to meet our other cash needs. If we are not able to pay our debts as they become due, we will be required to pursue one or more alternative strategies, such as selling assets, refinancing or restructuring our indebtedness or selling additional debt or equity securities. We may not be able to refinance our debt or sell additional debt or equity securities or our assets on favorable terms, if at all, and if we must sell our assets, it may negatively affect our ability to generate revenues.
Despite current indebtedness levels, we may still incur more debt. The incurrence of additional debt could further exacerbate the risks associated with our indebtedness
Subject to certain limitations, the 2022 Credit Agreement and the indenture governing the Senior Notes permit us and our subsidiaries to incur additional debt. If new debt is added to our or any such subsidiary’s current debt levels, the risks described above in the previous risk factor could intensify.
The restrictive covenants in our debt may affect our ability to operate our business successfully
The 2022 Credit Agreement contains, and our future debt instruments may contain, various provisions that limit our ability to, among other things: incur liens; incur additional indebtedness, guarantees or other contingent obligations; enter into sale and leaseback transactions; engage in mergers and consolidations; make investments and acquisitions; change the nature of our business; and make sales, transfers and other dispositions of property and assets. The indenture governing the Senior Notes also contains various provisions that limit our ability to, among other things: incur liens; enter into sale and leaseback transactions; engage in mergers and consolidations; and make sales, transfers and other dispositions of property and assets. These covenants could adversely affect our ability to finance our future operations or capital needs and pursue available business opportunities.
In addition, the 2022 Credit Agreement requires us to maintain specified financial ratios and satisfy certain financial condition tests. Events beyond our control, including changes in general economic and business conditions, may affect our ability to meet those financial ratios and financial condition tests. There can be no assurance that we will meet those tests or that the lenders will waive any failure to meet those tests. A breach of any of these covenants or any other restrictive covenants contained in the definitive documentation governing our indebtedness would result in a default or an event of default. If an event of default in respect of any of our indebtedness occurs, the holders of the affected indebtedness could declare all amounts outstanding, together with accrued interest, to be immediately due and payable, which, in turn, could cause the default and acceleration of the maturity of our other indebtedness. We expect we will be permitted to incur substantial amounts of secured debt under the covenants in the indenture governing the Senior Notes and the 2022 Credit Facilities. If, upon an acceleration, we were unable to pay amounts owed in respect of any such indebtedness secured by liens on our assets, then the lenders of such indebtedness could proceed against the collateral pledged to them.
Certain of our borrowings and other obligations are based upon variable rates of interest, which could result in higher expense in the event of increases in interest rates
The 2022 Credit Agreement provides that (i) loans denominated in U.S. dollars, at our option, will bear interest at either the one-month Term Secured Overnight Financing Rate ("SOFR") (with a 0.1% credit spread adjustment and subject to a "zero" floor), (ii) the Daily Simple SOFR (with a 0.1% credit spread adjustment and subject to a "zero" floor) or (iii) an alternate base rate. Under the 2022 Credit Agreement, loans denominated in Pounds Sterling will bear interest at the Daily Simple Sterling Overnight Index Average ("SONIA") (subject to a "zero" floor) and loans denominated in Euros will bear interest at the Euro Interbank Offered Rate ("EURIBOR") (subject to a "zero" floor), in each case, plus an applicable interest rate margin. The interest rate margin will fluctuate based upon our senior unsecured non-credit enhanced long-term debt rating and our total leverage ratio. An increase in the alternate base rate, Term SOFR, Daily Simple SOFR, SONIA or EURIBOR would increase our interest payment obligations under the 2022 Credit Facilities and could have a negative effect on our cash flow and financial condition.
To mitigate this exposure, on March 1, 2022, we entered into an interest rate swap agreement to hedge the variable interest rate obligation on a portion of our outstanding balance under the 2022 Credit Facilities. However, as the interest rate swap agreement covers only a portion of our outstanding balance under the 2022 Credit Facilities, a substantial portion of our outstanding balance under the 2022 Credit Facilities continues to be exposed to interest rate volatility. An increase in the applicable rates would increase our interest payment obligations under the 2022 Credit Facilities and could have a negative effect on our cash flow and financial condition.
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ITEM 1B. UNRESOLVED STAFF COMMENTS
None.
ITEM 1C. CYBERSECURITY
FactSet’s information security program is managed by a dedicated Chief Information Security Officer (“CISO”), whose team is responsible for leading enterprise-wide cybersecurity strategy, policy, standards, architecture, and processes. The CISO provides periodic reports to our Board of Directors (the “Board”), as well as our Chief Executive Officer and other members of our senior management as appropriate. These reports include updates on the Company’s cyber risks and threats, the status of projects to strengthen our information security systems, assessments of the information security program, and the emerging threat landscape. Our program is regularly evaluated by internal and external experts with the results of those reviews reported to senior management and the Board. We also actively engage with key vendors, industry participants, and intelligence and law enforcement communities as part of our continuing efforts to evaluate and enhance the effectiveness of our information security policies and procedures.
ITEM 2. PROPERTIES
OurAs of August 31, 2023, we leased 34 offices worldwide, including our corporate headquarters is located at 45 Glover Avenue, in Norwalk, Connecticut. We lease our headquarters location, which is 173,164Connecticut, where we occupy 91,718 square feet andof office space. Our leased office space also lease the other locations listed in the table below. We haveincludes our data content collection offices located in India, the Philippines and Latvia. Additionally, we haveLatvia and our data centers that support our technological infrastructure located in New Jersey and Virginia.
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TableRefer to the table set forth below for the listing of Contents
our leased office space by geographic location. The listing excludes any office locations that we have fully vacated during fiscal 2022 and 2023 in advance of their original lease expiration dates. We vacated certain leased office space to resize our real estate footprint for our hybrid work environment. We believe the amount of leased space as of August 31, 20212023 is adequate for our current business needs. We regularly review our real estate footprint to best support our operations and should our real estate needs and thatincrease, we believe additional space canwill be available to meet any future needs.available.
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Segment
Leased Location
AmericasAustin, Texas
Boston, Massachusetts
Chicago, IllinoisCharlotte, North Carolina
Jackson, WyomingChicago, Illinois
Lakewood, Colorado
Los Angeles, California
Minneapolis, Minnesota
New York, New York
Norwalk, Connecticut
Piscataway, New Jersey
Reston, Virginia
San Francisco, California
Sao Paulo, Brazil
Toronto, Canada
Youngstown, Ohio
EMEAAmsterdam, the Netherlands
Avon, France
Cologne, Germany
Dubai, United Arab Emirates
Frankfurt, Germany
Johannesburg, South AfricaGothenburg, Sweden
London, England
Luxembourg City, Luxembourg
Milan, Italy
Paris, France
Riga, Latvia
Sofia, Bulgaria
Zurich, SwitzerlandStockholm, Sweden
Asia PacificChennai, India
Hong Kong SAR, China
Hyderabad, India
Manila, the Philippines
Melbourne, Australia
Mumbai, India
Shanghai, China
Singapore
Sydney, Australia
Tokyo, Japan

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ITEM 3. LEGAL PROCEEDINGS
From time to time, we are subject to legal proceedings, claims and litigation arising in the ordinary course of business, including intellectual property litigation.business. Based on currently available information, our management does not believe that the ultimate outcome of these unresolved matters against us, individually or in the aggregate, is likely to have a material adverse effect on our consolidated financial position, annual results of operations and cash flows. However, these matters are subject to inherent uncertainties and management’s view of these matters may change in the future. Refer to Note 13, Commitments and Contingencies in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K, for more information on contingent matters.
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ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
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Part II
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
(a)Market Information Holders and Dividends
Market InformationOur common stock is listed on the NYSE and NASDAQ under the symbol FDS. The following table sets forth, for each fiscal period indicated, the high and low sales prices per share of our common stock as reported on the NYSE:
 FirstSecondThirdFourth
2021
High$357.92 $357.69 $365.77 $383.21 
Low$303.11 $294.21 $302.92 $319.65 
2020
High$289.98 $310.25 $307.97 $363.64 
Low$233.09 $275.12 $195.22 $279.01 
"FDS".
Holders of Record – As of October 15, 2021,20, 2023, we had approximately 2,3462,093 holders of record of our common stock. However, because many of our shares of common stock are held by brokers and other institutions on behalf of stockholders, we are unable to estimate the total number of stockholders represented by these record holders. The closing price of our common stock on October 15, 2021, was $380.22 per share as reported on the NYSE.
Dividends - DuringWe paid four quarterly dividends during fiscal years 2021 and 2020,2023. In the third quarter of fiscal 2023, we increased our Board of Directors declared the following dividends on our common stock:
Year EndedDividends per
Share of
Common Stock
Record Date
Total $ Amount
(in thousands)
Payment Date
Fiscal 2021    
First Quarter$0.77 November 30, 2020$29,266 December 17, 2020
Second Quarter$0.77 February 26, 2021$29,141 March 18, 2021
Third Quarter$0.82 May 31, 2021$30,972 June 17, 2021
Fourth Quarter$0.82 August 31, 2021$30,845 September 16, 2021
Fiscal 2020    
First Quarter$0.72 November 29, 2019$27,291 December 19, 2019
Second Quarter$0.72 February 28, 2020$27,251 March 19, 2020
Third Quarter$0.77 May 29, 2020$29,188 June 18, 2020
Fourth Quarter$0.77 August 31, 2020$29,283 September 17, 2020
quarterly cash dividend from $0.89 cents per share to $0.98 cents per share. Future dividend payments will depend on our earnings, capital requirements, financial condition and other factors consideredwe consider relevant, by us, and is subject to final determination by our Board of Directors. Refer to Note 14, Stockholders' Equity, in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for more information on our dividends.
(b)Recent Sales of Unregistered Securities
There were no sales of unregistered equity securities during fiscal 2021.2023.
(c)Issuer Purchases of Equity Securities
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The following table provides a month-to-month summary of the share repurchase activity under our current share repurchase program during the three months ended August 31, 2021:2023:
(in thousands, except per share data)
Period
Total number
of shares
purchased(1)
Average
price paid per
share
Total number of shares purchased as part of
publicly announced plans or programs(2)
Maximum number of shares
(or approximate dollar value) that may yet be
purchased under the plans or programs(2)
June 20217,721 $336.66 5,000 $290,699 

July 2021173,398 $342.32 172,526 $231,635 
August 202189,870 $360.83 88,000 $199,893 (3)
 270,989  265,526  
(in thousands, except share and per share data)
Period
Total number
of shares
purchased(1)
Average
price paid per
share
Total number of shares purchased as part of
publicly announced plans or programs(2)
Approximate dollar value of shares that may yet be
purchased under the plans or programs(2)
June 202391,470 $401.90 89,950 $78,010 
July 202383,878 $411.90 83,000 $43,812 
August 202392,544 $429.56 91,450 $4,534 
 267,892  264,400  
(1)Includes 265,526264,400 shares purchasedrepurchased under the existing sharestock repurchase program, as well as 5,4633,492 shares repurchased from employees to cover their cost of taxessatisfy withholding tax obligations due upon the vesting or exercise of stock-based awards.
(2)As of August 31, 2023, we had $4.5 million authorized under our share repurchase program for future share repurchases, which was not available for use after August 31, 2023. On June 20, 2023, our Board of Directors authorized up to $300 million for share repurchases on or after September 1, 2023. Repurchasesmay be made from time to timetime-to-time in the open market and via privately negotiated transactions, subject to market conditions.No minimum There is no defined number of shares to be repurchased has been fixed. There is noover a specified timeframe to completethrough the life of our share repurchase program and itprogram. It is expected that share repurchases will be paid using existing and future cash generated by operations.
(3) Refer to Part II, Item 7. On March 23, 2021, the BoardManagement's Discussion and Analysis of DirectorsFinancial Condition and Results of FactSet approved a $205.6 million increase to the existingOperations, Liquidity and Capital Resources, of this Annual Report on Form 10-K for further discussion on our share repurchase program. As
Trading Arrangements
On August 11, 2023, we entered into an agreement to adopt a trading arrangement for the repurchase of shares of our common stock in the open market consistent with the provisions of Rule 10b5-1 of the Securities Exchange Act of 1934. The arrangement provides for the repurchase of up to $250 million of our common stock during the period from September 1, 2023 through August 31, 2021,2024 pursuant to a totalwritten algorithm for determining the amount, price and date for purchase of $199.9 million remained available for future share repurchases under the program.shares of our common stock.
Securities Authorized for Issuance under Equity Compensation Plans – refer
Refer to Part III, Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters, of this Annual Report on Form 10-K.
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Stock Performance Graph
The annual changes for the five-year period shown in the graph below assume $100 had been invested in our common stock, the Standard & Poor’s 500 Index, the Dow Jones U.S. Financial Services Index and the S&P 500 Financial Exchange and Data Index on August 31, 2016, or the origination date of each respective index.2018.
The total cumulative dollar returns shown on the graph represent the value that such investments would have had on August 31, 2021.2023. Stockholder returns over the indicated period are based on historical data and should not be considered indicative of future stockholder returns.

fds-20210831_g5.jpg
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5 year cumulative total chart.jpg

201620172018201920202021 201820192020202120222023
FactSet Research Systems Inc.FactSet Research Systems Inc.$100 $88 $129 $153 $197 $214 FactSet Research Systems Inc.$100 $119 $153 $166 $189 $190 
S&P 500 IndexS&P 500 Index$100 $114 $134 $135 $161 $208 S&P 500 Index$100 $101 $121 $156 $136 $155 
Dow Jones U.S. Financial Services IndexDow Jones U.S. Financial Services Index$100 $126 $153 $147 $142 $212 Dow Jones U.S. Financial Services Index$100 $96 $93 $139 $114 $117 
S&P 500 Financial Exchanges and DataS&P 500 Financial Exchanges and Data$100 $119 $155 $191 $222 $276 S&P 500 Financial Exchanges and Data$100 $124 $144 $179 $147 $163 
The information contained in the above graph shall not be deemed to be soliciting material or filed or incorporated by reference in future filings with the SEC, or subject to the liabilities of Section 18 of the Securities Exchange Act of 1934, except to the extent that we specifically incorporate it by reference into a document filed under the Securities Act of 1933 or the Securities Exchange Act of 1934.
ITEM 6. SELECTED FINANCIAL DATA
The information required by Item 301 and Item 302 of Regulation S-K has been omitted as we have adopted the changes to Item 301 and Item 302 of Regulation S-K contained in SEC Release No. 33-10890.RESERVED
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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
This Management’s Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") should be read in conjunction with the Consolidated Financial Statements and related Notes included in Part II, Item 8. Financial Statements and Supplementary Data, of this Annual Report on Form 10-K.10-K, our Current Reports on Form 8-K and our other filings with the Securities and Exchange Commission. For a similar detailed discussion comparing fiscal 20202022 and 2019,2021, refer to Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations within our Annual Report on Form 10-K for the year ended August 31, 2020.2022. This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those discussed below. Factors that could cause such differences include, but are not limited to, those identified below and those discussed in Part I, Item 1A. Risk Factors of this Annual Report on Form 10-K.
Our MD&A is designed to provide a reader of our financial statements with a narrative from the perspective of our management on our financial condition, results of operations, liquidity and certain other factors that may affect our future results. Our MD&A is presented in the following sections:
Executive Overview
Annual Subscription Value ("ASV")
Client and User Additions
Employee Headcount
Results of Operations
Non-GAAP Financial Measures
Liquidity and Capital Resources
Off-Balance Sheet Arrangements
Foreign Currency
Critical Accounting Estimates
New Accounting Pronouncements
Executive Overview
FactSet Research Systems Inc. and its wholly-owned subsidiaries (collectively, "we," "our," "us," the "Company" or "FactSet") is a global financial datadigital platform and analytics companyenterprise solutions provider with open and flexible technology and a purpose toproducts that drive the investment community to see more, think bigger and do theirits best work.
Our strategy is to become the leading open content and financial analytics platform in the industry that delivers differentiated advantage for our clients’ success.
For over 40 years, the FactSet platform has delivered expansive data, sophisticated analytics and flexible technology thatused by global financial professionals need to power their critical investment workflows. Over 160,000As of August 31, 2023, we had nearly 8,000 clients comprised of almost 190,000 investment professionals, including asset managers, and owners, bankers, wealth managers, asset owners, partners, hedge funds, corporate firms, includingusers and private equity and& venture capital firms,professionals. Our revenues are primarily derived from subscriptions to our multi-asset class data and others usesolutions powered by our personalizedcontent refinery. Our products and services include workstations, portfolio analytics and enterprise solutions.
We drive our business based on our detailed understanding of our clients’ workflows, which helps us to solve their most complex challenges. We provide financial data and market intelligence on securities, companies, industries and people to enable our clients to research investment ideas, as well as to analyze, monitor and manage their portfolios. Our on- and off-platform solutions to identify opportunities, explore ideas, and gain a competitive advantage, in areas spanningspan the investment life cycle of investment research, portfolio construction and analysis, trade execution, performance measurement, risk management and reporting across the investment lifecycle.
reporting. We provide financial data and market intelligence on securities, companies and industries to enable our clients to research investment ideas, as well as offering them the capabilities to analyze, monitor and manage their portfolios. We combine dedicated client service with open and flexible technology offerings, such asincluding a configurable desktop and mobile platform, comprehensive data feeds, cloud-based digital solutions and application programming interfaces ("APIs").APIs. Our revenue is primarily derived from subscriptions toCGS business supports security master files relied on by the investment industry for critical front, middle and back-office functions. Our platform and solutions are supported by our products and services such as workstations, portfolio analytics, and market data.dedicated client service teams.
We advance our industry by comprehensively understanding our clients’ workflows, solving their most complex challenges, and helping them achieve their goals. By providing them with the leading open content and analytics platform, an expansive universe of concorded data they can trust, next-generation workflow support designed to help them grow and see their next best action, and the industry’s most committed service specialists, FactSet puts our clients in a position to outperform.
We are focused on growingoperate our business through three reportable segments ("segments"):segments: the Americas, EMEA and Asia Pacific. Refer to Note 19, 18, Segment Information, in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for further discussion. WithinFor each of our segments, we primarily deliver insight and informationexecute our strategy through our three workflow solutions: Research & Advisory; Analytics & Trading; and Content & Technology ("CTS").
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Business Strategy
Client needs and market dynamics continue to evolve at an accelerated pace with an increasing demand for differentiated, personalized, and connected data, an ongoing shift to multi-asset class investing, and cost rationalization as the shift from active to passive investing continues. Clients are seeking new cloud-based solutions that enable self-service and automation, open and flexible systems, and increased efficiencies when integrating and managing dataCTS. CGS operates as part of their own broader digital transformations.
FactSet’s strategy focuses on building the leading open content and analytics platform that delivers differentiated advantages for our clients’ success – in keeping with our purpose of enabling the investment community to see more, think bigger and do their best work. We want to be the trusted partner of choice for clients, to anticipate their needs and provide them with the most innovative solutions to make them more efficient. This includes transforming the way our clients discover, decide, and act on an opportunity using our digital platform; purposefully increasing our pace and speed to market by streamlining how we work; and investing in our future workforce. To execute on our strategy, we plan on the following:
CTS.Growing our digital platform: Scaling up our Content Refinery by providing the most comprehensive and connected inventory of industry, proprietary, and third-party data for the financial community, including granular data for key industry verticals, private companies, wealth, and environmental social and governance ("ESG"). Driving next-generation workflow solutions by creating personalized and integrated solutions to streamline workflows which includes solutions for asset managers, asset owners, sell side, wealth and corporate clients. Our goal is to deliver tangible efficiencies to our clients by connecting data and analytics with a cloud based eco-system, enabling them to manage work more effectively through an integrated investment lifecycle.
Delivering execution excellence: Building a more agile and digital first-minded organization that increases the speed of our product creation and go-to-market strategy. To capitalize on market trends and give our clients innovative tools, we plan to release new products built on a cloud-based digital foundation as well as migrating our existing data and applications to the cloud. Additionally, we expect to rationalize our existing product portfolio to reinvest in higher return products.
Driving a growth mindset: Recruiting, training and empowering a diverse and operationally efficient workforce to drive sustainable growth. To drive a more performance-based culture, we are investing in talent who can create leading technological solutions, efficiently execute our go-to-market strategy and achieve our growth targets.
At the center of our strategy is the relentless focus on our clients and their FactSet experience. We want to be a trusted partner and service provider, offering hyper-personalized digital products for clients to research ideas, uncover relevant insights, and leverage cognitive computing to help get the most out of their data and analytics. Additionally, we continually evaluate business opportunities such as acquisitions and partnerships to help us expand our capabilities and competitive differentiators across the investment portfolio lifecycle.
We are focused on growing our global business in three segments: the Americas, EMEA and Asia Pacific. We believe this geographical strategic alignment helps us better manage our resources, target our solutions and interact with our clients. We further execute on our growth strategy by offering data, products, and analytical applications within our three workflow solutions: Research & Advisory; Analytics & Trading; and CTS.
Fiscal 2021 Year in Review
Revenue for the fiscal year 2021 was $1.6 billion, an increase of 6.5% from the prior year. Revenue increased across our operating segments, primarily in the Americas, followed by EMEA and Asia Pacific, supported by increased revenue from each of our workflow solutions, mainly in Analytics & Trading, followed by CTS and Wealth. Revenue also grew due to the benefit from our annual price increase. The revenue growth of 6.5% was primarily attributed to organic revenue growth, which excludes the effects of acquisitions and dispositions completed in the last 12 months, changes in foreign currency rates in all periods presented and the deferred revenue fair value adjustments from purchase accounting (Refer to Results of Operations, Non-GAAP Financial Measures in this MD&A for further discussion on organic revenue).
Operating income increased 7.8% and diluted earnings per share ("EPS") increased 7.4% compared with the prior year. This increase in operating income and EPS was primarily driven by revenue growth of 6.5%, a decrease in non-compensatory employee related expenses, an impairment of an investment that occurred in fiscal 2020 and a decrease in professional fees. This increase was partially offset by higher spend in employee compensation, including stock-based compensation and
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increased computer-related expenses. Additionally, EPS benefited from a reduction in interest expense and diluted weighted average shares outstanding compared with the prior year period.
Our clients and users reached new highs of 6,453 and 160,932, respectively, in fiscal 2021. Over the last 12 months, we returned $382.6 million to stockholders in the form of share repurchases and dividends.
As of August 31, 2021, our employee count was 10,892, up 3.9% in the past 12 months, due primarily to an increase in net new employees of 6.6% in Asia Pacific and 0.7% in EMEA, partially offset by a decrease of 1.5% in the Americas. Of our total employees, as of August 31, 2021, 7,080 were located in Asia Pacific, 2,439 were located in the Americas and 1,373 were located in EMEA. Our centers of excellence, located in India, the Philippines, and Latvia, primarily focus on content collection that benefits all our segments.
We garnered multiple awards during fiscal 2021, with honors spanning multiple workflows, including research, risk, performance, trading, and wealth management. Our expanding suite of datasets stood out, most notably in the ESG and alternative categories, for its depth and innovation in delivery mechanisms. We were recognized by over thirty industry awards and rankings reports, including winning three categories in WatersTechnology’s 2021 Inside Market Data & Inside Reference Data awards: best alternative data provider, best ESG data provider, and best overall data or service provider for 2021.
Client Service / Customer Success
Our client service teams are a critical component of our comprehensive value proposition, and include a versatile group of financial data and modeling experts, with extensive knowledge of financial markets and FactSet solutions. Our client service teams take a consultative approach to understand our clients’ challenges and objectives to strategically leverage our workflow solutions and deliver support of the highest standard. Our clients have continuous access to our support desk, trained to respond to both project and technical support questions. A client-centric approach is foundational to our ongoing achievements, therefore client satisfaction is critical to how we measure our success. According to our global client satisfaction survey, greater than 94% of respondents were satisfied or very satisfied with our support. We believe that these strong relationships help ensure continued high rates of retention and account expansion.
COVID-19 Update
A novel strain of coronavirus, now known as COVID-19 ("COVID-19"), was first reported in December 2019, and it has since extensively impacted the global health and economic environment, with the World Health Organization characterizing COVID-19 as a pandemic on March 11, 2020. In response to the COVID-19 pandemic, we implemented a business continuity plan with a dedicated incident management team to respond quickly and provide ongoing guidance so that we could continue offering our clients uninterrupted products, services and support while also protecting our employees. We believe these actions have been successful and that the pandemic, and our responses, have not significantly affected the financial results for our 2021 fiscal year.
At the outset of the pandemic, we required the vast majority of our employees at our offices across the globe (including our corporate headquarters) to work remotely and implemented global travel restrictions for our employees. Since that time, we have begun to re-open many of our offices globally, utilizing a three-phased approach to provide flexibility for employees wishing to work from our offices with a focus on social distancing and safety while acting consistently with applicable local regulations. We anticipate that the ability to open offices will vary significantly from region to region based on a number of factors, including the availability of COVID-19 vaccines and the spread of COVID-19 variants. We have worked with local organizations to procure vaccines for our employees and encouraged them to get vaccinated. Our offices will not re-open fully until local authorities permit us to do so and our own criteria and conditions to ensure employee health and safety are satisfied.
As of August 31, 2021, there have been minimal interruptions in our ability to provide our products, services and support to our clients. Working remotely has had relatively little impact on the productivity of our employees, including our ability to gather content. We continue to work closely with our clients to provide consistent access to our products and services and have remained flexible to achieve client priorities.
Based on our success in working in a remote environment during the COVID-19 pandemic, we expect to implement a new work standard under which employees in many of our locations, where permitted by local laws and regulations, and where the role permits, will have the opportunity to choose between different work arrangements. These include working either in a hybrid arrangement, where an employee can split time between working from the office and working from a pre-approved remote location, or a fully remote arrangement, where an employee can work entirely from a pre-approved remote location.
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Our revenue, earnings, and ASV are relatively stable and predictable as a result of our subscription-based business model. To date, the COVID-19 pandemic has not had a material negative impact on our revenue, earnings or ASV. We incurred additional expenses at the start of the COVID-19 pandemic, particularly relating to equipment to enable our employees to support our clients while working remotely, which were not material to our fiscal 2021 results. As we have continued to work in remote and hybrid environments, reductions in discretionary spending, particularly travel and entertainment, have more than offset any related increased expenses. Given our transition to our new work standard, we anticipate that many of these expense reductions will continue going forward, as we incur less travel and entertainment spending than we did pre-pandemic and seek to reduce our spending on office space that is no longer necessary in our new work environment.
Refer to Part I, Item 1A.1. Risk FactorsBusiness - Business Strategy, of this Annual Report on Form 10-K for further discussion of the potential impact of the COVID-19 pandemic on our business.business strategy.
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Fiscal 2023 in Review
Revenues for fiscal 2023 were $2.1 billion, an increase of 13.1% from the prior year. Revenues increased in all our segments, primarily in the Americas, and, to a lesser extent, EMEA and Asia Pacific. This increase in revenues was supported by higher sales in each of our workflow solutions, primarily in CTS (driven by inorganic revenues from CGS), followed by Analytics & Trading and Research & Advisory. Organic revenues contributed to 8.2% of our growth during fiscal 2023, compared with the prior year. Refer to Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations, Non-GAAP Financial Measures, of this Annual Subscription Value ("ASV")Report on Form 10-K for a reconciliation between revenues and organic revenues.
As of August 31, 2021,2023, organic annual subscription value ("organicOrganic ASV") plus Professional Services totaled $1.7$2.2 billion, an increase of 7.2%7.1% over August 31, 2020.the prior year. Organic ASV increased acrossin all our geographic segments, with the majority of the increase related to the Americas followed byand, to a lesser extent, EMEA and Asia Pacific. This increase was driven by additional sales in our workflow solutions, primarily in Analytics & Trading, followed by CTS and Research & Advisory. Refer to Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations, Annual Subscription Value, of this Annual Report on Form 10-K for the definitions of Organic ASV and Organic ASV plus Professional Services.
Operating income for fiscal 2023 was $629.2 million, an increase of 32.3% compared with the prior year. Operating margin increased in fiscal 2023 to 30.2%, compared with 25.8% for fiscal 2022. Operating margin increased primarily due to growth in revenues and, when expressed as a percentage of revenues, a decrease in asset impairment charges, employee compensation costs, professional fees, data costs and occupancy costs, partially offset by higher royalty fees and amortization of intangible assets.
Net income for fiscal 2023 was $468.2 million, an increase of 18.0% from the prior year. Diluted earnings per common share ("Diluted EPS") increased 17.5% compared with the prior year. This increase in net income and Diluted EPS was primarily due to higher operating income, partially offset by an increase in the provision for income taxes and an increase in interest expense as a result of higher outstanding debt compared to the prior year.
Our clients and users reached new highs of 7,921 and 189,972, respectively, in fiscal 2023. We returned $315.3 million to stockholders in the form of share repurchases and dividends paid during fiscal 2023.
As of August 31, 2023, our employee count was 12,237, up 9.2% compared to the prior year, due to an increase in net new employees of 12.4% in Asia Pacific, 3.6% in the Americas and 1.9% in EMEA.
We garnered multiple awards in fiscal 2023, with honors noted for research, risk, performance, trading and wealth management. FactSet was honored by more than thirty industry awards and rankings reports, including winning “Trading Tech’s Best Cloud-Based Market Data Delivery Solution.”
CUSIP Global Services Acquisition
On March 1, 2022, we completed our acquisition of CGS for a cash price of $1.932 billion, inclusive of working capital adjustments. We acquired CGS to expand our critical role in the global capital markets. Revenues from CGS are recognized based on geographic business activities in accordance with how our operating segments are currently aligned. During fiscal 2023, CGS functioned as part of the CTS workflow solution.
The purchase price for the CGS acquisition was financed from the net proceeds of the issuance of the Senior Notes and borrowings under the 2022 Credit Facilities. Refer to Note 6, Acquisitions andNote 12, Debt in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for more information on these defined terms as well as our acquisition of CGS, the Senior Notes and the 2022 Credit Facilities, respectively.

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Annual Subscription Value ("ASV")
We believe ASV reflects our ability to grow recurring revenuerevenues and generate positive cash flow and is theserves as a key indicator of the successful execution of our business strategy.

"ASV" at any point in time represents our forward-looking revenuerevenues for the next 12 months from all subscription services currently being supplied to client,clients, excluding revenues from Professional Services.
"Organic ASV" at any point in time equals our ASV excluding ASV from acquisitions and dispositions completed within the last 12 months and the effects of foreign currency movements on the current year period.movements.
"Professional Services" are revenues derived from project-based consulting and implementation.implementation, annualized over the past 12 months.
"Organic ASV plus Professional Services" at any point in time equals the sum of Organic ASV and Professional Services.
Prior year ASV now reflects additional CGS revenues not previously included.
Organic ASV plus Professional ServiceServices
The following table presents the calculation the calculation of Organic ASV plus Professional Services as of August 31, 2021.2023. With proper notice provided as contractually required, our clients can add to, delete portions of, or terminate service, subject to certain limitations.
(dollar amounts in millions)As of August 31, 20212023
As reported ASV plus Professional Services(1)
$1,688.32,174.6 
Currency impact(2)
1.60.5 
Acquisition ASV(3)
(11.4)
Organic ASV plus Professional Services$1,678.52,175.1 
Organic ASV plus Professional Services annual growth rate7.27.1 %
(1)Includes $24.1$22.7 million in Professional Services fees as of August 31, 2021.2023.
(2)The impact from foreign currency movements.
(3)Acquired ASV from acquisitions completed within the last 12 months.
As of August 31, 2021,2023, Organic ASV plus Professional Services was $1.7$2.2 billion, an increase of 7.2%7.1% compared with August 31, 2020.2022. The increase in year-over-year Organic ASV was largely attributedprimarily driven by higher sales to existing clients followed byand, to a lesser extent, price increases to existing clients and sales to new client sales and existing client price increases,clients, partially offset by existing client cancellations.
Organic ASV increased acrossin all our geographic segments, with the majority of the increase related to the Americas, followed by EMEA and Asia Pacific. This increase was driven by additional sales in our workflow solutions, primarily in Research, followed by Analytics & Trading, followed by CTS and CTS. Sales increased in Research mainly due to higher demand for our workstations.& Advisory. Sales increased in Analytics & Trading mainly from our performance & reporting products, portfolio analytics solutions and portfolio reporting, performance and reporting, front office, and risk and quantitative solutions.& benchmark services. CTS sales increased primarilymainly from CGS and, to a lesser extent, data management solutions, company data and real time data. Sales increased in Research & Advisory mainly due to core and premium content sets, specifically related to company financial data and data management solutions.
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Segment ASV
As of August 31, 2021,2023, ASV from the Americas represented 64% of total ASV and was $1,039.4$1,376.9 million, an increase from $956.6$1,286.7 million as of August 31, 2020.2022. Americas organicOrganic ASV increased to $1029.2was $1,376.9 million as of August 31, 2021,2023, a 7.4% increase compared with August 31, 2020.
As of August 31, 2021, ASV from EMEA was $450.0 million, an7.0% increase from $426.0 million as of August 31, 2020. EMEA organicthe prior year. The Organic ASV increased to $451.3 million as of August 31, 2021, a 5.6% increase compared with August 31, 2020.
As of August 31, 2021, Asia Pacific ASV was $174.7 million, an increase from $156.5 million as of August 31, 2020. Asia Pacific organic ASV increased to $174.6 million as of August 31, 2021, a 12.3% increase compared with August 31, 2020.
The increase in organic ASV across all our geographic segments was largely attributed to increased sales to existing clients, followed by new client sales and existing client price increases, partially offset by existing client cancellations. The increased organic ASV in the Americas was primarily driven by increased sales for Research, followed by higher sales offrom Analytics & Trading, followed by CTS and CTS.Research & Advisory.
As of August 31, 2023, ASV from EMEA represented 26% of total ASV and was $559.6 million, an increase from $516.1 million as of August 31, 2022. EMEA Organic ASV was $558.8 million as of August 31, 2023, a 7.7% increase from the prior year. The EMEA organicOrganic ASV increase was mainly driven by higher sales of CTS followed byfrom Analytics & Trading.Trading and CTS.
As of August 31, 2023, ASV from Asia Pacific represented 10% of total ASV and was $215.4 million, an increase from $200.5 million as of August 31, 2022. Asia Pacific Organic ASV was $216.7 million as of August 31, 2023, an 8.1% increase from the prior year. The Asia Pacific organicOrganic ASV increase was primarily due to increasedhigher sales offrom Research & Advisory and Analytics & Trading, and CTS.Trading.
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Buy-side and Sell-side Organic ASV Growth
Buy-sideThe buy-side and sell-side Organic ASV annual growth rates atas of August 31, 2021, compared with August 31, 2020,2023 were 6.5%6.9% and 12.0%9.3%, respectively. Buy-side clients account for approximately 83%82% of our Organic ASV, consistent withcompared to 83% in the prior year, period, and primarily include asset managers, wealth managers, asset owners, wealth managers,partners, hedge funds and corporate firms. The remainder of our Organic ASV is derived from sell-side firms and primarily include broker-dealers, banking & advisory and advisory, private equity and& venture capital firms.
Client and User Additions
As of and for the
Year Ended August 31,
20212020Change
Clients(1)
6,453 5,875 9.8 %
Users(2)
160,932 141,136 14.0 %
The table below presents our total clients and users:
As of August 31,
20232022Change
Clients(1)
7,921 7,538 5.1 %
Users189,972 179,982 5.6 %
(1)The client count includes clients with ASV of $10,000 and above.
(2)In the second quarter of fiscal 2021, we revised our user count methodology to include users across all our products, including workstations, StreetAccount and other workflow solutions. The prior year user count was adjusted to reflect this change for comparison purposes.
Our client count includes clients with ASV of $10,000 and above. Our total client count was 6,4537,921 as of August 31, 2021,2023, a net increase of 9.8%5.1%, or 578383 clients incompared to the last 12 months,prior year, mainly due to an increase in corporate andclients, wealth management clients and third-party data providers. The client countpartners. We believe this increase was mainly driven by demand foris primarily due to our integratedon- and off- platform workflow solutions, connected content and workflow solutions, which are further enhanced by our continued investment in product innovation. As part of our long-term growth strategy, we continue to focus on expanding and cultivating relationships with our existing client base through sales of workstations, applications, services and content.client-focused services.
As of August 31, 2021,2023, there were 160,932189,972 professionals using FactSet, representing a net increase of 14.0%5.6%, or 19,7969,990 users, incompared to the last 12 months,prior year, primarily driven by an increase in wealth advisory professionals from our wealth management clients, as well as an increase infirms and sell-side users from our banking clients. The increase in users was mainly due to a new wealth management client, improvement in our client retention and increased new hiring at our banking clients.
Annual ASV retention was greater than 95% of ASV for the periodyear ended August 31, 20212023 and August 31, 2020.2022. When expressed as a percentage of clients, annual retention was approximately 91.0%91% for the periodyear ended August 31, 2021, an improvement from2023, compared with approximately 90%92% for the periodyear ended August 31, 2020.2022.
Employee Headcount
As of August 31, 2021,2023, our employee headcount was 10,892, up 3.9% in the past 12 months, due primarily to12,237, an increase of 9.2% compared with 11,203 employees as of August 31, 2022. This headcount increase was primarily due to our continued investment in our COEs by expanding our talent pool primarily in India and the Philippines. Our COEs accounted for approximately 67% of our employees.
Our net new employeesheadcount growth by segment as of 6.6%August 31, 2023 compared with August 31, 2022 was 12.4% in Asia Pacific, and 0.7% in EMEA, partially offset by a decrease of 1.5%3.6% in the Americas. Of our total
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employee headcount at August 31, 2021, 7,080 were2023, the number of employees located in Asia Pacific 2,439 were locatedwas 8,322, in the Americas was 2,487 and 1,373 were located in EMEA.EMEA was 1,428.
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Results of Operations
For an understanding of the significant factors that influenced our performance during fiscal 20212023 and 2020,2022, the following discussion should be read in conjunction with the Consolidated Financial Statements and related Notes included in Part II, Item 8. of this Annual Report on Form 10-K.
The following table summarizes theour results of operations for the periods described:operations:
Years ended August 31, Years ended August 31,
(in thousands, except per share data)20212020$ Change% Change
Revenue$1,591,445 $1,494,111 $97,334 6.5 %
(dollar amounts in thousands, except per share data)(dollar amounts in thousands, except per share data)20232022$ Change% Change
RevenuesRevenues$2,085,508 $1,843,892 $241,616 13.1 %
Cost of servicesCost of services$786,400 $695,446 $90,954 13.1 %Cost of services973,225 871,106 102,119 11.7 %
Selling, general and administrativeSelling, general and administrative$331,004 $359,005 $(28,001)(7.8)%Selling, general and administrative457,130 433,032 24,098 5.6 %
Asset impairmentsAsset impairments25,946 64,272 (38,326)(59.6)%
Operating incomeOperating income$474,041 $439,660 $34,381 7.8 %Operating income$629,207 $475,482 $153,725 32.3 %
Net incomeNet income$399,590 $372,938 $26,652 7.1 %Net income$468,173 $396,917 $71,256 18.0 %
Diluted earnings per common share$10.36 $9.65 $0.71 7.4 %
Diluted weighted average common sharesDiluted weighted average common shares38,570 38,646 Diluted weighted average common shares38,898 38,736 
Diluted EPSDiluted EPS$12.04$10.25$1.7917.5 %
RevenueRevenues
Revenue increased 6.5% to $1.6 billionRevenues in fiscal 2021,2023 were $2.1 billion, an increase of 13.1% compared with $1.5 billion from the same period into the prior year. TheThis increase in revenue was largely attributed to increasedprimarily driven by higher sales to existing clients followed byand, to a lesser extent, price increases to existing clients and sales to new client sales and existing client price increases,clients, partially offset by existing client cancellations. RevenueRevenues increased acrossin all our segments, primarily from the Americas, followed by EMEA and Asia Pacific, drivenPacific. The increased revenues were supported by increased revenuehigher sales in all three of our workflow solutions, mainlyprimarily in CTS (driven by inorganic revenues from CGS), and, to a lesser extent, by Analytics & Trading CTS, and Research compared with the prior year.& Advisory. Organic revenuerevenues increased to $1.6 billion$1,995.0 million for the fiscal year ended 2021, a 6.3%2023, an 8.2% increase over the prior year period. (Referyear. Refer to Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations, Non-GAAP Financial Measures, in the MD&A of this Annual Report on Form 10-K for further discussion on organic revenue).revenues.
The revenue13.1% growth in revenues was reflective of organic revenues growth of 6.5% was composed of organic revenue growth of 6.3%,8.2% and a 30 basis point5.2% increase primarily related to acquisition-related revenues, partially offset by a 0.3% decrease from foreign currency exchange rate fluctuations, partially offset by a 10 basis point decrease from deferred revenue fair value adjustments from purchase accounting and acquisition-related revenue.fluctuations.
RevenueRevenues by Segment
Years ended August 31,
(in thousands)20212020$ Change% Change
Americas$1,008,046 $943,649 $64,397 6.8 %
% of revenue63.3 %63.2 %
EMEA$427,700 $406,498 $21,202 5.2 %
% of revenue26.9 %27.2 %
Asia Pacific$155,699 $143,964 $11,735 8.2 %
% of revenue9.8 %9.6 %
Consolidated Revenue$1,591,445 $1,494,111 $97,334 6.5 %
The following table summarizes our revenues by segment:
Years ended August 31,
(dollar amounts in thousands)20232022$ Change% Change
Americas$1,335,484 $1,173,946 $161,538 13.8 %
% of revenues64.0 %63.7 %
EMEA$539,843 $484,279 $55,564 11.5 %
% of revenues25.9 %26.3 %
Asia Pacific$210,181 $185,667 $24,514 13.2 %
% of revenues10.1 %10.0 %
Consolidated Revenues$2,085,508 $1,843,892 $241,616 13.1 %
Americas revenuerevenues increased 6.8%13.8% to $1,008.0$1,335.5 million in fiscal 2021,2023, compared with $943.6$1,173.9 million from the same period in the prior year. Thefiscal 2022. This increase in revenue was largely attributed to increased sales to existing clients, followed by new client sales and existing client price increases, partially offset by existing client cancellations. This revenue growth was mainly due to increasedhigher sales in all of our workflow solutions, primarily in CTS (driven by inorganic revenue from CGS). The 13.8% growth in revenues was reflective of a 7.7% increase in organic revenue and a 6.1% increase primarily due to the impact of acquisition-related revenues.
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EMEA revenues increased 11.5% to $539.8 million in fiscal 2023, compared with $484.3 million in fiscal 2022. This increase was mainly due to higher sales in all our workflow solutions, primarily in CTS (driven by inorganic revenues from CGS). The 11.5% growth in revenues was reflective of an 8.0% increase in organic revenue and a 3.9% increase primarily due to the impact of acquisition-related revenues, partially offset by a 0.4% decrease due to effects of foreign currency exchange rate fluctuations.
Asia Pacific revenues increased 13.2% to $210.2 million in fiscal 2023, compared with $185.7 million in fiscal 2022. This increase was mainly due to higher sales in all our workflow solutions, primarily in CTS (driven by inorganic revenues from CGS), followed by Research & Advisory and Analytics & Trading. The 13.2% growth in revenues was reflective of an 11.8% increase in organic revenue and a 3.3% increase primarily due to the impact of acquisition-related revenues, partially offset by a 1.9% decrease due to effects of foreign currency exchange rate fluctuations.
Revenues by Workflow Solution
The growth in revenues of 13.1% for fiscal 2023, compared with fiscal 2022, was due to higher revenues from each of our segments supported by increased revenues from our workflow solutions, primarily from CTS and, to a lesser extent, Analytics & Trading and CTS.Research & Advisory. The revenue growthincreased CTS revenues were driven mainly by CGS related data licensing and issuance revenues. The increased revenues from Analytics & Trading were primarily due to higher demand for our performance & reporting products, portfolio analytics solutions and portfolio & benchmark services. The increased Research & Advisory revenues was driven mainly by higher demand for our workstations.
Operating Expenses
Principal Operating Expenses
Cost of 6.8% was dueservices is mainly comprised of employee compensation costs and also includes expenses related to data costs, computer-related expenses, amortization of identifiable intangible assets, royalty fees, client-related communication costs and computer depreciation.
Selling, general and administrative ("SG&A") consists primarily of employee compensation costs and also includes expenses related to occupancy costs, professional fees, depreciation of furniture and fixtures, amortization of leasehold improvements, travel and entertainment expenses, marketing costs, other employee-related expenses, internal communication costs and bad debt expense.
Employee compensation costs are a major component of both our Cost of services and SG&A. These expenses primarily include costs related to salaries, incentive compensation and sales commissions, stock-based compensation, benefits, employment taxes, and any applicable restructuring costs.
We assign employee compensation costs between Cost of services and SG&A based on the roles and activities associated with each employee. We categorize employees within the content collection, consulting, product development, software and systems engineering groups as Cost of services personnel. Employees included in our sales department and those that serve in various other support departments, including marketing, finance, legal, human resources and administrative services, are classified as SG&A.
Asset impairments consist primarily of expenses recognized when the carrying amount of an asset exceeds its fair value.
The following table summarizes the components of our total operating expenses and operating margin:
(dollar amounts in thousands)Years ended August 31,
20232022$ Change% Change
Cost of services$973,225 $871,106 $102,119 11.7 %
SG&A457,130 433,032 24,098 5.6 %
Asset impairments25,946 64,272 $(38,326)(59.6)%
Total operating expenses$1,456,301 $1,368,410 $87,891 6.4 %
Operating income$629,207 $475,482 $153,725 32.3 %
Operating margin30.2 %25.8 %17.0 %
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organic revenue growth of 6.3% and a 50 basis point increase in acquisition-related revenue and deferred revenue fair value adjustments from purchase accounting.
EMEA revenue increased 5.2% to $427.7 million in fiscal 2021, compared with $406.5 million from the same period in the prior year. The increase in revenue was largely attributed to increased sales to existing clients, followed by new client sales and existing client price increases, partially offset by existing client cancellations. This revenue growth was mainly due to increased sales in all of our workflow solutions, primarily in CTS and Analytics & Trading. The revenue growth of 5.2% was driven by organic revenue growth of 3.7%, a 110 basis point increase from foreign currency exchange rate fluctuations and a 40 basis point increase from deferred revenue fair value adjustments from purchase accounting.
Asia Pacific revenue increased 8.2% to $155.7 million in fiscal 2021, compared with $144.0 million from the same period in the prior year. The increase in revenue was largely attributed to increased sales to existing clients, followed by new client sales and existing client price increases, partially offset by existing client cancellations. The revenue growth was mainly due to increased sales in all of our workflow solutions, primarily in Analytics & Trading. The revenue growth of 8.2% was due mainly to organic revenue growth of 8.0% and a 20 basis point increase from foreign currency exchange rate fluctuations.
Revenue by Workflow Solution
Revenue increased 6.5% for fiscal 2021, compared with the same period in the prior, primarily driven by Analytics & Trading and CTS. The increase in Analytics & Trading was mainly driven by increased sales in our portfolio reporting, portfolio analytics, risk and quantitative solutions and performance and reporting. CTS sales increased primarily due to core and premium content sets, specifically related to company financial data and data management solutions.
Operating Expenses
(in thousands)Years ended August 31,
20212020$ Change% Change
Cost of services$786,400 $695,446 $90,954 13.1 %
Selling, general and administrative ("SG&A")331,004 359,005 (28,001)(7.8)%
Total operating expenses$1,117,404 $1,054,451 $62,953 6.0 %
Operating income$474,041 $439,660 $34,381 7.8 %
Operating Margin29.8 %29.4 %1.4 %
Cost of ServicesServices
Cost of services increased 13.1%11.7% to $786.4$973.2 million in fiscal 20212023, compared with $695.4 from the same period$871.1 million in the prior year. Cost of services, expressed as a percentage of revenue, was 49.4% during fiscal 2021, an increase of 290 basis points over the prior year period. This increase was2022, primarily due to an increase in employee compensation costs, including stock-basedamortization of intangible assets, computer-related expenses and royalty fees related to our CGS acquisition.
Cost of services, when expressed as a percentage of revenues, was 46.7% for fiscal 2023, a decrease of 60 basis points compared with fiscal 2022. This decrease was primarily due to lower employee compensation costs and data costs, partially offset by higher royalty fees, amortization of intangible assets and computer-related expenses. When expressed as a percentage of revenues:
Employee compensation costs increased 150 basis points mainly due to higher annual base salaries and a net increase in employee headcount of 408 employees, with the majority of the compensation from new employee headcount included in cost of services, an increase in year-over-year variable compensation, and an increase in stock based compensation expense. Computer-related expenses increased by 150decreased 180 basis points primarily due to increased technology investments related togrowth of our migration to cloud-based hosting services, licensed software arrangements, and a 30 basis pointrevenues outpacing the increase in the amortization of intangibles, due to aemployee compensation costs. This decrease was also driven by higher investment in capitalized software that has been placed into service. This increase was partially offset by increased capitalization of compensation costs related to the development of our internal-use software, projects, as well aspartially offset by higher annual base salaries and restructuring costs to drive organization realignment. The increase in annual base salaries was primarily driven by annual merit increases and a shiftnet headcount increase in headcountCost of services of 959 employees, primarily located in our COEs.
Data costs decreased 80 basis points mainly due to lowerthe release of certain accruals in the first quarter of fiscal 2023 related to the successful resolution of exchange audits that were recorded during the prior year and revenue growth outpacing the increased cost locations.of content.
Royalty fees increased Cost of services 80 basis points due to contracts acquired in connection with the acquisition of CGS. Due to the timing of the CGS acquisition, fiscal 2023 included a full year of royalty fees, compared with a partial year during fiscal 2022.
Amortization of intangible assets increased 80 basis points, mainly due to acquired intangible assets, primarily from the CGS acquisition. Due to the timing of the CGS acquisition, fiscal 2023 included a full year of CGS intangible amortization, compared with a partial year during fiscal 2022.
Computer-related expenses increased 50 basis points, primarily due to higher spend related to licensed software arrangements and our cloud-based hosting services.
Selling, General and Administrative 
Selling, general and administrative ("SG&A")&A expenses decreased 7.8%increased 5.6% to $331.0$457.1 million during fiscal 2021,2023, compared with $359.0$433.0 million from the same period in the prior year. fiscal 2022, primarily due to higher employee compensation costs and, to a lesser extent, an increase in travel and entertainment expenses, partially offset by a decrease in professional fees and occupancy costs.
SG&A expenses, when expressed as a percentage of revenue,revenues, were 20.8% in21.9% for fiscal 2021,2023, a decrease of 320160 basis points over the prior year period.fiscal 2022. This decrease was primarily due to a decrease in non-
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compensatory employee related expenses, an impairment on an investment in a company in fiscal 2020, and a decrease in professional fees, partially offset by increased compensations costs.
Non-compensatory employee-related expenses, inclusive of travel, entertainment and office expenses, decreased 150 basis points, mainly due to restrictions and impacts related to the COVID-19 pandemic, as most employees continued to work from home. The prior year investment impairment resulted in a 110 basis point decrease in the current year. Professional fees decreased 50 basis points, primarily due to the completion of certain projects to support our technology plan and business transformation activities and lower tax consulting and accounting fees, compared with the prior year period. The decrease was partially offset by an increase in employee compensation costs of 70 basis points, primarily driven by higher annual base salaries and a net increase in employee headcount, as well as higher variable compensation expense.
Operating Income and Operating Margin
Operating income increased 7.8% to $474.0 million in fiscal 2021 compared with $439.7 million in the prior year. Operating income increased primarily due to revenue growth, inclusive of our annual price increase, a reduction in non-compensatory employee related expenses, a prior year investment impairment, decreased professional fees and occupancy costs, partially offset by an increase in travel and entertainment expenses. When expressed as a percentage of revenues:
Professional fees decreased 100 basis points primarily due to CGS acquisition costs incurred during the prior year.
Occupancy costs decreased by 60 basis points mainly driven by impairment charges recognized during fiscal 2022 related to vacating leased office space, which reduces occupancy costs recorded over their respective remaining lease terms.
Travel and entertainment expenses increased by 30 basis points as we resumed essential business travel and incurred other employee-related expenses associated with return to office activities during the current year.
Asset Impairments
Asset impairments were $25.9 million and $64.3 million during fiscal 2023 and 2022, respectively. The asset impairments were mainly driven by an $18.0 million and $62.2 million charge during fiscal 2023 and 2022, respectively, related to our lease right-of-use ("ROU") assets and property, equipment and leasehold improvements ("PPE") associated with vacating certain leased office space to resize our real estate footprint for the hybrid work environment. As there were no expected future cash flows associated with lease ROU assets for locations we will not sublease nor PPE associated with the related vacated leased office space, we determined these assets had no remaining fair value and were fully impaired. For locations we intended to sublease, we recognized an impairment when the estimated fair value of the lease ROU asset was less than its carrying value.
The remaining asset impairments for fiscal 2023 and 2022 were $7.9 million related to Developed technology and Trade names and $2.1 million related to Developed technology, respectively.
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Operating Income and Operating Margin
Operating income increased 32.3% to $629.2 million in fiscal 2023, compared with $475.5 million in the prior year. This increase was primarily due to a 13.1% growth in revenues, and, to a lesser extent, a decrease in asset impairment charges and professional fees, partially offset by higher employee compensation costs, including stock-based compensation,amortization of intangible assets, computer-related expenses and computer-related expenses. Operating income was negatively impacted by movements in foreignroyalty fees. Foreign currency exchange rates onrate fluctuations, net of hedge activity, increased operating income by $25.7 million during fiscal 2023, compared with a year-over-year basis. Our operatingdecrease of $3.1 million in fiscal 2022.
Operating margin increased in fiscal 20212023 to 29.8%30.2%, compared with 29.4%25.8% in the prior year. This increase was primarily due to growth in revenues and, when expressed as a percentage of revenues, a decrease in asset impairment charges, employee compensation costs, professional fees, data costs and occupancy costs, partially offset by higher royalty fees and amortization of intangible assets.
Operating Income by Segment
We operate our business through three segments: the Americas, EMEA and Asia Pacific. Refer to Note 18, Segment Information in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for further discussion regarding our segments. The following table summarizes our operating income by segment:
 Years ended August 31,
(dollar amounts in thousands)20232022$ Change% Change
Americas$239,438 $159,140 $80,298 50.5 %
EMEA243,028 196,231 46,797 23.8 %
Asia Pacific146,741 120,111 26,630 22.2 %
Total Operating Income$629,207 $475,482 $153,725 32.3 %
Americas
Americas operating income increased 50.5% to $239.4 million during fiscal 2020. Operating margin2023, compared with $159.1 million from the prior year. This increase was primarily due to a 13.8% growth in revenues and, to a lesser extent, a decrease in asset impairment charges and professional fees, partially offset by higher employee compensation costs, amortization of intangible assets, computer-related expenses and royalty fees.
Asset impairment charges decreased primarily due to lower lease ROU asset and PPE impairment charges associated with vacating certain leased office space during fiscal 2023, compared with fiscal 2022.
Professional fees decreased primarily due to costs incurred during the prior year related to the acquisition of CGS.
Employee compensation costs increased primarily due to an increase in annual base salaries and, to a lesser extent, higher stock-based compensation expense, payroll taxes and restructuring costs, partially offset by a decrease in non-compensatory employeevariable compensation. The increase in annual base salaries was primarily driven by annual merit increases and a net headcount increase of 87 employees.
Amortization of intangible assets increased mainly due to acquired intangible assets, primarily from the CGS acquisition. Due to the timing of the CGS acquisition, fiscal 2023 included a full year of CGS intangible asset amortization, compared with a partial year during fiscal 2022.
Computer-related expenses increased primarily due to higher spend related expenses,to licensed software arrangements and our cloud-based hosting services.
Royalty fees increased due to contracts acquired in connection with the acquisition of CGS. Due to the timing of the CGS acquisition, fiscal 2023 included a full year of royalty fees, compared with a partial year during fiscal 2022.

EMEA
EMEA operating income increased 23.8% to $243.0 million during fiscal 2023, compared with $196.2 million from the prior year investment impairment, decreased professional feesyear. This increase was primarily due to an 11.5% growth in revenues and, occupancyto a lesser extent, a decrease in data costs and amortization of intangible assets. These increases in operating income were partially offset by higher employee compensation costs and, computer-related expenses.
Operating Income by Segmentto a lesser extent, asset impairment charges.
Our internal financial reporting structure is based on three reportable segments,Data costs decreased due to the Americas, EMEA and Asia Pacific. Referrelease of certain accruals during the first quarter of fiscal 2023 which related to Note 19, Segment Information, for further discussion regarding our segments.the successful resolution of exchange audits that were recorded during the prior year.
 Years ended August 31,
(in thousands)20212020$ Change% Change
Americas$218,180 $182,037 $36,143 19.9 %
EMEA159,704 165,317 (5,613)(3.4)%
Asia Pacific96,157 92,306 $3,851 4.2 %
Total Operating Income$474,041 $439,660 $34,381 7.8 %
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AmericasAmortization of intangible assets decreased as certain acquired intangible assets were fully amortized during the third quarter of fiscal 2022.
AmericasEmployee compensation costs increased primarily due to higher annual base salaries, restructuring costs and, to a lesser extent, higher variable compensation. The increase in annual base salaries was primarily driven by annual merit increases and a net headcount increase of 26 employees.
Asset impairment charges increased primarily due to higher lease ROU asset impairment charges associated with vacating certain leased office space during fiscal 2023, compared with fiscal 2022.
Asia Pacific
Asia Pacific operating income increased 19.9%22.2% to $218.2$146.8 million during fiscal 2021,2023, compared with $182.0$120.1 million from the prior year. The increase was primarilymainly due to revenuea 13.2% growth of 6.8%, inclusive of our annual price increase, a reduction in non-compensatory employee related expenses, a prior year investment impairment and lower professional fees,revenues, partially offset by an increase in employee compensation expensecosts and, computer-relatedto a lesser extent, travel expenses.
Non-compensatory employee related expenses, inclusive of travel, entertainment and office expenses, decreased mainly due to restrictions and impacts related to the COVID-19 pandemic. Professional fees decreased, primarily due to the completion of certain projects to support our technology plan and business transformation activities, as well as lower tax consulting fees, compared with the prior year period. The expense decreases were partially offset by higher employee compensation expense, mainly due to increased annual base salaries, an increase in year-over-year variable compensation, partially offset by higher capitalization of Employee compensation costs related to development of our internal-use software projects, and increases in computer-related expenses, due to increased technology investments, including costs from cloud-based hosting and licensed software arrangements. Additionally, amortization of intangible assets increased, primarily due to a higher investment in capitalized software that has been placed into service.
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EMEA
EMEA operating income decreased 3.4% to $159.7 million during fiscal 2021, compared with $165.3 million from the prior year. The decrease in EMEA operating income was primarilymainly due to an increase in employee compensation costs, bad debt expense,annual base salaries driven by annual merit increases and amortizationa net headcount increase of intangibles,921 employees primarily in our COEs. Travel expenses increased due to other employee-related expenses associated with return to office activities in the current year.
Income Taxes
 Years ended August 31,
(dollar amounts in thousands)20232022$ Change% Change
Income before income taxes$583,954 $443,594 $140,360 31.6 %
Provision for income taxes$115,781 $46,677 $69,104 148.0 %
Effective tax rate19.8 %10.5 %88.4 %
We are subject to taxation in the United States and various foreign jurisdictions in which we conduct our business.
Our effective tax rate is based on recurring factors and non-recurring events, including the taxation of foreign income. Our effective tax rate will vary based on, among other things, changes in levels of foreign income, as well as other non-recurring events. Our effective tax rate is lower than the applicable U.S. corporate income tax rate for fiscal 2023 driven mainly by research and development ("R&D") tax credits, a tax benefit from the exercise of stock options and a foreign derived intangible income ("FDII") deduction, partially offset by revenue growtha one-time out-of-period adjustment related to a review and analysis of 5.2%, inclusivecertain tax positions, as well as our net state taxes.
Our effective tax rate for fiscal 2023 was 19.8% compared to 10.5% in fiscal 2022. The increase was primarily driven by an out-of-period adjustment related to a review and analysis of our annual pricecertain tax positions, resulting in a one-time net charge of $22.1 million. The adjustment related to the accounting of tax balance sheet accounts. All local, federal and foreign taxes payable have been paid in a timely manner, subject to normal audits of open years. The increase was also driven by a lower impact from tax attributes on the effective tax rate as a result of an increase in income before income taxes, higher net state taxes, an increase in the UK's enacted tax rates and a reduction in non-compensatory employee related expenses. Operating income was negatively impacted by movements in foreign currency exchange rates on a year-over-year basis. Employee compensation increased primarily due to a net increase in employee headcount over the past 12 months, increased annual base salaries, higher variable compensation and higher vacation expense. Non-compensatory employee related expenses, inclusiveexercise of travel, entertainment and office expenses, decreased, mainly due to restrictions and impacts related to the COVID-19 pandemic, partially offset by investment in technology to allow employees to work from home.
Asia Pacific
Asia Pacific operating income increased 4.2% to $96.2 million during fiscal 2021, compared with $92.3 million from the prior year. The increase in Asia Pacific operating income was mainly due to revenue growth of 8.2%, inclusive of our annual price increase, and a reduction in non-compensatory employee related expenses, partially offset by an increase in employee compensation costs. Operating income was favorably impacted by movements in foreign currency exchange rates on a year-over-year basis. Non-compensatory employee related expenses, inclusive of travel, entertainment and office expenses, decreased, mainly due to restrictions and impacts related to the COVID-19 pandemic, partially offset by investments in technology to allow employees to work from home. Employee compensation increased mainly due to a 6.6% increase in our Asia Pacific workforce in the last 12 months and increased annual base salaries.
Income Taxes, Net Income and Diluted Earnings per Share 
 Years ended August 31,
(in thousands)20212020$ Change% Change
Provision for income taxes$68,027 $54,196 $13,831 25.5 %
Net income$399,590 $372,938 $26,652 7.1 %
Diluted earnings per common share$10.36 $9.65 $0.71 7.4 %
Income Taxes
The fiscal 2021 provision for income taxes was $68.0 million, compared with $54.2 million in fiscal 2020, an increase of 25.5%. The increase was primarily due to net changes in jurisdictional pre-tax book income in fiscal 2021, compared with the prior year. Additionally, the increase was driven by a $4.4 million lower windfall tax benefit from stock-based compensation for fiscal 2021, compared with fiscal 2020, changes in tax rates in certain jurisdictions, and a lower benefit from finalizing prior year tax returns of $1.2 million. The increase was partially offset by the impact of the true-up of certain foreign deferred tax balances, and higher research and development tax credits.stock options.
Net Income and Diluted Earnings per ShareEPS
 Years ended August 31,
(dollar amounts in thousands, except per share data)20232022$ Change% Change
Net income$468,173 $396,917 $71,256 18.0 %
Diluted weighted average common shares38,898 38,736 162 0.4 %
Diluted EPS$12.04 $10.25 $1.79 17.5 %
Net income increased 7.1% to $399.6 million during18.0% and Diluted EPS increased 17.5% for fiscal 20212023, compared with $372.9 millionfiscal 2022. The increase in fiscal 2020. Diluted earnings per share increased 7.4% to $10.36 in fiscal 2021 compared with $9.65 in fiscal 2020. Netnet income and dilutedDiluted EPS increasedwas primarily due to increasedhigher operating income, and a reduction in interest expense, partially offset by an increase in the provision for income taxes. Interesttaxes and an increase in interest expense decreased as a result of a decrease in LIBORhigher outstanding debt compared withto the prior year, which reduced the interest rate under our 2019 Revolving Credit Facility. Refer to Note 13, Debt of the Notes to the Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K for more information on LIBOR and the 2019 Revolving Credit Facility.year.
Non-GAAP Financial Measures
To supplement the financial measures prepared in accordance with generally accepted accounting principles in the United States ("GAAP"), we use non-GAAP financial measures including organic revenue,revenues, adjusted operating income, adjusted operating margin, adjusted net income, EBITDA, adjusted EBITDA and adjusted diluted earnings per share.Diluted EPS. The reconciliations from our
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Table of these non-GAAP financial measures to the most directly comparable Contents
financial measures calculated and presented in accordance with GAAP to these non-GAAP financial measures are showshown in the tables below. These non-GAAP financial measures should not be considered in isolation from, as a substitute for, or superior to, financial measures reported in accordance with GAAP. Moreover, these non-GAAP financial measures have limitations in that they do not reflect
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all the items associated with the operations of theour business as determined in accordance with GAAP. Other companies may calculate similarly titled non-GAAP financial measures differently thatthan we do, limiting the usefulness of those measures for comparative purposes.
Despite the limitations of these non-GAAP financial measures, we believe these adjusted financial measures and the information they provide are useful in viewing our performance using the same tools that management uses to gauge progress in achieving our goals. Adjusted measures may also facilitate comparisons to our historical performance.
Adjusted revenues exclude the impact of the fair value of deferred revenues acquired in a business combination. Organic revenues further excludes both acquisition-related revenues recognized in the current year in which the comparable prior year period predated the acquisition(s) and foreign currency movements in all years presented.
The table below provides an unaudited reconciliation of revenuerevenues to adjusted revenuerevenues and organic revenue.revenues:
 Twelve Months Ended
August 31,
(In thousands)20212020$ Change% Change
Revenue$1,591,445 $1,494,111 $97,334 6.5 %
     Deferred revenue fair value adjustment(1)
539 4,192 (3,653)(87.1)%
Adjusted revenue1,591,984 1,498,303 93,681 6.3 %
Acquired revenue(2)
(4,119)— (4,119)
Currency impact(3)
4,472 — 4,472 
Organic revenue$1,592,337 $1,498,303 $94,034 6.3 %
 Years ended August 31,
(dollar amounts in thousands)20232022$ Change% Change
Revenues$2,085,508 $1,843,892 $241,616 13.1 %
Deferred revenues fair value adjustment(1)
— 25 (25)
Adjusted revenues2,085,508 1,843,917 241,591 13.1 %
Acquired revenues(2)
(95,953)— (95,953)
Currency impact(3)
5,398 — 5,398 
Organic revenues$1,994,953 $1,843,917 $151,036 8.2 %
(1)TheReflects the amortization effect of theany purchase accounting adjustment onadjustments related to the fair value of acquired deferred revenue.revenues for acquisitions prior to fiscal 2022. Acquisitions thereafter do not include this adjustment in accordance with ASU No. 2021-08, Business Combinations: Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (Topic 805).
(2)Revenues from acquisitions completed withinRemoves acquisition-related revenues recognized during fiscal 2023 in which the last 12 months.comparable prior year period predated the acquisition(s).
(3)The impact from foreign currency movements overduring the past 12 months.fiscal year.
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The table below provides an unaudited reconciliation of operating income, operating margin, net income and dilutedDiluted EPS to adjusted operating income, adjusted operating margin, adjusted net income, EBITDA, adjusted EBITDA and adjusted dilutedDiluted EPS. Adjusted operating income and margin, adjusted net income, and adjusted Diluted EPS exclude the impact of the fair value of deferred revenues acquired in a business combination, intangible asset amortization and non-recurring items. EBITDA excludes interest expense, provision for income taxes and depreciation and amortization, while Adjusted EBITDA further excludes non-recurring non-cash expenses.
 Twelve Months Ended
August 31,
(In thousands, except per share data)20212020Change
Operating income$474,041 $439,660 7.8 %
Deferred revenue fair value adjustment539 4,192 
Intangible asset amortization23,257 22,269  
Impairment of Investment— 16,500 
Transformation costs(1)
14,113 16,478 
Restructuring / severance5,028 51 
Real estate charges716 4,253  
Adjusted operating income$517,694 $503,403 2.8 %
     Operating margin29.8 %29.4 %
     Adjusted operating margin(2)
32.5 %33.6 %
Net income$399,590 $372,938 7.1 %
Deferred revenue fair value adjustment456 3,385  
Intangible asset amortization19,672 17,773  
Impairment of Investment— 16,500 
Transformation costs(1)
11,938 13,171 
Restructuring / severance4,253 41 
Real estate charges606 3,399 
Income tax items(3)
(4,466)(7,085) 
Adjusted net income(2)
$432,049 $420,122 2.8 %
Diluted earnings per common share$10.36 $9.65 7.4 %
Deferred revenue fair value adjustment0.01 0.10  
Intangible asset amortization0.51 0.46  
Impairment of Investment— 0.42 
Transformation costs(1)
0.31 0.34 
Restructuring / severance0.11 — 
Real estate charges0.02 0.08 
Income tax items(3)
(0.12)(0.18) 
Adjusted diluted earnings per common share(4)
$11.20 $10.87 3.0 %
Weighted average common shares (Diluted)38,570 38,646  
Years ended August 31,
(dollar amounts in thousands, except per share data)20232022% Change
Operating income$629,207 $475,482 32.3 %
Deferred revenues fair value adjustment— 25 
Intangible asset amortization71,503 49,122 
Asset impairments(1)
20,327 62,205 
Restructuring / severance19,879 9,975  
Business acquisition / integration costs(2)
7,033 20,608 
Contingent liability6,239 3,610 
Transformation costs (3)
— 3,368 
Adjusted operating income$754,188 $624,395 20.8 %
Operating margin30.2 %25.8 %
Adjusted operating margin(4)
36.2 %33.9 %
Net income$468,173 $396,917 18.0 %
Deferred revenues fair value adjustment— 22  
Intangible asset amortization59,422 43,266 
Asset impairments(1)
16,893 54,789 
Restructuring / severance16,520 8,786  
Business acquisition / integration costs(2)
5,845 18,151 
Contingent liability5,185 3,180 
Transformation costs(3)
— 2,967 
Income tax items(2,316)(7,799) 
Adjusted net income(5)
$569,722 $520,279 9.5 %
Net income$468,173 $396,917 
Interest expense66,319 35,697 
Income taxes115,781 46,677 
Depreciation and amortization expense105,384 86,683 
EBITDA$755,657 $565,974 33.5 %
Non-recurring non-cash expenses20,963 62,205 
Adjusted EBITDA$776,620 $628,179 23.6 %
Diluted EPS$12.04 $10.25 17.5 %
Deferred revenues fair value adjustment— 0.00  
Intangible asset amortization1.53 1.11 
Asset impairments(1)
0.43 1.41 
Restructuring / severance0.43 0.23  
Business acquisition / integration costs(2)
0.15 0.47 
Contingent liability0.13 0.08 
Transformation costs(3)
— 0.08 
Income tax items(0.06)(0.20) 
Adjusted Diluted EPS(5)
$14.65 $13.43 9.1 %
Weighted average common shares (Diluted)38,898 38,736  
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(1)CostsWe reclassified Real estate charges to Asset impairments in the Non-GAAP Financial Measures to conform to current year's presentation. Asset impairments primarily related to impairment charges of lease ROU assets and PPE associated with vacating certain leased office space.
(2)Related to acquisition and integration costs of the CGS acquisition.
(3)Primarily related to professional fees associated with the ongoingour multi-year investment plan.
(2)(4)Adjusted operating margin is calculated as adjustedAdjusted operating income divided by adjusted revenueAdjusted revenues as shown in the organic revenuerevenues reconciliation table above.
(3)Income tax items for the year ended August 31, 2021 reflects tax expenses primarily related to a reduction in the estimated foreign pre-tax book income as well as an increase in estimated U.S. pre-tax book income. This was partially offset by a benefit from the finalization of the prior year tax return. Income tax items for the year ended August 31, 2020 includes income tax expenses primarily due to finalization of the prior year tax return.
(4)(5)For purposes of calculating adjustedAdjusted net income and adjusted diluted earnings per share, deferred revenue fair valueAdjusted Diluted EPS, all adjustments for fiscal 2023 and intangible asset amortization2022 were taxed at the annual effectivean adjusted tax ratesrate of 17.8% for fiscal 202116.9% and 17.7% for fiscal 2020.
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11.9%, respectively.
Liquidity and Capital Resources
Our primary sources of liquidity have been our cash flows generated from our operations,provided by operating activities, existing cash and cash equivalents, and, when needed,supplemented with our credit capacity underlong-term debt borrowings, have been sufficient to fund our existing credit facility. We use these sourcesoperations while allowing us to invest in activities that support the long-term growth of liquidityour operations. Generally, some or all of our remaining available cash flows have been used to, among other things, service our existing and future debt obligations, fundsatisfy our working capital requirements and fund various activities, including our capital expenditures, acquisitions, investments, acquisitions, dividend payments and repurchases of our common stock. Based on past performance and current expectations, we believe our sources of liquidity, along withincluding the available capacity under our existing revolving credit facility and other financing alternatives, will provide us the necessary capital to fund these transactions and achieve our planned growth for the next 12 months and the foreseeable future. We are exposed to credit risk for cash and cash equivalents held in financial institutions in the event of a default, to the extent that such amounts are in excess of applicable insurance limits; however, we do not believe our concentration of cash and cash equivalents presents a significant credit risk as the counterparties to the instruments consist of multiple high-quality, credit-worthy financial institutions.
Sources of Liquidity
Long-Term Debt & Swap Agreements
2022 Credit Agreement
On March 1, 2022, we entered into a credit agreement (the "2022 Credit Agreement") and borrowed an aggregate principal amount of $1.0 billion under its senior unsecured term loan credit facility (the "2022 Term Facility") and $250.0 million of the available $500.0 million under its senior unsecured revolving credit facility (the "2022 Revolving Facility" and, together with the 2022 Term Facility, the “2022 Credit Facilities”). The 2022 Term Facility matures on March 1, 2025, and the 2022 Revolving Facility matures on March 1, 2027. The 2022 Revolving Facility allows for the availability of up to $100.0 million in the form of letters of credit and up to $50.0 million in the form of swingline loans. We may seek additional commitments under the 2022 Revolving Facility from lenders or other financial institutions up to an aggregate principal amount of $750.0 million.
We pay a commitment fee on the daily unused amount of the 2022 Revolving Facility using a pricing grid based on our senior unsecured non-credit enhanced long-term debt rating and our total leverage ratio. The commitment fee remained consistent at 0.125% from the borrowing date through August 31, 2023. During fiscal 2022, we incurred approximately $9.5 million in debt issuance costs related to the 2022 Credit Facilities.
We used these borrowings, along with the net proceeds from the issuance of the Senior Notes (as defined below) and cash on hand, to finance the consideration for the CGS acquisition, to repay borrowings under the 2019 Credit Agreement (as defined below) and to pay related transaction fees, costs and expenses.
We may voluntarily prepay loans under the 2022 Credit Facilities at any time without premium or penalty. During fiscal 2023, we repaid $375.0 million under the 2022 Term Facility, inclusive of voluntary prepayments of $325.0 million. Since loan inception on March 1, 2022, we have repaid $625.0 million under the 2022 Term Facility, inclusive of voluntary prepayments of $562.5 million.
As of August 31, 2023, the outstanding borrowings under the 2022 Credit Facilities bore interest at a rate equal to the applicable one-month Term Secured Overnight Financing Rate ("SOFR") rate plus a 1.1% spread (comprised of a 1.0% interest rate margin based on a debt leverage pricing grid plus a 0.1% credit spread adjustment). The spread remained consistent from the borrowing date through August 31, 2023. Interest on the 2022 Credit Facilities is currently payable on the last business day of each month, in arrears.
The 2022 Credit Agreement contains usual and customary event of default provisions for facilities of this type, which are subject to usual and customary grace periods and materiality thresholds. If an event of default occurs under the 2022 Credit Agreement, the lenders may, among other things, terminate their commitments and declare all outstanding borrowings immediately due and payable.
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The 2022 Credit Agreement contains usual and customary affirmative and negative covenants for facilities of this type, including a financial covenant requiring maintenance of a total leverage ratio of no greater than 3.75 to 1.00 as of August 31, 2023. We were in compliance with all covenants and requirements of the 2022 Credit Agreement as of August 31, 2023.
Refer to Note 12, Debt in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for further discussion of the 2022 Credit Agreement.
2022 Swap Agreement
On March 1, 2022, we entered into an interest rate swap agreement (the "2022 Swap Agreement") to hedge a portion of our outstanding floating SOFR rate debt with a fixed interest rate of 1.162%. Effective December 30, 2022, we apportioned the then-outstanding notional amount of the 2022 Swap Agreement between two counterparties. Refer to Note 5, Derivative Instruments in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K, for defined terms and more information on the 2022 Swap Agreement.
Senior Notes
On March 1, 2022 we completed a public offering of $500.0 million aggregate principal amount of 2.900% Senior Notes due March 1, 2027 (the “2027 Notes”) and $500.0 million aggregate principal amount of 3.450% Senior Notes due March 1, 2032 (the “2032 Notes” and, together with the 2027 Notes, the “Senior Notes”). The Senior Notes were issued pursuant to an indenture, dated as of March 1, 2022, by and between us and U.S. Bank Trust Company, National Association, as trustee (the "Trustee"), as supplemented by the supplemental indenture, dated as of March 1, 2022, between us and the Trustee (the "Supplemental Indenture").
Interest on the Senior Notes is payable semiannually in arrears on March 1 and September 1 of each year, with the first payment made on September 1, 2022. The Senior Notes were issued at an aggregate discount of $2.8 million and we incurred approximately $9.1 million in debt issuance costs.
We may redeem the Senior Notes, in whole or in part, at any time at specified redemption prices, plus any accrued and unpaid interest. Upon the occurrence of a change of control triggering event (as defined in the Supplemental Indenture), we must offer to repurchase the Senior Notes at 101% of their principal amount, plus any accrued and unpaid interest.
2019 Credit Agreement
On March 29, 2019, we entered into a credit agreement with PNC Bank, National Association ("PNC") (the "2019 Credit Agreement"), which provides for a $750.0 million revolving credit facility (the "2019 Revolving Credit Facility"). We may request borrowings under the 2019 Revolving Credit Facility until its maturity date of March 29, 2024. The 2019 Credit Agreement also allows us, subject to certain requirements, to arrange for additional borrowings with PNC for an aggregate amount up to $500.0 million, provided that any such request for additional borrowings must be in a minimum amount of $25.0 million.
As of August 31, 2021, we have and borrowed $575.0 million of the available $750.0 million provided by the 2019revolving credit facility thereunder (the "2019 Revolving Credit Facility, resulting in $175.0 million available to be withdrawn. We are required to pay a commitment fee using a pricing grid which was 0.10% as of August 31, 2021. This fee is based on the daily amount by which the available balance inFacility"). Borrowings under the 2019 Revolving Credit Facility exceeds the borrowed amount. All outstanding loan amounts are reported as Long-term debt within the Consolidated Balance Sheets at August 31, 2021 and August 31, 2020. The principal balance is payable in full on the maturity date.
Borrowings under the loan bearbore interest on the outstanding principal amount at a rate equal to LIBORthe daily London Interbank Offer Rate ("LIBOR") plus a spread using a debt leverage pricing grid, which was 0.875% as of August 31, 2021. The variable rate of interestgrid. Interest on the amounts outstanding under the 2019 Revolving Credit Facility can expose us to interest rate volatility due to changeswas payable quarterly, in LIBOR. To mitigate this exposure,arrears, and on the maturity date.
As of March 5, 2020,1, 2022, we entered into an interest rate swap agreement with a notional amount of $287.5 million to hedge the variable interest rate obligation on a portion of our outstanding balance underrepaid in full and terminated the 2019 Revolving Credit Facility. Under the terms of the interest rate swap agreement, we will pay interest at a fixed rate of 0.7995% and receive variable interest payments based on the same one-month LIBOR utilized to calculate the interest expense from the 2019 Revolving Credit Facility. The interest rate swap agreement matures on March 29, 2024. There is currently a global transition, known as reference rate reform, away from referencing the LIBOR, and other interbank offered rates, and toward new reference rates. As a result of the reference rate reform initiative, these interbank offered rates, including LIBOR are expected to be discontinued.Agreement. Refer to Note 3,12, Summary of Significant Accounting PoliciesDebt ofin the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for more information on our evaluation of reference rate reform on our Consolidated Financial Statements.
Including the effects of the interest rate swap agreementermination.t, the weighted average interest rate on amounts outstanding under our 2019 Revolving Credit Facility was 1.38% and 2.20% for the twelve months ended August 31, 2021 and August 31, 2020, respectively. Interest on the outstanding balance under the 2019 Revolving Credit Facility is payable quarterly, in arrears, and on the maturity date.
The 2019 Credit Agreement contains covenants and requirements restricting certain of our activities, which are usual and customary for this type of loan. In addition, the 2019 Credit Agreement requires that we maintain a consolidated net leverage ratio, as measured by total net funded debt/EBITDA (as defined in the 2019 Credit Agreement) below a specified level as of the end of each fiscal quarter. We were in compliance with all the covenants and requirements within the 2019 Credit Agreement as of August 31, 2021.
Letters of Credit
From time to time, we are required to obtain letters of credit in the ordinary course of business. Approximately $2.8 million of standby letters of credit have been issued in connection with our leased office spaces as of August 31, 2021. These standby letters of credit utilize the same covenants included in the 2019 Credit Agreement. Refer to Note 13, Debt of the Notes to the Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K for more information on these covenants.
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Uses of Liquidity
Returning Value to ShareholdersStockholders
For the year ended August 31, 2021,During fiscal 2023 and 2022, respectively, we returned $382.6$315.3 million and $144.6 million to our stockholders in the form of share repurchases and dividends.
Share Repurchase Program
Under our share repurchase program, we may repurchase shares of our common stock from time to time in the open market and privately negotiated transactions, subject to market conditions. In fiscal 2021, we repurchased 0.8 million shares for $264.7 million under our existing share repurchase program compared with 0.7 million shares for $199.6 million in fiscal 2020. A total of $199.9 million remains authorized for future share repurchases as of August 31, 2021. There is no defined number of shares to be repurchased over a specified timeframe through the life of the share repurchase program. It is expected that share repurchases will be paid using existing and future cash generated by operations.
Capital Expenditures
For the year ended August 31, 2021, capital expenditures were $61.3 million, compared with $77.6 million during the same period a year ago, a decrease of $16.3 million. Capital expenditures decreased as the cost related to the build-out of our office space in the Philippines during the year ended August 31, 2021 was less than the cost related to the build-out of our new corporate headquarters in Norwalk, Connecticut and office space in India during the prior year period. This decrease was partially offset by higher expenditures related to the development of capitalized internal-use software during the year ended August 31, 2021 compared with the prior year.
Dividends
On August 9, 2021, our Board of Directors approved a regular quarterly dividend of $0.82 which was paid on September 16, 2021. During fiscal 2021, the quarterly dividend2023 and 2022, we paid dividends of $138.6 million and $125.9 million, respectively. During fiscal 2023, our dividends increased $0.05 per share or 6.5%10%, which marked the 22nd24th consecutive year we have increased dividends, highlighting our continued
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commitment to returning value to our stockholders. Over the last 12 months, we have paid 117.9 million in cash dividends. Future cash dividends will depend on our earnings, capital requirements, financial condition and other factors considered relevant by us and isare subject to final determination by our Board of Directors.
Share Repurchase Program
We may repurchase shares of our common stock under our share repurchase program from time-to-time in the open market and via privately negotiated transactions, subject to market conditions. We suspended our share repurchase program beginning in the second quarter of fiscal 2022, with the exception of potential minor repurchases to offset dilution from grants of equity awards or repurchases to satisfy withholding tax obligations due upon the vesting of stock-based awards. We suspended our share repurchase program to prioritize the repayment of debt under the 2022 Credit Facilities. We resumed our share repurchase program in the third quarter of fiscal 2023. For fiscal 2023 and 2022, we repurchased 430,350 shares for $176.7 million and 46,200 shares for $18.6 million, respectively.
There is no defined number of shares to be repurchased over a specified timeframe through the life of our share repurchase program. As of August 31, 2023, we had $4.5 million authorized under our share repurchase program for future share repurchases, which was not available for use after August 31, 2023. On June 20, 2023, our Board of Directors authorized up to $300 million for share repurchases on or after September 1, 2023.
Capital Expenditures
For the year ended August 31, 2023, capital expenditures increased by 18.8% to $60.8 million, compared with $51.2 million in fiscal 2022. This increase was primarily due to higher expenditures related to the development of capitalized internal-use software and investments in network-related equipment mainly at our data centers.
Acquisitions
During fiscal 2021, weWe completed acquisitions of several businesses during fiscal 2021 through fiscal 2023, with the most significant cash flows related to the acquisitionacquisitions of CGS, Cobalt Software, Inc. ("Cobalt") and Truvalue Labs, Inc. ("TVL").
CUSIP Global Services
On March 1, 2022, we completed the acquisition of CGS for a cash purchase price of $1.932 billion, inclusive of working capital adjustments. CGS manages a database of 60 different data elements uniquely identifying more than 50 million global financial instruments. It is the foundation for security master files relied on by critical front, middle and back-office functions. CGS, operating on behalf of the ABA, is the exclusive issuer of CUSIP and CINS identifiers globally and also acts as the official numbering agency for ISIN identifiers in the United States and as a substitute number agency for more than 30 other countries. We acquired CGS to expand our critical role in the global capital markets.
Cobalt Software, Inc.
On October 12, 2021, we acquired all of the outstanding shares of Cobalt for a purchase price of $50.0 million, net of cash acquired and inclusive of working capital adjustments. Cobalt is a leading portfolio monitoring platform for the private capital industry. We acquired Cobalt to scale our data and workflow solutions through targeted investments as part of our multi-year investment plan and to expand our private markets offering.
Truvalue Labs, Inc.
On November 2, 2020. We2020, we acquired all of the outstanding shares of TVL for a purchase price of $41.9 million, subject to working capital and other adjustments.net of cash acquired. TVL is a leading provider of ESGsustainability information. TVL applies artificial intelligence driven technology to over 100,000 unstructured text sources in multiple languages, including news, trade journals, and non-governmental organizations and industry reports, to provide daily signals that identify positive and negative ESGsustainability behavior. The acquisition ofWe acquired TVL to further enhancesenhance our commitment to providing industry leading access to ESGsustainability data across our platforms.
Refer to Note 7,6, Acquisition,Acquisitions, in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-Kfor further discussion of the CGS, Cobalt and TVL acquisition.acquisitions.
Contractual Obligations
Purchase obligations represent committed payments due in future periodsour legally-binding agreements to our various data vendors and for other goods and services. These purchase commitments are agreements that are enforceable and legally binding on us, and they specify all significant terms, including: fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction.at determinable prices. As of August 31, 20212023 and 2020,2022, we had total purchase commitmentsobligations with suppliers of $191.9$362.2 million and $226.0$373.9 million, respectively. Our total purchase obligations as of August 31, 2023 and 2022 primarily related to hosting services, acquisition of
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data and, to a lesser extent, third-party software providers. Hosting services support our hybrid cloud strategy, the majority of which rely on third-party hosting providers. Data is an integral component of the value we provide to our clients, and our commitments to third-party software providers mainly include internal-use software licenses.
We also have contractual obligations related to our lease liabilities and outstanding debt. Refer to Note 12,11, Leases and Note 13,12, Debt in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for information regarding lease commitments and outstanding debt obligations, respectively.
Our purchase obligations consist of two primary arrangements, data content and hosting services. Data content is an integral component of the value we provide to our clients. Hosting services support our technology investments related to our migration to cloud-based hosting services, the majority of which rely on third-party hosting providers. Of the $191.9 million in purchase commitments, $84.0 million relates to hosting services and $78.7 million relates to data content. Additional commitments relate primarily to third-party software providers.
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Summary of Cash Flows
The table below, for the periods indicated, provides selected cash flow information:
Years ended August 31,
(in thousands)20212020 $ Change% Change
Net cash provided by operating activities$555,226 $505,840 $49,386 9.8 %
Net cash used in investing activities(135,992)(73,632)(62,360)84.7 %
Net cash used in financing activities(322,711)(218,075)(104,636)48.0 %
Effect of exchange rate changes on cash and cash equivalents(263)11,673 (11,936)(102.3)%
Net increase in cash and cash equivalents$96,260 $225,806 $(129,546)(57.4)%
As of August 31, 2023, Cash and cash equivalents aggregated to $681.9were $425.4 million, compared with $503.3 million as of August 31, 2021, compared with $585.6 million as of August 31, 2020. Our cash and cash equivalents increased $96.3 million during the twelve months ended August 31, 2021, primarily due to inflows of $555.2 million from net cash provided by operating activities and $64.2 million in proceeds from the exercise of employee stock options, partially offset by cash outflows of $264.7 million in share repurchases, $117.9 million in dividend payments, $58.1 million for the acquisition of businesses and $61.3 million of capital expenditures.
2022. Our cash and cash equivalents are held in numerous locations throughout the world, with $266.9$165.4 million withinin the Americas, $369.3$148.4 million withinin EMEA (predominantly withinin the UK, Germany, and France)UK) and the remaining $45.8$111.6 million withinin Asia Pacific (predominantly withinin India and the Philippines and India)Philippines) as of August 31, 2021.2023. As of August 31, 2023, we had approximately $204.0 million of undistributed foreign earnings. We intend topermanently reinvest substantially all of our accumulatedforeign undistributed foreign earnings, except in instancesjurisdictions where repatriationearnings can be repatriated substantially free of tax. It is not practicable to determine the deferred tax liability that would result in minimal additional tax. As a result of the U.S. Tax Cuts and Jobs Act ("TCJA"), we believe that the income tax impactbe payable if suchthese earnings were repatriated would be minimal.to the U.S.
The table below provides selected cash flow information:
Years ended August 31,
(dollar amounts in thousands)20232022 $ Change% Change
Net cash provided by operating activities$645,573 $538,277 $107,296 19.9 %
Net cash provided by (used in) investing activities(95,393)(2,033,675)1,938,282 (95.3)%
Net cash provided by (used in) financing activities(632,024)1,339,234 (1,971,258)(147.2)%
Effect of exchange rate changes on cash and cash equivalents4,015 (22,428)26,443 (117.9)%
Net increase (decrease) in cash and cash equivalents$(77,829)$(178,592)$100,763 (56.4)%
Operating
For fiscal 2021,2023, net cash provided by operating activities was $555.2$645.6 million, compared with $505.8which included net income of $468.2 million, for fiscal 2020, an increasenon-cash charges of $49.4 million. This increase was$194.6 million and a net cash outflow of $17.2 million to support working capital requirements. The non-cash charges were primarily driven by higher$105.4 million of depreciation and amortization, $62.0 million of stock-based compensation expense and $32.3 million from amortization of lease ROU assets, partially offset by $31.1 million in deferred income taxes. The net incomecash outflow in working capital was primarily due to an increase in accounts receivable driven by sales and the timing of client payments and cash outflows for lease payments, partially offset by an increase in net taxes payable due to an out-of-period adjustment related to an ongoing review and analysis of certain tax positions and timing of tax payments in certain jurisdictions, partially offsetjurisdictions.
For fiscal 2022, net cash provided by certainoperating activities was $538.3 million, which included net income of $396.9 million, non-cash charges of $241.3 million and net cash outflow of $99.9 million to support working capital changes, inclusiverequirements. The non-cash charges were primarily driven by $86.7 million of increasesdepreciation and amortization, $64.3 million in variableasset impairment charges, $56.0 million of stock-based compensation accruals.expense and $43.0 million from amortization of lease ROU assets. The net cash outflow in working capital was primarily driven by cash outflows for lease payments and an increase in accounts receivable driven by sales and the timing of client payments.
Investing
For fiscal 2021,2023, net cash used in investing activities was $136.0$95.4 million, representingmainly driven by capital expenditures of $60.8 million, primarily due to capitalization of compensation costs related to development of capitalized internal-use software and, to a $62.4 million increase from the prior year. This increaselesser extent, investments in network-related equipment mainly at our data centers and laptops. Cash used in investing activities was mainly due toalso driven by the acquisition of businesses, primarily related toa business for $23.6 million.
For fiscal 2022, net cash used in investing activities was $2,033.7 million, mainly driven by the acquisitioncash purchase of TVLCGS for approximately $41.9$1.932 billion, inclusive of working capital adjustments, and the cash purchase of Cobalt for $50.0 million, in cash, net of cash acquired and a $16.3 million decrease ininclusive of working capital expenditures.adjustments.
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Financing
For fiscal 2021,2023, net cash used byin financing activities was $322.7$632.0 million, representing a $104.6consisting mainly of $375.0 million increase in cash outflows compared withrelated to the prior year. Financing activities were impacted by a $65.1partial repayment of the 2022 Term Facility, $176.7 million increase inof share repurchases a $31.3and $138.6 million decreaseof dividend payments, partially offset by $72.0 million in proceeds from employee stock plans.
For fiscal 2022, net cash provided by financing activities was $1,339.2 million, consisting mainly of $2,238.4 million proceeds received from the 2022 Credit Facilities and Senior Notes and $86.0 million of proceeds from employee stock plans, partially offset by $825.0 million related to the full repayment and an increasetermination of $7.5the 2019 Credit Agreement and, to a lesser extent, the partial repayment of the 2022 Term Loan Facility, $125.9 million inof dividend payments.payments and $18.6 million of share repurchases.
Free Cash Flow
We define free cash flow, a non-GAAP financial measure, as cash provided by operating activities, less purchases of property, equipment, leasehold improvementsPPE and capitalized internal use software. We presentbelieve free cash flow solely as a supplemental disclosure to provide useful information to investors about the amount of cash generated by the business after necessary capital expenditures. We consider free cash flow to beis a liquidity measure that provides useful information to management and investors about the amount of cash generated by the business that, after necessary capital expenditures. expenditures, can be used for strategic opportunities, including returning value to stockholders, investing in our business, making strategic acquisitions, and strengthening the balance sheet. Free cash flow should be considered in addition to, rather than as a substitute for, consolidated net income as a measure of our performance and net cash provided by operating activities as a measure of our liquidity.
The following table reconciles our net cash provided by operating activities to free cash flow:
Years ended August 31,
(dollar amounts in thousands)20232022Change
Net cash provided by operating activities$645,573 $538,277 $107,296 
Less: purchases of property, equipment, leasehold improvements and capitalized internal-use software(60,786)(51,156)(9,630)
Free cash flow$584,787 $487,121 $97,666 
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Years ended August 31,
(in thousands)20212020
Net cash provided by operating activities$555,226 $505,840 
Capital expenditures(1)
(61,325)(77,642)
Free cash flow$493,901 $428,198 
(1)Capital expenditures are included in net cash used in investing activities during eachDuring fiscal period reported and include property, equipment, leasehold improvements and internal-use software.
For fiscal 2021,2023, we generated free cash flow of $493.9$584.8 million, an increase of $97.7 million compared with $428.2fiscal 2022. This change reflects a $107.3 million in fiscal 2020, an increase of $65.7 million. This increase reflects an increase of $49.4 million in cash provided by operating activities, mainly due to lower working capital requirements and decreaseshigher net income, partially offset by an increase in capital expenditurespurchases of $16.3 million.PPE and capitalized internal-use software, primarily driven by higher capitalized costs related to internal-use software and investments in network-related equipment at our data centers.
Off-Balance Sheet Arrangements
AtAs of August 31, 20212023 and 2020,August 31, 2022, we had no off-balance sheet financing orother than letters of credit incurred in the ordinary course of business. Refer to Note 12, Debt andNote 13, Commitments and Contingencies in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for more information on our letters of credit.
As of August 31, 2023 and August 31, 2022, we also had no other arrangements with unconsolidated entities or financial partnerships (such as entities often referred to as structured finance or special purpose entities) established for purposes of facilitating off-balance sheet financing other debt arrangements, or other contractually limited purposes.
Foreign Currency
Foreign Currency Exposure
Certain wholly-owned subsidiaries, primarily within the EMEA and Asia Pacific segments, where approximately 78% of our employees are located,As we operate globally, we are exposed to volatilitythe risk that our financial condition, results of operations and cash flows could be impacted by changes in foreign currency exchange rates through translationrates. As of the foreign subsidiaries' net assets or liabilities from their respective functional currencies into U.S. dollars, using an end of period exchange rate. The net translation gains and losses are recorded in accumulated other comprehensive loss as a component of stockholders’ equity.
During fiscal 2021, foreign currency movements decreased operating income by $5.4 million, compared with a $5.0 million increaseto operating income in the prior year. To mitigate the foreign currency exposure,August 31, 2023, we entered intomaintained a series of foreign currency forward contracts to hedge a portion of our primary currency exposures of the Indian Rupee, Euro, British Pound Sterling Euro, Indian Rupee, and Philippine Peso exposures ranging fromPeso. To mitigate our currency exposure, we entered into these contracts to hedge between 25% to 75% of our
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projected primary currency operating expenses over their respective hedgedhedge periods as of August 31, 2021. The current foreign currency forward contracts are set to mature at various points betweenwhich range from the first quarter of fiscal 20222024 through the fourth quarter of fiscal 2022.2024.
As of August 31, 2021,The following table summarizes the gross notional value of our foreign currency forward contracts to purchase Philippine Pesos and Indian Rupeesthe respective local currency with U.S. dollars was ₱1.4 billion and Rs2.6 billion, respectively. The gross notional value of foreign currency forward contracts to purchase U.S. dollars with Euros and British Pound Sterling was €33.8 million and £37.7 million, respectively.dollars:
A loss on foreign currency forward contracts of $5.0 million was recorded into operating income during fiscal 2021, compared with a loss of $1.6 million in fiscal 2020.
August 31, 2023August 31, 2022
(in thousands)Local Currency AmountNotional Contract Amount (USD)Local Currency AmountNotional Contract Amount (USD)
British Pound Sterling£45,000 $56,098 £44,200 $55,567 
Euro39,000 42,646 37,500 40,679 
Indian RupeeRs3,363,150 40,300 Rs2,667,928 33,600 
Philippine Peso1,888,541 33,600 1,462,060 27,000 
Total$172,644 $156,846 
Critical Accounting Estimates
We prepare the Consolidated Financial Statements in conformity with GAAP, which requires us to make certain estimates and apply judgements that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosures. We base our estimates on historical experience and other assumptions that we believe to be reasonable at the time the Consolidated Financial Statements are prepared and, as such, they may ultimately differ materially from actual results.
We describe our significant accounting policies in Note 3,2, Summary of Significant Accounting Policies in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K. Management has discussed
We disclose the development and selection of theseour critical accounting estimates with the Audit Committee of our Board of Directors. The critical accounting estimates and judgments that we believe to have the most significant impacts to our Consolidated Financial Statements are described below.
Income Taxes
We are subject to income taxes in the U.S. and numerous foreign jurisdictions. Our tax provision is an estimate based on our understanding of laws in Federal,federal, state and foreign tax jurisdictions. These laws can be complicated and are difficult to apply to
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any business. The tax laws also require us to allocate our taxable income to many jurisdictions based on subjective allocation methodologies and information collection processes. Our effective tax rates differrate differs from the statutory rate primarily due to the impact of state taxes, foreign operations, research and development ("R&D") and other tax credits, tax audit settlements, incentive-stock optionsthe tax benefit from stock option exercises and the foreign derived intangible income ("FDII") deduction. Our annual effective tax rate was 14.5%, 12.7% and 16.4% in fiscal 2021, 2020 and 2019, respectively.deduction.
Our provision for income taxes is subject to volatility and could be adversely impacted by numerous factors such as changes in earnings or tax laws, regulations, or accounting principles, including accounting for uncertain tax positions or interpretations of them. Significant judgment is required to determine recognitionin determining our provision for income taxes, deferred tax assets and measurement. liabilities and unrecognized tax benefits.
Further, as a result of certain ongoing employment and capital investment actions and commitments, our income in certain countries is subject to reduced tax rates and in some cases is wholly exempt from tax.rates. Our failure to meet these employment and capital investment actions and commitments could adversely affect our provision for income taxes. In addition, we are subject to the continuous examination of our income tax returns by the Internal Revenue Service and other tax authorities. We regularly assess the likelihood of adverse outcomes resulting from these examinations to determine the adequacy of our provision for income taxes. There can be no assurance that the outcomes from these continuous examinations will not have an adverse impact on our operating results and financial condition.
To accountSignificant judgement is required in determining our uncertain tax positions. We follow a two-step approach in recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for unrecognized tax benefits, we first determine whetherrecognition by determining if the weight of available evidence indicates that it is more-likely-than-notmore likely than not (defined as a likelihood of more than fifty percent)50%) that a tax position will be sustained based on its technical merits as of the reporting date. A tax positionThe second step, for those positions that meets this more-likely-than-not thresholdmeet the recognition criteria, is then measuredto measure and recognized atrecognize the largest amount of benefit that is greater than fifty percent50% likely to beof being realized upon effective settlement with a taxing authority. TheAs the determination of liabilities related to unrecognizeduncertain tax benefits, includingpositions and associated interest and penalties requires significant estimates. Thereestimates and assumptions, there can be no assurance that we will accurately predict
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the outcomes of these audits, however, we have no reason to believe that such audits will result in the payment of additional taxes and/or penalties that would have a material adverse effect on our results of operations or financial position, beyond current estimates.audits. For this reason and due to ongoing audits by multiple tax authorities, we regularly engage in discussions and negotiations with tax authorities regarding tax matters in various jurisdictions. We adjust these reserves in light of changing facts and circumstances, such as the closing of a tax audit or the refinement of an estimate. To the extent that the final outcome of these matters is different than the amounts recorded, such differences will affect the provision for income taxes in the period in which such determination is made. We do not currently anticipate that the total amounts of unrecognized tax benefits will significantly change within the next 12 months.
We classify the liability for unrecognized tax benefits as Taxes Payable (non-current) and to the extent that we anticipate payment of cash within one year, the benefit will be classified as Taxes Payable (current). Additionally, we accrue interest on all tax exposures for which reserves have been established consistent with jurisdictional tax laws. This interest is classified asThe Provision for income tax expensetaxes on our Consolidated Statements of Income includes the impact of changes to reserves and any related interest. We have no reason to believe that such audits will result in the payment of additional taxes and/or penalties that would have a material adverse effect on our results of operations or financial statements. As of position, beyond current estimates.August 31, 2021, we had gross unrecognized tax benefits totaling $14.9 million, including $1.3 million of accrued interest, recorded as Taxes Payable (non-current) within the Consolidated Balance Sheets.
Refer to Note 11,10, Income Taxes in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for further information.
Performance-based Equity AwardsStock-based Compensation
Performance-based equityWe measure compensation expense for all stock-based awards using a lattice-binomial option-pricing model ("binomial model") or the Black-Scholes model to estimate the grant-date fair value. Both models involve certain estimates and subjective assumptions regarding our stock price volatility, the expected life of the award, the term selected for the risk-free rate and the expected dividend yield. The binomial model also incorporates market conditions, vesting restrictions and exercise patterns.
Our performance share units ("PSUs") require management to make assumptions regarding the likelihoodprobability of achieving specified performance targets.levels established at the time of grant, which are reviewed on a quarterly basis. The ultimate number of performance-basedcommon shares that may be earned from a PSU is determined pursuant to a payout range based on the achievement of specified performance levels.
We estimate expected forfeitures of equity awards that vest will be predicated on achieving performance levels during the measurement period subsequent toat the date of grant. Dependent on the financial performance levels attained,grant and recognize compensation expense only for those awards expected to vest. The forfeiture assumption is revised if actual forfeitures differ from those estimates.
The assumptions we use to calculate and account for stock-based compensation awards represent management's best estimates, which involve inherent uncertainties. As a percentage of the performance-based awards will vest to the grantees. However, there is no current guarantee that such awards will vest in whole or in part.result, if we revise our assumptions and estimates, our stock-based compensation expense could differ from amounts recorded. Refer to Note 17,16, Stock-Based Compensation in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for further information.
Goodwill and Intangible Assets
Goodwill
Goodwill is assigned to one or more reporting units on the date of acquisition. Our reporting units are the same as our reportable segments. Goodwill is not amortized as it is estimated to have an indefinite life. We reviewtest our goodwill for impairment annually during the fourth quarter of each fiscal year and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of any one of our reporting units below its respective carrying amount.
We may elect to perform a qualitative analysis for the reporting units to determine whether it is more likely than not (a likelihood of more than 50%) that the fair value of the reporting unit is greaterless than its carrying value. In performing a qualitative assessment, we consider such factors as macro-economic conditions, industry and market conditions in which we operate, including the competitive environment and significant changes in demand for our services. We also consider the share price both in absolute terms and in relation to peer companies. If the qualitative analysis indicates that it is more likely than not the fair value of a reporting unit is less than its
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carrying amount or if we elect not to perform a qualitative analysis, a quantitative analysis is performed to determine whether a goodwill impairment exists.
The quantitative goodwill impairment analysis is used to identify potential impairment by comparing the fair valuecarrying amount of a reporting unit with its carrying amount using anfair value. To perform this analysis, we apply the income approach which utilizes discounted cash flows, along with other relevant market information, derived frominformation. Significant judgment is involved in determining the assumptions used in estimating future cash flows. These assumptions include, but are not limited to, the following estimates: expected sales, working capital needs to support each reporting unit, capital expenditures and related depreciation and amortization, operating expenses, expected tax rates and the weighted average cost of capital for each reporting unit. Our cost of capital is based on assumptions about interest rates, as well as a discountedrisk-adjusted rate of return required by our equity investors. Changes in these estimates can impact the present value of expected cash flow model to estimateflows used in determining fair value of a reporting unit. If the carrying value of the reporting unit exceeds the fair value, of our reporting units. An impairment charge forthen the amount by which the carrying amount exceedsgoodwill is considered impaired and written down to the reporting unit’s fair value, if any, would be recognized.value. The impairment loss recognized would notfor the reporting unit cannot exceed totalthe carrying amount of the goodwill allocated to that reporting unit.
We completed our annual goodwill impairment test during the fourth quarter
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Table of fiscal 2021. We determined, after performing a qualitative review of each reporting unit, that it is more likely than not that the fair value of each reporting unit substantially exceeds their respective carrying amounts. Accordingly, there was no indication of impairment and a quantitative goodwill impairment test was not performed.Contents
Our identifiable intangible assets consist of acquired content databases, client relationships, software technology, and trade names resulting from acquisitions, which have been fully integrated into our operations, as well as internal-use software. Intangible Assets
We amortize our identifiable intangible assets over their estimated useful lives, which are evaluated quarterlyannually to determine whether events and circumstances warrant a revision to the remaining period of amortization. The weighted average useful life of our identifiable intangible assets at August 31, 2021 was 9.1 years. If the estimate of the remaining useful life is changed, the remaining carrying amount of the intangible asset is amortized prospectively over that revised remaining useful life. There were no material adjustments toDetermining the useful liveslife of intangible assets subject to amortization during anyrequires judgement and an understanding of our planned use of the periods presented. These intangible assets had no assigned residual values as of August 31, 2021 and 2020.asset, among other factors.
Intangible assets are reviewedtested for impairment qualitatively on a quarterly basis or whenever events or changes in circumstances indicate that the carrying amount of such assets mayan asset group is not be recoverable. DeterminationIf indicators of recoverability is based on an estimate of undiscounted future cash flows resulting from the use of the asset and its eventual disposition. Measurement of any impairment loss forare present, amortizable intangible assets that management expects to hold, and use is based on the amountare tested for impairment by comparing the carrying value exceeds theto undiscounted cash flows and, if impaired, written down to fair value of the asset, which may be based on estimateddiscounted cash flows. Significant judgment is involved in determining the assumptions used in estimating future cash flows (discounted). No indicators of impairment of intangible assets has been identified during any of the periods presented. Our ongoing consideration of recoverability could result in impairment charges in the future, which could adversely affect our results of operations. The carrying value of intangible assets as of August 31, 2021 and 2020 was $135.0 million and $121.1 million, respectively. flows.
Refer to Note 9,8, Goodwill and Note 10,9, Intangible Assets in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for further details.
Long-lived Assets
Long-lived assets, comprised of property, equipment and leasehold improvements and lease right-of-use ("ROU") assets are evaluated for impairment whenever events or changes in circumstances indicate the carrying value of the assets may not be recoverable. In evaluating long-lived assets for recoverability, we use our best estimate of future cash flows (undiscounted and excluding interest charges). If the estimated future cash flows are less than the carrying value of the asset, an impairment loss is recognized to the extent that such asset's carrying value exceeds its fair value, based on the most appropriate valuation technique, including discounted cash flows.
In determining indicators for impairment, we take various factors into account, including, but not limited to, a significant decline in our expected future cash flows; changes in expected useful life; unanticipated competition; slower growth rates, ongoing maintenance and improvements of the assets, or changes in the usage or operating performance. A significant amount of judgment is involved in determining if an indicator of impairment has occurred and in calculating the inputs to the impairment calculation such as estimates related to future cash flows and asset fair values, forecasting asset useful lives and selecting the discount rate that reflects the risk inherent in future cash flows. If actual results are not consistent with our estimates and assumptions included in our impairment assessment, we may be exposed to losses that could be material.
There have been no long-lived asset impairment charges and no change to our impairment assessment methodology for each of the last three years. The carrying value of long-lived assets was $131.4 million as of August 31, 2021 and $133.1 million as of August 31, 2020. Refer to Note 8, Property, Equipment and Leasehold Improvements in the Notes to the Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K for further information.
Contingencies
We are subject to various legal proceedings, claims and litigation that have arisen in the ordinary course of business, which involve inherent uncertainties including, but not limited to, employment matters, and commercial and intellectual property litigation. Assessing the probability of loss for such contingencies and determining how to accrue the appropriate liabilities
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requires judgment. If actual results differ from our assessments, our financial position, results of operations, or cash flows would be affected.
Business Combinations
We account for business combinations using the purchase method of accounting. The acquisition purchase price is allocated to the underlying identified, tangible and intangible assets and liabilities assumed, based on their respective estimated fair values on the acquisition date. The excess of the purchase consideration over the fair values of the identified assets and liabilities is recorded as goodwill and assigned to one or more reporting units. The amounts and useful lives assigned to acquisition-related tangible and intangible assets impact the amount and timing of future amortization expense. Determining the fair value of assets acquired and liabilities assumed and the expected useful life requires management’s judgment and often involves the use of significant estimates and assumptions, including assumptions with respect to future cash inflows and outflows, discount rates, asset lives and market multiples, among other items. Acquisition-related expenses and restructuring costs, if any, are recognized separately from the business combination and are expensed as incurred.
Long-lived Assets
We review our PPE to determine if any indicators of impairment are present on a quarterly basis or whenever events or changes in circumstances indicate that the carrying amount of an asset group may not be recoverable. If indicators of impairment are present, the asset group is tested for impairment by comparing the carrying value to undiscounted cash flows and, if impaired, written down to fair value based on discounted cash flows.
A significant amount of judgment is involved in determining if an indicator of impairment has occurred and in calculating the inputs to the impairment calculation. Indicators we consider include, but are not limited to, a significant decline in our expected future cash flows, a change in an expected useful life, unanticipated competition, slower growth rates, ongoing maintenance and improvements of the assets, or changes in the usage or operating performance. Inputs to an impairment calculation include estimates related to future cash flows and asset fair values, forecasting asset useful lives and selecting the discount rate that reflects the risk inherent in future cash flows. If actual results are not consistent with our estimates and assumptions included in our impairment assessment, we may be exposed to losses that could be material.
Refer to Note 7, Property, Equipment and Leasehold Improvements in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for further information.
Contingencies
We are subject to various legal proceedings, claims and litigation that have arisen in the ordinary course of business, which involve inherent uncertainties. Assessing the probability of loss for such contingencies and determining how to accrue the appropriate liabilities requires judgment. If actual results differ from our assessments, our financial position, results of operations, or cash flows would be affected. Refer to Note 13, Commitments and Contingencies in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K, for more information on contingent matters.
New Accounting Pronouncements
Refer to Note 3,2, Summary of Significant Accounting Policies in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for a full description of recent accounting pronouncements, including the expected dates of adoption, which we include here by reference.adoption.
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ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Foreign Currency Exchange Risk
In the normal course of business, we are exposed to foreign currency exchange risk asand interest rate risk that could impact our financial position and results of operations. Current market events have not required us to materially modify our financial risk management strategies with respect to our exposures to foreign currency exchange risk or interest rate risk.
Foreign Currency Transaction Risk
We operate on a global basis and are exposed to the risk that our financial condition, results of operations and cash flows could be impacted by changes in foreign currency exchange rates. As of August 31, 2023, we conduct business outsidemaintained a series of foreign currency forward contracts to hedge a portion of our primary currency exposures of the U.S. in several currencies including theIndian Rupee, Euro, British Pound Sterling Euro, Indian Rupee, and Philippine Peso. Changes in the exchange rates for such currenciesTo mitigate our currency exposure, we entered into U.S. dollars can affect our revenues, earnings, and the carrying valuesthese contracts to hedge between 25% to 75% of our assets and liabilities in our consolidated balance sheet, either positivelyprojected primary currency operating expenses over their respective hedge periods, which range from the first quarter of fiscal 2024 through the fourth quarter of fiscal 2024. We do not enter into cash flow hedges for trading or negatively.speculative purposes.
To manage the exposures related to the effects of foreign exchange rate fluctuations, we utilize derivative instruments (foreign currency forward contracts). The changes in fair value for these foreign currency forward contracts are initially reported as a component of Accumulated other comprehensive loss ("AOCL") on the Consolidated Balance Sheets and subsequently reclassified into operating expensesSG&A in the Consolidated Statements of Income when the hedged exposure affects earnings.
A sensitivity analysis was performed based onThe following table reflects the estimated fair value of all foreign currency forward contracts outstanding at August 31, 2021. Ifgain (loss) reclassified from AOCL into income and the U.S. dollar had been 10% weaker,impact of foreign currency exchange rate fluctuations, net of hedge activity, to operating income:
Years ended August 31,
(in thousands)20232022
Foreign currency forward contracts gain (loss) reclassified from AOCL into SG&A$(3,176)$(7,867)
Foreign currency exchange rate fluctuations increase (decrease) to operating income(1)
$25,719 $(3,059)
(1)Impact to operating income is net of hedge activity.
We performed a sensitivity analysis to determine the effects on both the fair value of our outstanding foreign currency forward contracts and our operating income, excluding these forward contracts, of a hypothetical devaluation of the U.S. dollar by 10% as of August 31, 2023, relative to the other foreign currencies in which we transact. Based on the financial results for fiscal 2023, the fair value of our outstanding forward contracts would have increased by $15.3$17.0 million whichand our operating income, excluding these forward contracts, would have had an immaterial impact on our Consolidated Balance Sheet. Such a changedecreased by $42.9 million. This sensitivity analysis has inherent limitations as it disregards the possibility that rates of multiple foreign currencies will not always move in fairthe same direction relative to the value of our financial instruments would be substantially offset by changes in our expense base. If we had no hedges in place as of August 31, 2021, a hypothetical 10% weakerthe U.S. dollar against all foreign currencies from the quoted foreign currencyover time and does not account for our forward contracts that we utilize to mitigate fluctuations in exchange rates at August 31, 2021, with operating results held constant in local currencies, would result in a decrease in operating income of $38.2 million over the next 12 months. A hypothetical 10% weaker U.S. dollar against all foreign currencies at August 31, 2021 would have increased the fair value of total assets by $71.4 million and equity by $46.7 million.rates.
Refer to Note 6,5, Derivative Instruments in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for more information on our foreign currency exposures and our foreign currency forward contracts.
Foreign Currency Translation Risk
We are exposed to foreign currency risk due to the translation of our results from certain international operations into U.S. Dollars, as part of the consolidation process. Fluctuations in foreign currency exchange rates can create volatility in our results of operations and our financial condition.
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The following table reflects the foreign currency translation adjustment gains and losses recorded in Other comprehensive income (loss):
Years ended August 31,
(in thousands)20232022
Foreign currency translation adjustment gains (losses)$21,511 $(74,666)
Interest Rate Risk
Cash and Cash Equivalents and Investments
The fair market valueAs of our cashAugust 31, 2023, we had Cash and cash equivalents of $425.4 million and investments at August 31, 2021 was $717.8Investments of $32.2 million. Our cashCash and cash equivalents consist of cash and highly liquid investments including demand deposits and money market funds with original maturitiesfunds. Our Investments consist of three months or less and are reported at fair value.mutual funds. We are exposed to interest rate risk throughdue to fluctuations ofin interest rates, onwhich may affect our interest income and the fair market value of our investments. As we have a restrictive investment policy, our financial exposure to fluctuations in interest rates is expected to remain low. Refer to Note 3,2, Summary of Significant Accounting Policies in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for more information on our cash and cash equivalents.
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Debt
2022 Credit Agreement
As of August 31, 2021, we had long term2023, our outstanding variable interest rate debt outstandingincluded $375.0 million under the 20192022 Term Facility and $250.0 million under the 2022 Revolving Credit Facility with a principal balance of $575.0 million. The debt bears interest onFacility. During fiscal 2023, the outstanding principleborrowings under the 2022 Credit Facilities bore interest at a rate equal to LIBORthe applicable one-month Term SOFR rate plus a spread using a debt leverage pricing grid.grid, currently at 1.1% (comprised of a 1.0% interest rate margin based on a debt leverage pricing grid plus 0.1% credit spread adjustment). The variable ratespread remained consistent from the date of interest onborrowing through August 31, 2023.
To mitigate our long-term debt can expose usexposure to interest rate volatility due to changes in LIBOR. To mitigate this exposure, on March 5, 2020,SOFR, we entered into anthe 2022 Swap Agreement on March 1, 2022, to hedge a portion of our outstanding floating SOFR rate debt with a fixed interest rate swap agreement with aof 1.162%. The notional amount of $287.5the 2022 Swap Agreement declines by $100.0 million to hedgeon a quarterly basis beginning May 31, 2022. Effective December 30, 2022, we apportioned the variablethen-outstanding notional amount of the 2022 Swap Agreement between two counterparties. As of August 31, 2023, the notional amount of the 2022 Swap Agreement was $200.0 million, maturing on February 28, 2024.
As our Senior Notes have a fixed interest rate, obligation, effectively converting the floatingthey are not subject to interest rate changes. As a result of the 2022 Swap Agreement, our exposure to fixed forfluctuations in SOFR is limited to our borrowings from the hedged portion. Thus, we are only exposed to base interest rate risk on floating rate borrowings2022 Credit Facilities in excess of any amounts that are not hedged, or $287.5which was $425.0 million of our outstanding principal balance.balance as of August 31, 2023. Assuming all terms of our outstanding long-term debt remained the same, a hypothetical 25 basis point change (up or down) in the one-month LIBORSOFR would result in a $0.7$1.1 million change to our annual interest expense for the portion of the long-term debt not hedged by the interest rate swap agreement. expense.
Refer to Note 13,12, Debtin the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for additionalmore information regardingon our outstanding debt obligations.borrowings as of August 31, 2023.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Index to Consolidated Financial StatementsPage
Consolidated Financial Statements:
Consolidated Statements of Income for the years ended August 31, 2021, 20202023, 2022 and 20192021
Financial Statement Schedule:

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Management’s Statement of Responsibility for Financial Statements 
FactSet’s Consolidated Financial Statements are prepared byOur management whichprepares and is responsible for theirthe fairness, integrity and objectivity.objectivity of our Consolidated Financial Statements. The accompanying Consolidated Financial Statements have been prepared in conformity with accounting principles generally accepted in the United States of America and include amounts based on our management’s estimates and judgments. All financial information in this Report on Form 10-K has been presented on a basis consistent with the information included in the accompanying financial statements.
FactSet’sOur policies and practices reflect corporate governance initiatives that are compliant with the listing requirements of the New York Stock Exchange, the NASDAQ Stock Market and the corporate governance requirements of the Sarbanes-Oxley Act of 2002. Management,Our management, with oversight by our Board of Directors, has established and maintains a strong ethical climate so that our affairs are conducted to the highest standards of personal and corporate conduct.
FactSet maintainsWe maintain accounting systems, including internal accounting controls, designed to provide reasonable assurance of the reliability of financial records and the protection of assets. The concept of reasonable assurance is based on recognition that the cost of a system should not exceed the related benefits. The effectiveness of those systems depends primarily upon the careful selection of financial and other managers, clear delegation of authority and assignment of accountability, inculcation of high business ethics and conflict-of-interest standards, policies and procedures for coordinating the management of corporate resources, and the leadership and commitment of top management. In compliance with the Sarbanes-Oxley Act of 2002, FactSetwe assessed itsour internal control over financial reporting as of August 31, 20212023 and issued a report (see below).
Management’s Report on Internal Control over Financial Reporting
ManagementOur management is responsible for establishing and maintaining adequate internal control over financial reporting for FactSet. Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of FactSet;our assets; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles and that our receipts and expenditures of FactSet are being made only in accordance with authorizations of our management and directors of FactSet;directors; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of our assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.
ManagementOur management (with the participation of the Chief Executive Officer and Chief Financial Officer) conducted an evaluation of the effectiveness of FactSet’sour internal control over financial reporting based on the framework in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
Based on this evaluation, our management concluded that FactSet’sour internal control over financial reporting was effective as of August 31, 2021.2023. Ernst & Young LLP (PCAOBID: 42), an independent registered public accounting firm, has audited the effectiveness of FactSet’sour internal control over financial reporting and has issued a report on FactSet’sour internal control over financial reporting, which is included in their report on the subsequent page.



/s/ F. PHILIP SNOW/s/ LINDA S. HUBER
F. Philip SnowLinda S. Huber
Chief Executive OfficerExecutive Vice President, Chief Financial Officer
October 22, 2021October 22, 2021

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Report of Independent Registered Public Accounting Firm
To the Board of Directors and Stockholders of FactSet Research Systems Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of FactSet Research Systems Inc. (the Company) as of August 31, 20212023 and 2020,2022, and the related consolidated statements of income, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended August 31, 2021,2023, and the related notes and financial statement schedule listed in the Index at Item 8 (collectively referred to as the “Consolidated Financial Statements”). In our opinion, the Consolidated Financial Statements present fairly, in all material respects, the financial position of the Company at August 31, 20212023 and 2020,2022, and the results of its operations and its cash flows for each of the three years in the period ended August 31, 2021,2023, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of August 31, 2021,2023, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated October 22, 202127, 2023 expressed an unqualified opinion thereon.
Adoption of Accounting Standards Update (ASU) No. 2016-02
As discussed in Note 3, Summary of Significant Accounting Policies, to the Consolidated Financial Statements, the Company changed its method of accounting for leases in 2020 due to the adoption of ASU No. 2016-02, Leases (Topic 842).
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit MatterMatters
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the Consolidated Financial Statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accountsaccount or disclosuresdisclosure to which it relates.

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Measurement of income tax provision
Description of the Matter
As discussed in Note 3,2, Summary of Significant Accounting Policies, and 11,Note 10, Income Taxes, of the Consolidated Financial Statements, the Company serves international markets and is subject to income taxes in the U.S. and numerous foreign jurisdictions, which affect the Company’s provision for income taxes. The tax provision is an estimate based on management’s understanding of current enacted tax laws and tax rates of each tax jurisdiction and the use of subjective allocation methodologies to allocate taxable income to tax jurisdictions based upon the structure of the Company’s operations and customer arrangements. For the year-ended August 31, 2021,2023, the Company recognized a consolidated provision for income taxes of $68$115.8 million with $41$54.3 million related to its U.S. operations and $27$61.5 million related to its non-U.S.Non-U.S. operations.

Management’s calculation of the provision for income taxes was significant to our audit because the provision for income taxes involved subjective estimation and complex audit judgement related to the evaluation of tax laws, including the methods used to allocate taxable income, and the amounts and disclosures are material to the financial statements.
How We Addressed the Matter in Our AuditWe obtained an understanding, evaluated the design and tested the operating effectiveness of internal controls over management’s calculation of its provision for income taxes. For example, we tested controls over management’s evaluation of the allocation methodologies and management’s review of the assumptions and data utilized in determining the allocation of income to applicable tax jurisdictions.
Among other audit procedures performed, we evaluated the reasonableness of management’s allocation methodologies by analyzing the methodology based on the Company’s structure, operations and current tax law. We recalculated income tax expense using management’s methodology and agreed the data used in the calculations to the Company’s underlying books and records. We involved our tax professionals to evaluate the application of tax law to management’s allocation methodologies and tax positions.position. This included assessing the Company’s correspondence with the relevant tax authorities and evaluating third-party reports and advice obtained by the Company. We also performed a sensitivity analysis to evaluate the effect from changes in management’s allocation methodologies and assumptions. We have evaluated the Company’s income tax disclosures included in Note 11,10, Income Taxes, of the Consolidated Financial Statements in relation to these matters.

/s/ Ernst & Young LLP
We have served as the Company’s auditor since 2013.
Stamford, CT
October 22, 202127, 2023
















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Report of Independent Registered Public Accounting Firm
To the Board of Directors and Stockholders of FactSet Research Systems Inc.
Opinion on Internal Control over Financial Reporting
We have audited FactSet Research System Inc.’s (the Company) internal control over financial reporting as of August 31, 2021,2023, based on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of August 31, 2021,2023, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the 20212023 Consolidated Financial Statements of the Company and our report dated October 22, 2021,27, 2023, expressed an unqualified opinion thereon.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Ernst & Young LLP
Stamford, CT
October 22, 2021

27, 2023
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FactSet Research Systems Inc.
Consolidated Statements of Income
(in thousands, except per share data)For the years ended August 31,
202120202019
Revenues$1,591,445 $1,494,111 $1,435,351 
Operating expenses
Cost of services786,400 695,446 663,446 
Selling, general and administrative331,004 359,005 333,870 
Total operating expenses1,117,404 1,054,451 997,316 
Operating income474,041 439,660 438,035 
Other income (expense)
Interest expense, net(6,394)(9,829)(16,624)
Other income (expense), net(30)(2,697)554 
Total other expense, net(6,424)(12,526)(16,070)
Income before income taxes467,617 427,134 421,965 
Provision for income taxes68,027 54,196 69,175 
Net income$399,590 $372,938 $352,790 
Basic earnings per common share$10.56 $9.83 $9.25 
Diluted earnings per common share$10.36 $9.65 $9.08 
Basic weighted average common shares37,856 37,936 38,144 
Diluted weighted average common shares38,570 38,646 38,873 
The accompanying notes are an integral part of these Consolidated Financial Statements.
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FactSet Research Systems Inc.
Consolidated Statements of Comprehensive Income
(in thousands)For the years ended August 31,
202120202019
Net income$399,590 $372,938 $352,790 
Other comprehensive income, net of tax:
Net unrealized (loss) gain on cash flow hedges*(504)674 504 
Foreign currency translation adjustments835 34,577 (24,325)
Other comprehensive income (loss)331 35,251 (23,821)
Comprehensive income$399,921 $408,189 $328,969 
*For the fiscal years ended August 31, 2021, 2020 and 2019, the net unrealized (loss) gain on cash flow hedges disclosed above were net of a tax benefit of $162 thousand, tax expense of $251 thousand, and a tax expense of $387 thousand, respectively.

The accompanying notes are an integral part of these Consolidated Financial Statements.
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FactSet Research Systems Inc.
Consolidated Balance Sheets
(in thousands, except share data)August 31,
20212020
ASSETS  
Cash and cash equivalents$681,865 $585,605 
Investments35,984 19,572 
Accounts receivable, net of reserves of $6,431 at August 31, 2021 and $7,987 at August 31, 2020151,187 155,011 
Prepaid taxes13,917 38,067 
Prepaid expenses and other current assets50,625 43,675 
Total current assets933,578 841,930 
Property, equipment and leasehold improvements, net131,377 133,102 
Goodwill754,205 709,703 
Intangible assets, net134,986 121,095 
Deferred taxes2,250 — 
Lease right-of-use assets, net239,064 248,929 
Other assets29,480 28,629 
TOTAL ASSETS$2,224,940 $2,083,388 
LIABILITIES
Accounts payable and accrued expenses$85,777 $82,094 
Current lease liabilities31,576 29,056 
Accrued compensation104,403 81,873 
Deferred revenue63,104 53,987 
Dividends payable30,845 29,283 
Total current liabilities315,705 276,293 
Long-term debt574,535 574,354 
Deferred taxes14,752 19,713 
Deferred revenue, non-current8,394 9,319 
Taxes payable30,279 27,739 
Long-term lease liabilities259,980 272,269 
Other liabilities4,942 7,326 
TOTAL LIABILITIES$1,208,587 $1,187,013 
Commitments and contingencies (see Note 14)00
STOCKHOLDERS’ EQUITY
Preferred stock, $0.01 par value, 10,000,000 shares authorized, none issued$— $— 
Common stock, $0.01 par value, 150,000,000 shares authorized, 41,163,192 and 40,767,708 shares issued, 37,615,419 and 38,030,252 shares outstanding at August 31, 2021 and 2020, respectively412 408 
Additional paid-in capital1,048,305 939,067 
Treasury stock, at cost: 3,547,773 and 2,737,456 shares at August 31, 2021 and 2020, respectively(905,917)(636,956)
Retained earnings912,515 633,149 
Accumulated other comprehensive loss(38,962)(39,293)
TOTAL STOCKHOLDERS’ EQUITY$1,016,353 $896,375 
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY$2,224,940 $2,083,388 
(in thousands, except per share data)For the years ended August 31,
202320222021
Revenues$2,085,508 $1,843,892 $1,591,445 
Operating expenses
Cost of services973,225 871,106 786,400 
Selling, general and administrative457,130 433,032 331,004 
Asset impairments25,946 64,272 — 
Total operating expenses1,456,301 1,368,410 1,117,404 
Operating income629,207 475,482 474,041 
Other income (expense), net
Interest income12,809 6,175 1,806 
Interest expense(66,319)(35,697)(8,200)
Other income (expense), net8,257 (2,366)(30)
Total other income (expense), net(45,253)(31,888)(6,424)
Income before income taxes583,954 443,594 467,617 
Provision for income taxes115,781 46,677 68,027 
Net income$468,173 $396,917 $399,590 
Basic earnings per common share$12.26 $10.48 $10.56 
Diluted earnings per common share$12.04 $10.25 $10.36 
Basic weighted average common shares38,194 37,864 37,856 
Diluted weighted average common shares38,898 38,736 38,570 
The accompanying notes are an integral part of these Consolidated Financial Statements.
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FactSet Research Systems Inc.
Consolidated Statements of Cash FlowsComprehensive Income
(in thousands)Years ended August 31,
202120202019
CASH FLOWS FROM OPERATING ACTIVITIES   
Net income$399,590 $372,938 $352,790 
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization64,476 57,614 60,463 
Amortization of lease right-of-use assets42,846 43,185 — 
Stock-based compensation expense45,065 36,579 32,400 
Deferred income taxes(4,602)10,626 (2,278)
Impairment Charge— 16,500 — 
Changes in assets and liabilities, net of effects of acquisitions
Accounts receivable, net of reserves3,646 (8,608)10,205 
Accounts payable and accrued expenses2,068 12,427 (2,290)
Accrued compensation21,815 16,446 (1,743)
Deferred fees5,078 5,571 458 
Taxes payable, net of prepaid taxes26,298 (24,224)(19,238)
Lease liabilities, net(42,750)(33,340)— 
Other, net(8,304)126 (3,631)
Net cash provided by operating activities555,226 505,840 427,136 
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property, equipment, leasehold improvements and internal-use software(61,325)(77,642)(59,370)
Acquisition of businesses, net of cash and cash equivalents acquired(58,056)— — 
Purchases of investments(18,787)(2,736)(11,135)
Proceeds from maturity or sale of investments2,176 6,746 14,405 
Net cash used in investing activities(135,992)(73,632)(56,100)
CASH FLOWS FROM FINANCING ACTIVITIES
Repurchases of common stock(264,702)(199,625)(220,372)
Dividend payments(117,927)(110,439)(100,052)
Repayment of debt— — (575,000)
Proceeds from debt— — 575,000 
Proceeds from employee stock plans64,177 95,520 107,051 
Other financing activities(4,259)(3,531)(901)
Net cash used by financing activities(322,711)(218,075)(214,274)
Effect of exchange rate changes on cash and cash equivalents(263)11,673 (5,586)
Net increase in cash and cash equivalents96,260 225,806 151,176 
Cash and cash equivalents at beginning of period585,605 359,799 208,623 
Cash and cash equivalents at end of period$681,865 $585,605 $359,799 
Supplemental Disclosure of Cash Flow Information
Cash paid during the year for interest$8,021 $12,876 $19,509 
Cash paid during the year for income taxes, net of refunds$46,588 $69,092 $89,997 
Supplemental Disclosure of Non-Cash Transactions
Dividends declared, not paid$30,845 $29,283 $27,445 
(in thousands)For the years ended August 31,
202320222021
Net income$468,173 $396,917 $399,590 
Other comprehensive income (loss), net of tax
Net unrealized gain (loss) on cash flow hedges(1)
(269)5,245 (504)
Foreign currency translation adjustment gains (losses)21,511 (74,666)835 
Other comprehensive income (loss)21,242 (69,421)331 
Comprehensive income$489,415 $327,496 $399,921 
(1) Presented net of a tax benefit of $61 thousand, tax expense of $1,657 thousand, and a tax benefit of $162 thousand for the years ended August 31, 2023, 2022 and 2021, respectively.

The accompanying notes are an integral part of these Consolidated Financial Statements.
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FactSet Research Systems Inc.
Consolidated Statements of Changes in Stockholders’ EquityBalance Sheets
(in thousands, except share data)Common StockAdditional
Paid-in
Capital
Treasury StockRetained
Earnings
Accumulated
Other
Comprehensive
Loss
Total
Stockholders’
Equity
SharesPar ValueSharesAmount
Balance as of September 1, 201839,264,849 $393 $667,531 1,072,263 $(213,428)$122,843 $(51,439)$525,900 
Net income352,790 352,790 
Other comprehensive loss(23,821)(23,821)
Common stock issued for employee stock plans753,942 107,043 107,050 
Vesting of restricted stock85,401 1(1)31,644 (7,241)(7,241)
Repurchases of common stock882,445 (213,130)(213,130)
Stock-based compensation32,400 32,400 
Dividends declared(103,710)(103,710)
Cumulative effect of adoption of accounting standards*1,302 7162,018 
Balance as of August 31, 201940,104,192 $401 $806,973 1,986,352 $(433,799)$373,225 $(74,544)$672,256 
Net income372,938 372,938 
Other comprehensive loss35,251 35,251 
Common stock issued for employee stock plans630,520 95,515 75 (21)95,501 
Vesting of restricted stock32,996 11,945 (3,511)(3,511)
Repurchases of common stock739,084 (199,625)(199,625)
Stock-based compensation36,579 36,579 
Dividends declared(113,014)(113,014)
Balance as of August 31, 202040,767,708 $408 $939,067 2,737,456 $(636,956)$633,149 $(39,293)$896,375 
Net income399,590 399,590 
Other comprehensive income331 331 
Common stock issued for employee stock plans360,877 64,173 318(104)64,073 
Vesting of restricted stock34,607 — 12,614 (4,155)(4,155)
Repurchases of common stock797,385 (264,702)(264,702)
Stock-based compensation45,065 45,065 
Dividends declared(120,224)(120,224)
Balance as of August 31, 202141,163,192 $412 $1,048,305 3,547,773 $(905,917)$912,515 $(38,962)$1,016,353 

*Includes the cumulative effect of adoption of accounting standards primarily due to both the adoption of the new revenue recognition standard (ASC 606) resulting in a cumulative increase to retained earnings related to certain fulfillment costs and the accounting standard update related to the U.S. Tax Cuts and Jobs Act ("TCJA") providing for the reclassification from accumulated other comprehensive loss to retained earnings for stranded tax effects.
(in thousands, except share data)August 31,
20232022
ASSETS  
Cash and cash equivalents$425,444 $503,273 
Investments32,210 33,219 
Accounts receivable, net of reserves of $7,769 at August 31, 2023 and $2,776 at August 31, 2022237,665 204,102 
Prepaid taxes24,206 38,539 
Prepaid expenses and other current assets50,610 91,214 
Total current assets770,135 870,347 
Property, equipment and leasehold improvements, net86,107 80,843 
Goodwill1,004,736 965,848 
Intangible assets, net1,859,202 1,895,909 
Deferred taxes27,229 3,153 
Lease right-of-use assets, net141,837 159,458 
Other assets73,676 38,747 
TOTAL ASSETS$3,962,922 $4,014,305 
LIABILITIES
Accounts payable and accrued expenses$121,816 $108,395 
Current lease liabilities28,839 29,185 
Accrued compensation112,892 114,808 
Deferred revenues152,430 152,039 
Current taxes payable31,009 — 
Dividends payable37,265 33,860 
Total current liabilities484,251 438,287 
Long-term debt1,612,700 1,982,424 
Deferred taxes6,737 8,800 
Deferred revenues, non-current3,734 7,212 
Taxes payable30,344 34,211 
Long-term lease liabilities198,382 208,622 
Other liabilities6,844 3,341 
TOTAL LIABILITIES$2,342,992 $2,682,897 
Commitments and contingencies (see Note 13)
STOCKHOLDERS’ EQUITY
Preferred stock, $0.01 par value, 10,000,000 shares authorized, none issued$— $— 
Common stock, $0.01 par value, 150,000,000 shares authorized, 42,096,628 and 41,653,218 shares issued, 38,025,372 and 38,044,756 shares outstanding at August 31, 2023 and 2022, respectively421 417 
Additional paid-in capital1,323,631 1,190,350 
Treasury stock, at cost: 4,071,256 and 3,608,462 shares at August 31, 2023 and 2022, respectively(1,122,077)(930,715)
Retained earnings1,505,096 1,179,739 
Accumulated other comprehensive loss(87,141)(108,383)
TOTAL STOCKHOLDERS’ EQUITY$1,619,930 $1,331,408 
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY$3,962,922 $4,014,305 
The accompanying notes are an integral part of these Consolidated Financial Statements.
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FactSet Research Systems Inc.
Consolidated Statements of Cash Flows
(in thousands)Years ended August 31,
202320222021
CASH FLOWS FROM OPERATING ACTIVITIES   
Net income$468,173 $396,917 $399,590 
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization105,384 86,683 64,476 
Amortization of lease right-of-use assets32,344 43,032 42,846 
Stock-based compensation expense62,038 56,003 45,065 
Deferred income taxes(31,119)(8,715)(4,602)
Asset impairments25,946 64,272 — 
Changes in assets and liabilities, net of effects of acquisitions
Accounts receivable, net of reserves(40,103)(32,980)3,646 
Accounts payable and accrued expenses8,393 12,815 2,068 
Accrued compensation(3,431)14,524 21,815 
Deferred revenues(3,387)(6,100)5,078 
Taxes payable, net of prepaid taxes41,396 (19,275)26,298 
Lease liabilities, net(39,704)(48,628)(42,750)
Other, net19,643 (20,271)(8,304)
Net cash provided by operating activities645,573 538,277 555,226 
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property, equipment, leasehold improvements and capitalized internal-use software(60,786)(51,156)(61,325)
Acquisition of businesses, net of cash and cash equivalents acquired(23,593)(1,981,641)(58,056)
Purchases of investments(11,014)(878)(18,787)
Proceeds from maturity or sale of investments— — 2,176 
Net cash provided by (used in) investing activities(95,393)(2,033,675)(135,992)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from debt— 2,238,355 — 
Repayments of debt(375,000)(825,000)— 
Payments of debt issuance costs— (9,736)— 
Dividend payments(138,601)(125,934)(117,927)
Proceeds from employee stock plans72,006 86,047 64,177 
Repurchases of common stock(176,720)(18,639)(264,702)
Other financing activities(13,709)(5,859)(4,259)
Net cash provided by (used in) financing activities(632,024)1,339,234 (322,711)
Effect of exchange rate changes on cash and cash equivalents4,015 (22,428)(263)
Net increase (decrease) in cash and cash equivalents(77,829)(178,592)96,260 
Cash and cash equivalents at beginning of period503,273 681,865 585,605 
Cash and cash equivalents at end of period$425,444 $503,273 $681,865 
Supplemental Disclosure of Cash Flow Information
Cash paid during the year for interest$76,524 $29,525 $8,021 
Cash paid during the year for income taxes, net of refunds$91,170 $76,252 $46,588 
Supplemental Disclosure of Non-Cash Transactions
Dividends declared, not paid$37,265 $33,860 $30,845 
The accompanying notes are an integral part of these Consolidated Financial Statements.
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FactSet Research Systems Inc.
Consolidated Statements of Changes in Stockholders’ Equity

(in thousands, except share data)Common StockAdditional
Paid-in
Capital
Treasury StockRetained
Earnings
Accumulated
Other
Comprehensive
Loss
Total
Stockholders’
Equity
SharesPar ValueSharesAmount
Balance as of August 31, 202040,767,708 $408 $939,067 2,737,456 $(636,956)$633,149 $(39,293)$896,375 
Net income399,590 399,590 
Other comprehensive income (loss)331 331 
Common stock issued for employee stock plans360,877 64,173 318 (104)64,073 
Vesting of restricted stock34,607 — 12,614 (4,155)(4,155)
Repurchases of common stock797,385 (264,702)(264,702)
Stock-based compensation expense45,065 45,065 
Dividends declared(120,224)(120,224)
Balance as of August 31, 202141,163,192 $412 $1,048,305 3,547,773 $(905,917)$912,515 $(38,962)$1,016,353 
Net income396,917 396,917 
Other comprehensive income (loss)(69,421)(69,421)
Common stock issued for employee stock plans450,527 86,042 260 (128)85,919 
Vesting of restricted stock39,499 — 14,229 (6,031)(6,031)
Repurchases of common stock46,200 (18,639)(18,639)
Stock-based compensation expense56,003 56,003 
Dividends declared(129,693)(129,693)
Balance as of August 31, 202241,653,218 $417 $1,190,350 3,608,462 $(930,715)$1,179,739 $(108,383)$1,331,408 
Net income468,173 468,173 
Other comprehensive income (loss)21,242 21,242 
Common stock issued for employee stock plans360,375 72,003 410(166)71,840 
Vesting of restricted stock83,035 (1)32,034 (13,544)(13,544)
Excise tax on share repurchases(932)(932)
Repurchases of common stock430,350 (176,720)(176,720)
Stock-based compensation expense62,038 62,038 
Dividends declared(142,816)(142,816)
Other(759)(759)
Balance as of August 31, 202342,096,628 $421 $1,323,631 4,071,256 $(1,122,077)$1,505,096 $(87,141)$1,619,930 


The accompanying notes are an integral part of these Consolidated Financial Statements.
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Notes to the Consolidated Financial Statements
Page

1. DESCRIPTION OF BUSINESS
FactSet Research Systems Inc. and its wholly-owned subsidiaries (collectively, "we," "our," "us," the "Company" or "FactSet") is a global financial datadigital platform and analytics companyenterprise solutions provider with open and flexible technology and a purpose toproducts that drive the investment community to see more, think bigger and do theirits best work.
Our strategy is to become the leading open content and financial analytics platform in the industry that delivers differentiated advantage for our clients’ success.
For over 40 years, the FactSet platform has delivered expansive data, sophisticated analytics, and flexible technology thatused by global financial professionals need to power their critical investment workflows. Over 160,000As of August 31, 2023, we had nearly 8,000 clients comprised of almost 190,000 investment professionals, including asset managers, and owners, bankers, wealth managers, asset owners, partners, hedge funds, corporate firms, includingusers and private equity and& venture capital firms,professionals. Our revenues are primarily derived from subscriptions to our multi-asset class data and others, usesolutions powered by our personalizedconnected content, referred to as our "content refinery." Our products and services include workstations, portfolio analytics and enterprise solutions.
We drive our business based on our detailed understanding of our clients’ workflows, which helps us to solve their most complex challenges. We provide financial data and market intelligence on securities, companies, industries and people to enable our clients to research investment ideas, as well as to analyze, monitor and manage their portfolios. Our on- and off-platform solutions to identify opportunities, explore ideas, and gain a competitive advantage, in areas spanningspan the investment life cycle of investment research, portfolio construction and analysis, trade execution, performance measurement, risk management and reporting across the investment lifecycle.
reporting. We provide financial data and market intelligence on securities, companies and industries to enable our clients to research investment ideas, as well as offering them the capabilities to analyze, monitor and manage their portfolios. We combine dedicated client service with open and flexible technology offerings, such asincluding a configurable desktop and mobile platform, comprehensive data feeds, cloud-based digital solutions and application programming interfaces ("APIs"). Our revenue is primarily derived from subscriptions toCUSIP Global Services ("CGS") business supports security master files relied on by the investment industry for critical front, middle and back-office functions. Our platform and solutions are supported by our products and services such as workstations, portfolio analytics, and market data.dedicated client service teams.
We advance our industry by comprehensively understanding our clients’ workflows, solving their most complex challenges, and helping them achieve their goals. By providing them with the leading open content and analytics platform, an expansive universe of concorded data they can trust, next-generation workflow support designed to help them grow and see their next best action, and the industry’s most committed service specialists, FactSet puts our clients in a position to outperform.
We are focused on growingoperate our business through 3three reportable segments ("segments"): the Americas, EMEA and Asia Pacific. Refer to Note 19, 18, Segment Information, in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for further discussion. WithinFor each of our segments, we primarily deliver insight and
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informationexecute our strategy through our three workflow solutions: Research & Advisory; Analytics & Trading; and Content & Technology Solutions ("CTS"). CGS operates as part of CTS.
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Revised Organizational Approach
We have a long-term view of our business and are committed to investing for growth and efficiency. Starting September 1, 2023, the beginning of our fiscal 2024 year, we revised our internal organization by firm type to better align with our clients, as follows:
Analytics & Trading will become "Institutional Buyside," focusing on asset managers, asset owners, and hedge fund companies.
Research & Advisory will become two groups:
"Dealmakers," focusing on banking and sell-side research, corporate, and private equity and venture capital workflows; and
"Wealth," focusing on wealth management workflows.
We will discuss the results of our Partnerships and CGS groups, in combination. Partnerships delivers solutions primarily to content providers, financial exchanges, and rating agencies, while CGS is the exclusive issuer of CUSIP and CINS identifiers globally.
The activities of CTS will be reassigned to Institutional Buyside, Dealmakers, Wealth, and Partnerships and CGS.
This realignment of firm types is not expected to impact our segment reporting for fiscal 2024.
2. BASISSUMMARY OF PRESENTATIONSIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
We conduct business globally and manage our business on a geographic basis. The accompanying Consolidated Financial Statements and Notes to the Consolidated Financial Statements included in this Annual Report on Form 10-K are prepared in accordance with generally accepted accounting principles in the United States ("GAAP") for annual financial information and the instructions to Form 10-K and Article 10 of Regulation S-X. The accompanying Consolidated Financial Statements include our accounts and those of our wholly-owned subsidiaries; all intercompany activity and balances have been eliminated.
We have evaluated subsequent events through the date that the financial statements were issued.
Reclassifications
In fiscal 2023, we separated the components of Interest expense, net to present Interest income and Interest expense separately in the Consolidated Statements of Income. We conformed the comparative figures for fiscal 2022 and 2021 to the current year's presentation.
Use of Estimates
The preparation of our Consolidated Financial Statements and related disclosures in conformity with GAAP requiresrequired management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenuerevenues and expenses during the reporting period. Significant estimates may have been made in areas that include income taxes, stock-based compensation, the valuation of goodwill and allocation of purchase price to acquired assets and liabilities, useful lives and impairments of long-lived tangible and intangible assets, business combinations, long-lived assets, contingencies and reserves for litigation and other contingencies.impairment assessments. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ from those estimates.
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Our significant accounting policies are summarized below.
Revenue Recognition 
Revenues are measured as the amount of consideration expected to be received in exchange for fulfilling our contractual performance obligations with our clients. The majority of our revenue isrevenues are derived from client access to our hosted proprietary data and analytics platform, which can include various combinationsmulti-asset solutions powered by our suite of products and servicesconnected content available over the contractual term.term (referred to as the "hosted platform"). The hosted platform is a subscription-based service that consists primarily of providingprovides client access to various combinations of products and services including workstations, portfolio analytics and enterprise data, research management,solutions. In addition, through our CGS platform, we provide subscription access to a database of universally recognized identifiers reflecting differentiating characteristics for issuers and trade execution. their financial instruments (referred to as the "identifier platform").
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We determined that the subscription-based service representsmajority of our contracts with clients, whether for our hosted platform or identifier platform services, each represent a single performance obligation covering a series of distinct products and services that are substantially the same and that have the same pattern of transfer to the client. Based on theThe primary nature of our promise to the servicesclient is to provide daily access to each of these data and products offered by us, we applyanalytics platforms, with revenue recognized over-time as performance is satisfied on an output time-based measure of progress, as the client is simultaneously receiving and consuming the benefits of the platform.
We record revenue for our contracts usingdeferred revenues when payments are received in advance of performance under the over-time revenue recognition model as a client is invoiced or performance is satisfied. A provision for billing adjustments and current expected credit losses is estimated and accounted for as a reduction to revenue, with a corresponding reduction to accounts receivable.
Cost of Services
Cost of services is comprised of compensation for our employees within the content collection, consulting, product development, software and systems engineering groups in addition to data costs, computer maintenance and depreciation expenses, amortization of identifiable intangible assets, and client-related communication costs.
Selling, General and Administrative
Selling, general and administrative expenses include compensation for the sales and various other support and administrative departments in addition to travel and entertainment expenses, rent, professional fees, depreciation of furniture and fixtures, amortization of lease right-of-use ("ROU") assets and leasehold improvements, as well as marketing costs, office expenses,, travel and entertainment expenses, and other miscellaneous expenses.contract.
Stock-Based Compensation
Accounting guidance requires the measurement and recognition of compensation expense for all share-based paymentOur stock-based awards made to employees and directors includinginclude stock options, restricted stock units ("RSUs"), performance share units ("PSUs") and common shares acquiredstock purchased by eligible employees under our employee stock purchasespurchase plan ("ESPP"). We measure and recognize stock-based compensation for all stock-based awards granted to our employees and our non-employee members of the Board of Directors ("non-employee directors") based on their estimated grant date fair valuesvalue. To estimate the grant date fair value, we utilize a lattice-binomial option-pricing model ("binomial model") for our employee stock options and the Black-Scholes model for non-employee director stock options and common stock purchased by eligible employees under our ESPP.
Both the binomial model and Black-Scholes model involve certain estimates and assumptions such as:
Risk-free interest rate- based on the U.S. Treasury yield curve in effect at the time of grant with maturities equal to the expected terms of the sharestock-based awards thatgranted.
Expected life -the weighted average period the stock-based awards are scheduledexpected to vestremain outstanding.
Expected volatility- based on a blend of historical volatility of the stock-based award's useful life and the weighted average implied volatility for call option contracts traded in the 90 days preceding the stock-based award's valuation date.
Dividend yield -the expectation of dividend payouts based on our history.
The binomial model also incorporates market conditions, vesting restrictions and exercise patterns.
For RSUs and PSUs, the grant date fair value is measured by reducing the grant date price of our common stock by the present value of the dividends expected to be paid on the underlying stock during the period. We userequisite service period, discounted at the appropriate risk-free interest rate. The number of PSUs granted assumes target-level achievement of the specified performance levels within the payout range. The ultimate number of common shares that may be earned from a PSU is determined based on the actual achievement of the specified performance levels within the payout range.
Stock-based compensation expense for stock option and RSU awards is recognized over the requisite service period using the straight-line attribution method for all awards with graded vesting features and service conditions only. Under this method, themethod. The amount of stock-based compensation expense that is recognized on any date, for stock options and RSUs granted, is at least equal to the vested portion of the award on that date. For all stock-based awards with performance conditions, the graded vesting attribution method is used by us to determine the monthly stock-based compensation expense over the applicable vesting periods.
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As stock-based compensation expense recognized is based on awards ultimately expected to vest, it has been reduced for estimated forfeitures. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Forfeitures are estimated based primarily on historical experience. Windfall tax benefits, defined as tax deductions that exceed recorded stock-based compensation, are classified as cash inflows from operations.
Performance-based equity awardsOur PSUs require management to make assumptions regarding the likelihoodprobability of achieving companyspecified performance targetslevels established at the time of grant, and recognize stock-based compensation expense using the straight-line method over the requisite service period. The probability of achieving the specified performance levels is reviewed on a quarterly basis. The numberbasis to ensure the amount of performance share units that vest will be predicatedstock-based compensation expense appropriately reflects the expected achievement.
For our ESPP, compensation expense is recognized on us achieving certain performance levels. A change ina straight-line basis over the financial performance levels we achieve could result in changesoffering period.
Stock-based awards are subject to our current estimatethe continued employment and continued service at the time of the vesting percentageby employees and relatednon-employee directors, respectively. Compensation expense for stock-based compensation.awards is recorded net of estimated forfeitures, which are based on historical forfeiture rates and are revised if actual forfeitures differ from those estimates.
Research and Product Development Costs
ResearchWe do not have a separate research and product development ("R&D") costs are expensed as incurred, unless they qualify as internal-use software development costs and are then capitalized and amortized over the estimated useful life. Thesedepartment, but rather these costs primarily consist of personnel-relatedemployee expenses, such as salaries and related benefits for our product development, software engineering and technical support departments, and if not capitalized, are included in employee compensation (found within of Cost of services expense and SG&A in the Consolidated Statements of Income). We also utilize certain third parties to develop internal-use software.parties. These costs are capitalized and amortized over the estimated useful life. If not capitalized, these costs are included in SG&A in the Consolidated Statements of Income. We do not have a separate research and product development department, but rather rely on these departments to work closelyteams collaborate with our strategists, product and content managers, technologists, sales and other client-facing specialiststeam members to develop new products and process innovations and enhance existing products. Our R&D costs are expensed as incurred and are primarily recorded in employee compensation costs, which are included in our Cost of services and Selling, general and administrative ("SG&A") expenses in the Consolidated Statements of Income, dependent on the nature of the team. We incurred research and product developmentR&D costs of $250.1$267.4 million, $255.1 million and $224.0$250.1 million during fiscal years2023, 2022 and 2021, and 2020, respectively.
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Income Taxes
IncomeWe account for income taxes using the asset and liability method. Under this method deferred tax expense is based on taxable income determined in accordance with current enacted lawsassets and tax rates. Deferred income taxesliabilities are recorded for the temporary differences between the financial statement and the tax basesbasis of assets and liabilities. In addition, deferred tax assets and liabilities are recorded for net operating loss carryforwards ("NOLs") and tax credit carryforwards. Deferred tax assets and liabilities are measured using currentthe currently enacted tax rates.rates that apply to taxable income in effect for the years in which they are expected to be realized or settled. Deferred tax assets are evaluated for future realization and reduced by a valuation allowance to the amount that is more likely than not (defined as a likelihood of more than 50%) to be realized.
Applicable accounting guidance prescribes a comprehensive model for financial statement recognition, measurement, classification and disclosure of uncertain tax positions that a company has taken or expects to take on a tax return. We recognizefollow a two-step approach in recognizing and measuring uncertain tax positions. The first step is to evaluate the financial effect of an income tax position onlyfor recognition by determining if the weight of available evidence indicates that it is more likely than not (greater(defined as a likelihood of more than 50%) that thea tax position will prevail upon tax examination,be sustained based solely on theits technical merits of the tax position as of the reporting date. Otherwise, no benefit or expense can be recognized inThe second step, for those positions that meet the Consolidated Financial Statements. The tax benefits recognized are measured based onrecognition criteria, is to measure and recognize the largest amount of benefit that has ais greater than 50% likelihoodlikely of being realized upon ultimate settlement. Additionally,effective settlement with a taxing authority. We classify the liability for unrecognized tax benefits as Taxes Payable (non-current) and to the extent we anticipate payment of cash within one year, the benefit is classified as Current taxes payable in the Consolidated Balance Sheets.
The determination of liabilities related to uncertain tax positions and associated interest and penalties requires significant estimates and assumptions; as such, there can be no assurance that we will accurately predict the outcomes of these audits. For this reason and due to ongoing audits by multiple tax authorities, we regularly engage in discussions and negotiations with tax authorities regarding tax matters in various jurisdictions. We adjust these reserves in light of changing facts and circumstances, such as the closing of a tax audit or the refinement of an estimate. To the extent that the final outcome of these matters is different than the amounts recorded, such differences will affect the provision for income taxes in the period in which such determination is made.
We accrue interest on all tax exposures for which reserves have been established consistent with jurisdictional tax laws. Interest is classifiedlaws, and classify this interest as Provision for income tax expensetaxes in the financial statements. AsConsolidated Statements of August 31, 2021, we had gross unrecognized tax benefits totaling $14.9 million, including $1.3 million of accrued interest, recorded asIncome and Current taxes payable or Taxes payable (non-current), based on the expected timing of the payment, within the Consolidated Balance Sheets.
Earnings per Share
Basic earnings per share ("EPS") is computed by dividing net income by the number of weighted average common shares outstanding during the period. Diluted EPS is computed, using the treasury stock method, by dividing net income by the number of weighted average common shares outstanding and issuable upon the exercise of outstanding share-based compensation awards (including stock options and awards of restricted stock units) during the period. Performance-based awards are omitted from the calculation of diluted EPS until it is determined that the performance criteria has been met at the end of the reporting period.
Comprehensive Income
We disclose comprehensive income in accordance with applicable standards for the reporting and display of comprehensive income in a set of financial statements. Comprehensive income is defined as the change in net assets of a business enterprise during a period from transactions generated from non-owner sources. It includes all changes in equity during a period except those resulting from investments by owners and distributions to owners. 
Cash and Cash Equivalents
Cash and cash equivalents consist of cash and highly liquid investments with original maturities of three months or less. Our cash equivalents consist ofincluding demand deposits and money market funds that are available for withdrawal without restriction or with original maturities of 90 days or less. The carrying value of our cash and are carried at cost, whichcash equivalents approximates fair value.
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Accounts Receivable and Deferred Fees
Amounts that have been earned but not yet paid are reflected on the Consolidated Balance Sheets as Accounts receivable, net of reserves. Amounts invoiced in advance of client payments that are in excess of earned subscription revenue are reflected on the Consolidated Balance Sheets as Deferred fees. As of August 31, 2021, the amount of accounts receivable that was unbilled totaled $18.3 million, which will be billed in fiscal 2022. As of August 31, 2020, the amount of accounts receivable that was unbilled totaled $17.1 million, which were billed in fiscal 2021.
Accounts receivable are recorded at the invoiced amount, net of an allowance for any potential uncollectible amounts. Accounts receivable also includes unbilled receivables reflecting revenues earned but not yet invoiced. Amounts included in accounts receivable are expected to be collected within one year. We evaluate our allowance to include expected credit losses and collectability trends based on a variety of factors, including our historical write-off activity, current economic environment, customer-specific information and expectations of future economic conditions. Our allowance is recorded to SG&A in the Consolidated Statements of Income and we assess the adequacy of the allowance on a quarterly basis. Recoveries of accounts previously reserved are recognized as a reversal to SG&A when payment is received. We write-off accountaccounts receivable balances against our reserve when we have exhausted our collection efforts. In accordance with this policy, our receivable reserves were $6.4 million and $8.0 million as of August 31, 2021 and 2020, respectively, recorded as a reduction to Accounts receivable, within the Consolidated Balance Sheets.
Property, Equipment and Leasehold Improvements
Property, equipment and leasehold improvements ("PPE") are stated at cost, less accumulated depreciation and amortization. Property and equipment isare depreciated based on the straight-line method over the estimated useful lives of the assets, ranging from three to five years for computers and related equipment and seven years for furniture and fixtures. Leasehold improvements are amortized on a straight-line basis over the shorter of their respective useful lives or the related lease term. Repairs and maintenance expenditures, which are not considered leasehold improvements, and do not extend the useful life of the property and equipment, are expensed as incurred.
We performreview our PPE to determine if any indicators of impairment are present on a test for impairmentquarterly basis or whenever events or changes in circumstances indicate that the carrying amount of an individual asset or asset group may not be recoverable. Should projectedIf indicators of impairment are
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present, the asset group is tested for impairment by comparing the carrying value to undiscounted future cash flows be less than the carrying amount of the asset or asset group, an impairment charge reducing the carrying amountand, if impaired, written down to fair value is required. Fair value is determined based on the most appropriate valuation technique, including discounted cash flows. IfIn addition, we periodically evaluate the estimated remaining useful lives of long-lived intangible assets to determine whether events or changes in circumstances warrant a revision to the remaining period of depreciation or amortization.
Goodwill
We recognize an impairment loss, the adjusted carrying amountexcess of the asset becomes its new cost basis. The new cost basis will be depreciated (amortized)purchase price over the remaining useful lifefair value of that asset.
identifiable net assets acquired at the acquisition date as goodwill. Goodwill
Goodwill is not amortized but is tested for impairment at the reporting unit level is reviewed for impairment annually, andor more frequently if impairment indicators exist.occur. Goodwill is deemed to be impaired and written-down in the period in which the carrying value of the reporting unit exceeds its fair value. We have 3three reporting units, Americas, EMEA and Asia Pacific, which are consistent with the operating segments reported, as discrete financial information is not available for subsidiaries within theour operating segments.
WeWhen assessing goodwill for impairment, we may first elect to perform a qualitative analysis for the reporting units to determine whether it is more likely than not (a likelihood of more than 50 percent) that the fair value of the reporting unit is greaterless than its carrying value. In performing a qualitative assessment, we consider such factors as macro-economic conditions, industry and market conditions in which we operate, including the competitive environment and significant changes in demand for our services. We also consider the share price both in absolute terms and in relation to peer companies. If the qualitative analysis indicates that it is more likely than not the fair value of a reporting unit is less than its carrying amount or if we elect not to perform a qualitative analysis, a quantitative analysis is performed to determine whether a goodwill impairment exists.
The quantitative goodwill impairment analysis is used to identify potential impairment by comparing the fair valuecarrying amount of a reporting unit with its carrying amount using anfair value. To perform this analysis, we apply the income approach which utilizes discounted cash flows, along with other relevant market information, derived from a discounted cash flow model to estimate the fair value of our reporting units.information. The annual review of the carrying value of goodwill requires us to develop estimates of future business performance. These estimates are used to derive expected cash flows and include assumptions regardingby reporting unit, based on future sales levels and the level of working capital needed to support a given business. Thebusiness performance, discounted cash flow model also includes a determination of ourby their respective weighted average cost of capital by reporting unit. Cost of capital is based on assumptions about interest rates, as well as a risk-adjusted rate of return required by our equity investors.capital. Changes in theseour estimates can impact the present value of expected cash flows used in determining fair value of a reporting unit. An impairment charge for the amount by whichIf the carrying amountvalue of the reporting unit exceeds the fair value, then the goodwill is considered impaired and written down to the reporting unit’s fair value, if any, would be recognized.value. The impairment loss recognized would notfor the reporting unit cannot exceed totalthe carrying amount of the goodwill allocated to that reporting unit.
We performed our annual goodwill impairment test during the fourth quarter of fiscal 2021 utilizing a qualitative analysis and concluded it was more likely than not the fair value of each reporting unit was greater than its respective carrying value and no impairment charge was required.
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Intangible Assets
Acquired Intangible Assets
Our identifiable intangible assets consist of acquired content databases, client relationships, software technology, non-compete agreements and trade names resulting from previous acquisitions, which have been fully integrated into our operations. We amortize intangible assets over their estimated useful lives, which are evaluated quarterlyassuming no residual value. We evaluate the useful lives annually to determine whether events and circumstances warrant a revision to the remaining period of amortization. If the estimate of the remaining useful life is changed, the remaining carrying amount of the intangible asset is amortized prospectively over that revised remaining useful life. Amortizable

Intangible assets are tested for impairment ifqualitatively on a quarterly basis or whenever events or changes in circumstances indicate that the carrying amount of an asset group is not recoverable. If indicators of impairment are present, based onamortizable intangible assets are tested for impairment by comparing the carrying value to undiscounted cash flows and, if impaired, written down to fair value based on discounted cash flows. No impairment of
Developed Technology
Our developed technology intangible assets has been identified during any of the fiscal years presented. The intangible assets have no assigned residual values.
Internally Developed Software
We capitalizeinclude capitalized internal-use software related to internal and external costs incurred during the application development stage related to developing, modifying or obtaining software for internal use, incurred during the application development stage in accordance with ASC 350-40, Internal-Use Software.internal-use. Costs related to software upgrades and enhancements are capitalized if it is determined that these upgrades or enhancements provide additional functionality to the software. The capitalized software is amortized using the straight-line method over the estimated useful life of the software, generally three to five years. These assets are subject to the impairment test guidance specified in the acquired intangible assetsAcquired Intangible Assets disclosure above.
Leases
Our lease portfolio consists of operating leases primarily related to our office space. We adopted the standard, ASC 842-10, Leases ("ASC 842")determine if an arrangement qualifies as of September 1, 2019, using a modified retrospective approach. Refer to Note 12, Leases, for further details.
We review new arrangementslease at inception to evaluateby evaluating if there is an identified asset and whether we obtain substantially all the economic benefits of and have the right to control the use of an asset. If we determine that an arrangement qualifies as a lease,For operating leases with a lease term of greater than one year, we assess whether the leased asset is an operating or financing lease. Ourrecognize lease portfolio is primarily related to our office space, under various operating lease agreements.
We record a lease ROU assetright-of-use ("ROU") assets and lease liabilityliabilities as the present value of the future minimum lease payments (including fixed lease payments and certain qualifying index-based variable payments) over the reasonably certain lease term beginning at the lease commencement date. As there is noThe future minimum lease payments include fixed lease payments and certain qualifying index-based variable payments. Our lease ROU assets may further be impacted by prepayments, lease
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incentives received and initial direct costs incurred. Our operating leases are classified within Lease right-of-use assets, net, Current lease liabilities and Long-term lease liabilities on our Consolidated Balance Sheets.
Our leases generally do not have a readily determinable implicit rate, implicit in our operating lease arrangements, these balances are initially recorded usingtherefore we use our incremental borrowing rate ("IBR") withinat the geographylease commencement date, or on the date of lease modification, if applicable, in determining the present value of future payments. Our IBR is derived by selecting U.S. corporate yield curves observed for public companies that are reflective of our credit rating, adjusted to approximate a secured rate of borrowing. We also consider revisions to the rate to reflect the geographic location where the leased asset is located. As
Certain of our lease agreements include options to extend and options to terminate the lease, which we do not have any outstanding public debt, we estimate the IBR based oninclude in our estimated credit rating and available market information. The IBRminimum lease terms unless management is determined at lease commencement and subsequently reassessed upon a modificationreasonably certain to exercise. We account for the lease arrangement. Certain adjustments to our lease ROU assets may be required for items such as initial direct costs paid or incentives received.
We elected to not record operating lease right-of-use assets or operating lease liabilities for leases with an initial term of 12 months or less. We elected the practical expedient not to separate lease components fromand non-lease components but, rather, to combine them into oneas a single lease component, which we recognize over the expected term on a straight-line expense basis in occupancy costs (a component of SG&A expense).
Asexpense in the Consolidated Statements of August 31, 2021, our leases have remaining termsIncome). Variable lease payments are not included in the calculation of less than one year to just over 14 years. The lease ROU assets and lease liabilities recognized did not include any renewal or termination optionsand are expensed as incurred within occupancy costs.
We review our lease ROU assets for impairment when there is an indication that were not yet reasonably certain toan asset may no longer be exercised.
Accrued Liabilities
Accrued liabilities includerecoverable. The impairment assessment requires significant judgments and estimates, relating to employee compensation, operating expensesincluding estimating subtenant rental income, calculating an appropriate discount rate and tax liabilities. Atassessing other applicable future cash flows associated with the end of each fiscal year, we conduct a review of both the performanceleased location. These estimates are based on our experience and knowledge of the Companymarket in which the property is located, previous efforts to dispose of similar assets and individual performance within each department to determine the amountassessment of discretionary employee compensation. We also review compensation throughout the year to determine how overall performance tracks against management’s expectations. Management takes these and other factors, including historical performance, into account in reviewing accrued compensation estimates quarterly and adjusting accrual ratesexisting market conditions. Impairments are recognized as appropriate. The majority of variable employee compensation recorded within accrued compensation relateda reduction to the annual performance bonus, which was $75.1 millioncarrying value of the Lease right-of-use assets, net with a corresponding increase to Asset impairments on our Consolidated Balance Sheets and $54.4 million asConsolidated Statements of August 31, 2021 and 2020,Income, respectively.
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Derivative Instruments
We use derivative financial instruments (“derivatives”) to manage exposure to foreign currency exchange rates and variable interest rates. Our primary objective in holding derivatives is to reduce the volatility in cash flows associated with foreign currency fluctuations and funding activities arising from changes in interest rates. We do not employ derivatives for trading or speculative purposes.
Foreign Currency Forward Contracts
WeAs we conduct business outside the U.S. in several currencies, including the British Pound Sterling, Euro, Indian Rupee, and Philippine Peso. As such, we are exposed to movements in foreign currency exchange rates relative to the U.S. dollar. We utilize derivative instruments (foreign currency forward contracts) to manage themitigate our currency exposures related to the effectsfrom fluctuations in foreign currency exchange rates that can create volatility in our results of foreign exchange rate fluctuations and reduce the volatility of earnings andoperations, cash flows associated with changes in foreign currency. We do not enter into foreign exchange forward contracts for trading or speculative purposes.and financial condition. Our primary currency exposures include the Indian Rupee, Euro, British Pound Sterling and Philippine Peso. In designing a specific hedging approach, we consider several factors, including offsetting exposures, significance of exposures, forecasting risk and potential effectiveness of the hedge. These transactions are designated and accounted for as cash flow hedges in accordance with applicable accounting guidance. The gains and losses on foreign currency forward contracts mitigate the variability in operating expenses associated with currency movements.
Interest Rate Swap Agreement
On March 29, 2019,We leverage interest rate swap agreements to hedge the variability of our cash flows resulting from floating interest rates on our debt. Through a swap agreement, for the portion of the debt that is hedged, we entered into a credit agreement with PNC Bank, National Association ("PNC") (the "2019 Credit Agreement"), which provides for a $750.0 million revolving credit facility (the "2019 Revolving Credit Facility"). The outstanding principal balance of $575.0 million bearspay interest at a rate equal to LIBOR plus a spread, using a debt leverage pricing grid. The variable rate of interest on our long-term debt can expose us tofixed interest rate volatility dueas opposed to changes in LIBOR. To mitigate this exposure, on March 5, 2020, we entered into ana floating interest rate per the contractual terms of our debt agreement, at specified intervals throughout the life of the interest rate swap agreement with a notional amount of $287.5 million to hedge the variable interest rate obligation, effectively converting the floating interest rate to fixed for the hedged portion. Thus, we are only exposed to base interest rate risk on floating rate borrowings in excess of any amounts that are not hedged, or $287.5 million of the outstanding principal balance.agreement.
Derivative Instrument Classification
TheAt inception of the hedge accounting relationship and on a quarterly basis, we formally assess whether derivatives designated as cash flow hedges are highly effective in offsetting changes in fair value for theseto the forecasted cash flows of the hedged items. If the cash flow hedges are deemed to be highly effective, the gain or loss on the cash flow hedges are initially reported as a component of accumulatedAccumulated other comprehensive loss ("AOCL") andon the Consolidated Balance Sheets. These changes are subsequently reclassified into operating expensesto the Consolidated Statements of Income and recorded in SG&A for the foreign currency forward contracts and Interest expense for the interest rate swap agreements, when the hedged exposure affects earnings. All our derivatives are assessed for effectiveness at each reporting period.period and are designated as hedging instruments.
Treasury Stock
We account for repurchased commontreasury stock under the cost method and includes suchinclude treasury stock as a component of Stockholders' equity on the Consolidated Balance Sheets. We may repurchase shares of our Stockholders’ equity. common stock under our share repurchase program in the open market and via privately negotiated transactions, subject to market conditions. Repurchased shares of our common stock are recorded at the market price on the trade date and are held as treasury shares until they are reissued or retired. When treasury
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shares are reissued, if the issuance price is higher than the average price paid to acquire the shares ("the cost"), the excess of the issuance price over the cost is credited to additional paid-in capital ("APIC"). If the issuance is lower than the cost, the difference is first charged against any credit balance in APIC from treasury stock, with the remaining balance charged to Retained earnings.
We account for the formal retirement of treasury stockshares by deducting its par value from common stock, reducing additional paid-in capitalreflecting any excess over par value as a reduction to APIC (to the extent created by previous issuances of the shares) and then Retained earnings.
The Inflation Reduction Act of 2022 ("APIC"IRA") by, which was enacted into law on August 16, 2022, imposed a nondeductible 1% excise tax on the average amount recordednet value of certain stock repurchases made after December 31, 2022. During fiscal 2023, we reflected the applicable excise tax in APIC whentreasury stock as part of the cost basis of the stock was originally issuedrepurchased, and any remaining excess of cost deducted from retained earnings.recorded a corresponding liability for the excise taxes payable in Accounts payable and accrued expenses on the Consolidated Balance Sheets.
Fair Value Measurements
Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability (i.e., the "exit price") in an orderly transaction between market participants at the measurement date. In determining fair value, the use of various valuation methodologies, including market, income and cost approaches is permissible. WeThe inputs to these methodologies consider market comparable information taking into account the principal or most advantageous market in which we would transact and consider assumptions that market participants would use when pricing the asset or liability.transact. The accounting guidance for fair value measurements establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. There are three levels of inputs that may be used to measure fair value based on the reliability of inputs. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Our cash equivalents are classified as Level 1 while our derivative instruments (foreign exchange forward contracts and interest rate swap) and certificates of deposit are classified as Level 2. There were no Level 3 assets or liabilities held by us as of August 31, 2021 or 2020. Refer to Note 5, Fair Value Measures for the definition of the fair value hierarchy.
Foreign Currency Translation and Remeasurement
Certain wholly-owned subsidiaries operate under a functional currency different from the U.S. dollar, such asincluding our primary currency exposures of the Indian Rupee, Euro, British Pound Sterling Euro, Indian Rupee, and Philippine Peso.
The financial statements of theseour foreign subsidiaries that are local currency functional are translated into U.S. dollars using period-end rates of exchange for assets and liabilities and average monthly rates for the period for revenues and expenses. TranslationThe resulting translation gains and losses that arise from translating these assets, liabilities, revenuerevenues and expenses of our foreign operations are recorded in AOCL as a componentin the Consolidated Balance Sheets.
For the financial statements of stockholders’ equity.our foreign subsidiaries that are U.S. dollar functional, but maintain their books of record in their respective local currency, we remeasure our revenues and expenses into U.S. dollars at the average rates of exchange for the period, monetary assets and liabilities using period-end rates and non-monetary assets and liabilities at their historical rates. The accumulatedresulting remeasurement gains and losses that arise from remeasuring the assets and liabilities of our foreign currency translation loss totaled $36.9 million and $37.7 million at August 31, 2021 and 2020, respectively.operations are recorded to SG&A in the Consolidated Statements of Income.
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Concentrations of Risk
Refer to Note 20, Risks and Concentrations of Credit Riskfor areas
Credit risk arises from the potential nonperformance by counterparties to fulfill their financial obligations. Our financial instruments that potentially subject us to a significantconcentrations of credit risk consist primarily of our cash and cash equivalents, accounts receivable, investments in mutual funds and derivative instruments. The maximum credit exposure of our cash and cash equivalents, accounts receivable and investments in mutual funds is their carrying values as of the balance sheet date. The maximum credit exposure related to our derivative instruments is based upon the gross fair values as of the balance sheet date.
Cash and Cash Equivalents and Investments

We are exposed to credit risk on our cash and cash equivalents and investments in mutual funds in the event of default by the financial institutions with which we transact. We invest our cash and cash equivalents and investments in mutual funds in accordance with our restrictive cash investment practices with the primary objective to preserve capital and maintain liquidity while minimizing our exposure to credit risk. We have not experienced any losses in such accounts and we limit our exposure to credit loss by placing our cash and cash equivalents and investments in mutual funds with multiple financial institutions that we believe are high-quality and credit-worthy.
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Accounts Receivable
Our accounts receivable credit risk is dependent upon the financial stability of our individual clients. Our receivable reserve was $7.8 million and $2.8 million as of August 31, 2023 and August 31, 2022, respectively. We do not require collateral from our clients; however, no single client represented more than 3.5% of our total subscription revenues in any fiscal year presented. Our concentration of credit risk related to our accounts receivable is generally limited, due to our large and geographically dispersed client base.
Derivative Instruments
Our use of derivative instruments exposes us to credit risk to the extent counterparties may be unable to meet the terms of their agreements. To mitigate credit risk, we limit counterparties to financial institutions we believe are credit-worthy and use several institutions to reduce concentration risk. We do not expect any losses as a result of default by our counterparties.
New Accounting Standards or Updates Concentrations of Data Providers
We integrate data from various third-party sources into our hosted proprietary data and analytics platform. As certain data sources have a limited number of suppliers, we make every effort to assure that, where reasonable, alternative sources are available. We are not dependent on any individual third-party data supplier to meet the needs of our clients, with only two data suppliers each representing more than 10% of our total data costs for the year ended August 31, 2023.
Concentrations of Cloud Providers
Our clients rely on us for the delivery of time-sensitive, up-to-date data and applications. Our business is dependent on our ability to process substantial volumes of data and transactions rapidly and efficiently. We currently use multiple providers of cloud services; however, one supplier provided the majority of our cloud computing support for fiscal 2023. We maintain back-up facilities and other redundancies at our major data centers, take security measures and have emergency planning procedures to minimize the risk that an event will disrupt our operations.
Recently Adopted Accounting Pronouncements
As of the beginning of fiscal 2021, we implemented all applicableWe did not adopt any new accounting standards andor updates issued by the Financial Accounting Standards Board ("FASB") that were in effect. There were no new standards or updates adopted during the last three fiscal years2023 that had a material impact on our Consolidated Financial Statements other than the adoption of ASC 842.
Goodwill Impairment Test
In January 2017, the FASB issued ASU 2017-04, Intangibles—Goodwill and Other (Topic 350); Simplifying the Test for Goodwill Impairment, which removes the requirement for companies to compare the implied fair value of goodwill with its carrying amount as part of step 2 of the goodwill impairment test. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. We have adopted this standard effective September 1, 2020. The adoption of this accounting standard update had no impact on our Consolidated Financial Statements.
Credit Losses on Financial Instruments
In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326); Measurement of Credit Losses on Financial Instruments, which significantly changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The standard replaces the "incurred loss" approach with an "expected loss" model for instruments measured at amortized cost. Subsequent to the adoption, the allowance for doubtful accounts is made when the financial asset is first recorded to the balance sheet (and periodically thereafter) and is based on information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. We have adopted this standard effective September 1, 2020. The adoption of this accounting standard update did not have a material impact on our Consolidated Financial Statements.
Leases
In February 2016, the FASB issued an accounting standard update related to accounting for leases, ASC 842. The update requires the recognition of lease ROU assets and lease liabilities on the balance sheet and the disclosure of qualitative and quantitative information about leasing arrangements. The guidance also eliminates the requirement for an entity to use bright-line tests in determining lease classification. We adopted the new accounting standard effective September 1, 2019, using a modified retrospective approach to record the required cumulative effect adjustments to the opening balance sheet in the period of adoption. As such, our historical Consolidated Financial Statements were not restated and follow our previous policy under ASC 840, Leases. Refer to our Annual Report on Form 10-K for the fiscal year ended August 31, 2019 for further details of the Company’s policy prior to adoption of ASC 842.
We have elected the package of practical expedients permitted under the transition guidance, which permits us to not reassess the prior conclusions about lease identification, lease classification, and initial direct costs. We did not elect the use-of-hindsight practical expedient in determining the lease term and in assessing impairment. We elected the practical expedient not to separate lease components from non-lease components but, rather, to combine them into one single lease component. We have also elected to apply the short-term lease exception not to recognize lease ROU assets and lease liabilities for leases with a term of 12 months or less. We will recognize lease payments on a straight-line basis over the lease term.
As of November 30, 2019, the Company recognized Lease ROU assets, net of amortization of $217.0 million and corresponding Current and Long-term lease liabilities of $266.4 million, related primarily to the Company’s real estate leases. There was no material impact to the Company’s Consolidated Statements of Income, Consolidated Statements of Comprehensive Income, Consolidated Statements of Cash Flows and Consolidated Statement of Changes in Stockholders' Equity. Refer to Note 12, Leases for more information regarding the Company's lease accounting.
Hedge Accounting Simplification
During the first quarter of fiscal 2020, we adopted the accounting standard updated issued by the FASB in August 2017, which focused on reducing the complexity of and simplifying the application of hedge accounting. The guidance refines and expands hedge accounting for both financial and non-financial risk components, eliminates the need to separately measure and report
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hedge ineffectiveness, and aligns the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements. The adoption of this standard had no impact on our Consolidated Financial Statements.
Recent Accounting Standards or UpdatesPronouncements Not Yet EffectiveAdopted
Facilitation of the Effects of Reference Rate Reform on Financial Reporting
In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848); Facilitation of the Effects of Reference Rate Reform on Financial Reporting, to provide optional expedients and exceptions for applying GAAP to contract modifications, hedging relationships, and other transactions affected by the anticipated transition from LIBOR. As a result of the reference rate reform initiative, certain widely used reference rates such as LIBOR are expected to be discontinued. The guidance is designed to simplify how entities account for contracts, such as receivables, debt, leases, derivative instruments and hedging, that are modified to replace LIBOR or other benchmark interest rates with new rates. The guidance is effective upon issuance and may be applied through December 31, 2022. We are currently evaluating the impact of this accounting standard, but it is not expected to have a material impact on our Consolidated Financial Statements.
Income Tax Simplification
In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740); Simplifying the Accounting for Income Taxes, to simplify various aspects related to accounting for income taxes, eliminating certain exceptions to the general principles in accounting for income taxes related to intraperiod tax allocation, simplifying when companies recognize deferred taxes in an interim period, and clarifying certain aspects of the current guidance to promote consistent application. The guidance will be effective for us in the first quarter of fiscal 2022, with early adoption permitted. Most amendments are required to be applied on a prospective basis, while certain amendments must be applied on a retrospective or modified retrospective basis. We have evaluated the impact of adopting this accounting standard and have determined that adoption will not have a material impact on our Consolidated Financial Statements.
No otherThere were no new accounting pronouncements issued or effective as of August 31, 2021 have2023 that had, or are expected to have, a material impact on our Consolidated Financial Statements.
4.3. REVENUE RECOGNITION
We derive most of our revenuerevenues by providing client access to our hosted proprietary data and analytics platform which can include various combinations of products and services availablemulti-asset class solutions powered by our content refinery, over the associated contractual term.term (referred to as the "Hosted Platform"). The hosted platformHosted Platform is a subscription-based service that consists primarily of providingprovides client access to various combinations of products and services including workstations, portfolio analytics, and enterprise datasolutions. In addition, through our CGS platform, we provide subscription access to a database of universally recognized identifiers enabling differentiating characteristics for issuers and research management. their financial instruments (referred to as the "Identifier Platform").
We determined that the subscription-based service representsmajority of our contracts with clients, whether for our Hosted Platform or Identifier Platform services, each represent a single performance obligation covering a series of distinct products and services that are substantially the same and that have the same pattern of transfer to the client. We also determined the primary nature of the promise to the client is to provide daily access to one overalleach of these data and analytics platform. This platform providesplatforms. These platforms provide integrated financial information, analytical applications and industry-leading service for the investment community. Based on the nature of the services and products offered by us,these platforms, we apply an output time-based measure of progress as the client is simultaneously receiving and consuming the benefits of the platform. We recordrecognize revenue for the majority of these platforms in accordance with the 'as invoiced' practical expedient as the amount of consideration that we have the right to invoice corresponds directly with the value of our contracts usingperformance to date.
Due to our election of the over-time revenue recognition model as a client is invoiced or performance is satisfied. Wepractical expedient, we do not consider payment terms as a performance obligationfinancing component within a client contract when, at contract inception, the period between the transfer of the promised services to the client and the payment timing for clients with contractual terms that arethose services will be one year or less and we have elected the practical expedient.less.
Contracts with clients can include certain fulfillment costs, comprised
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Table of up-front costs to allow for the delivery of services and products, which are recoverable. In connection with the adoption of the revenue recognition standard, fulfillment costs are recognized as an asset, recorded in the Prepaid expenses and other current assets account for the current portion and Other assets for the non-current portion, based on the term of the license period, and amortized consistent with the associated revenue for providing the services. There are no significant judgments that would impact the timing of revenue recognition. Contents
The majority of client contracts have a duration of one year or less, or the amount we are entitled to receive corresponds directly with the value of performance obligations completed to date, and therefore, we do not disclose the value of the remaining unsatisfied performance obligations. There are no significant judgments that would impact the timing of revenue recognition.
Disaggregated Revenue Revenues
We disaggregate revenuerevenues from contracts with clients by our reportable segments ("segments"), which consist of the Americas, EMEA and Asia Pacific. We believe these segments are reflective of how we manage our business and the markets in which we serve and best depict the nature, amount, timing and uncertainty of revenuerevenues and cash flows related to contracts with clients. Segment revenues reflect sales to our clients based on their respective geographic locations. Refer to Note 19,18, Segment Information, for further information. 
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The following table presents this disaggregationrevenues disaggregated by segment:
August 31, Years ended August 31,
(in thousands)(in thousands)202120202019(in thousands)202320222021
AmericasAmericas$1,008,046 $943,649 $885,854 Americas$1,335,484 $1,173,946 $1,008,046 
EMEAEMEA$427,700 $406,498 $420,884 EMEA539,843 484,279 427,700 
Asia PacificAsia Pacific$155,699 $143,964 $128,613 Asia Pacific210,181 185,667 155,699 
Total Revenue$1,591,445 $1,494,111 $1,435,351 
Total RevenuesTotal Revenues$2,085,508 $1,843,892 $1,591,445 
We have not disclosed revenues from external clients by product and service, as it is impracticable for us to do so.
5.4. FAIR VALUE MEASURES
Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability (i.e., the "exit price") in an orderly transaction between market participants at the measurement date. In determining fair value, the use of various valuation methodologies, including market, income and cost approaches isare permissible. WeThe inputs to these methodologies consider market comparable information, taking into account the principal or most advantageous market in which we would transact, and considers assumptions that market participants would use when pricing the asset or liability.
Fair Value Hierarchy
The accounting guidance for fair value measurements establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. There are three levels of inputs that may be used to measure fair value based on the reliability of inputs. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement requires judgment and may affect its placement within the fair value hierarchy levels. We have categorized our cash equivalents, investments and derivatives within the fair value hierarchy as follows:
Level 1 - applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. These Level 1 assets and liabilities include our corporate money market funds that are classified as cash equivalents.
Level 2 - applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Our certificates of deposit, mutual funds and derivative instruments are classified as Level 2.
Level 3 - applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. We held no Level 3 assets or liabilities as of August 31, 2021 or 2020.
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(a) Assets and Liabilities Measured at Fair Value on a Recurring Basis
The following tables show, by level within the fair value hierarchy, our assets and liabilities that are measured at fair value on a recurring basis atas of August 31, 20212023 and 2020.2022. We did not have any transfers between levels of fair value measurementmeasurements during the periods presented.fiscal 2023 and 2022.
(in thousands)Fair Value Measurements at August 31, 2021
Level 1Level 2Total
Assets   
Corporate money market funds(1)
$232,519 $— $232,519 
Mutual Funds(2)
— 35,984 35,984 
Derivative instruments(4)
— 1,384 1,384 
Total assets measured at fair value$232,519 $37,368 $269,887 
Liabilities
Derivative instruments(4)
$— $4,181 $4,181 
Total liabilities measured at fair value$— $4,181 $4,181 
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(in thousands)(in thousands)Fair Value Measurements at August 31, 2020(in thousands)Fair Value Measurements at August 31, 2023
Level 1Level 2TotalLevel 1Level 2Level 3Total
AssetsAssets   Assets   
Corporate money market funds(1)
$276,852 $— $276,852 
Money market funds(1)
Money market funds(1)
$137,125 $— $— $137,125 
Mutual funds(2)
Mutual funds(2)
— 17,257 17,257 
Mutual funds(2)
— 32,210 — 32,210 
Certificates of deposit(3)
— 2,315 2,315 
Derivative instruments(4)
— 3,644 3,644 
Derivative instruments(3)
Derivative instruments(3)
— 4,383 — 4,383 
Total assets measured at fair valueTotal assets measured at fair value$276,852 $23,216 $300,068 Total assets measured at fair value$137,125 $36,593 $— $173,718 
LiabilitiesLiabilitiesLiabilities
Derivative instruments(4)
$— $5,773 $5,773 
Derivative instruments(3)
Derivative instruments(3)
$— $608 $— $608 
Contingent liability(4)
Contingent liability(4)
— — 8,008 8,008 
Total liabilities measured at fair valueTotal liabilities measured at fair value$— $5,773 $5,773 Total liabilities measured at fair value$— $608 $8,008 $8,616 
(in thousands)Fair Value Measurements at August 31, 2022
Level 1Level 2Level 3Total
Assets   
Money market funds(1)
$179,330 $— $— $179,330 
Mutual funds(2)
— 33,219 — 33,219 
Derivative instruments(3)
— 12,412 — 12,412 
Total assets measured at fair value$179,330 $45,631 $— $224,961 
Liabilities
Derivative instruments(3)
$— $8,307 $— $8,307 
Total liabilities measured at fair value$— $8,307 $— $8,307 

(1)Our corporate money market fundsarereadily convertible into cashand the net asset value of each fund on the last day of the quarterreporting period is used to determine its fair value. Our corporate money market funds are classified as Level 1 assets and are included in Cash and cash equivalents withinthe Consolidated BalanceSheets.
(2)Our mutual funds have afunds' fair value is based on the fair value of the underlying investments held by the mutual funds, allocated to each share of the mutual fund using a net asset value approach. The fair value of the underlying investments is based on observable inputs. Our mutual funds are classified as Level 2 and are included inInvestments (short-term) within the Consolidated Balance Sheets.
(3)Our certificates of deposit held for investment are classified as Level 2 assets. These certificates of deposit have original maturities greater than three months but less than one yearderivative instruments include our foreign exchange forward contracts and are included in Investments (short-term) withintheConsolidated Balance Sheets.
(4)interest rate swap agreements. We utilize the income approach to measure fair value for our foreign exchange forward contracts. The income approach uses pricing models that rely on market observable inputs such asspot, forward and interest rates,as well as credit default swap spreads, and are classified as Level 2 assets.spreads. To estimate fair value for theour interest rate swap agreement,agreements, we utilize a present value of future cash flows, leveraging a model-derived valuation that uses Level 2 observable inputs such as interest rate yield curves. Refer to Note 6, 5, Derivative Instruments for more information on our derivative instruments designed as cash flow hedges and their classification within the Consolidated Balance Sheets.
(4) The contingent liability resulted from the acquisition of a business during fiscal 2023. This liability reflects the present value of potential future payments that are contingent upon the achievement of certain specified milestones. The acquisition date fair value of the contingent liability was $7.9 million and was valued using a scenario-based method. This method incorporates unobservable inputs and assumptions made by management, including the probability of achieving specified milestones, expected time until payment and the discount rate. The fair value of the contingent liability is remeasured each reporting period until the contingency is resolved, with any changes in fair value recorded in SG&A in the Consolidated Statements of Income. The change in the fair value of the contingent liability from the acquisition date through August 31, 2023 was driven by the passage of time, with no changes made to key assumptions used in our fair value estimates.
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(b) Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis
Assets and liabilities that are measured at fair value on a nonrecurringnon-recurring basis primarily relate primarily to our tangible fixed assets, operating lease right-of-use ("ROU")ROU assets, goodwill and intangible assets. The fair values of these non-financial assets and
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liabilities are determined based on valuation techniques using the best information available, and may include quoted market prices, market comparable information, and discounted cash flow projections. We review goodwill and intangibleThese non-financial assets for impairment annually, during the fourth quarter of each fiscal year, or as circumstances indicate the possibility for impairment. We monitor the carrying value of long-lived assetsare required to be assessed for impairment whenever events or changes in circumstances indicate thetheir carrying amountvalue may not be recoverable. Duringfully recoverable, and at least annually for goodwill.
Asset impairments in the Consolidated Statements of Income were $25.9 million and $64.3 million during fiscal 20212023 and 2020, no2022, respectively, to reflect the difference between the fair market value and carrying value of certain assets. These impairments were mainly driven by an $18.0 million and $62.2 million charge during fiscal 2023 and 2022, respectively, related to our lease ROU assets and PPE. These charges were associated with vacating certain leased office space to resize our real estate footprint for the hybrid work environment. For those locations we anticipated subleasing, we estimated the fair value adjustments or materialof the lease ROU assets as of the cease use date, using a market approach, based on expected future cash flows from sublease income. To complete this assessment we relied on certain assumptions, which included estimates of the rental rate, period of vacancy, incentives and annual rent increases.
As there were no expected future cash flows associated with lease ROU assets for locations we will not sublease nor PPE associated with the related vacated leased office space, we determined these assets had no remaining fair value measurementsand were requiredfully impaired. Due to the subjective nature of the unobservable inputs used, the fair value measurement for our non-financial assets or liabilities.the asset impairments are classified within Level 3 of the fair value hierarchy.
The remaining asset impairments for fiscal 2023 and 2022 were $7.9 million related to impairment of Developed technology and Trade names and $2.1 million related to Developed technology, respectively.
(c) Assets and Liabilities Measured at Fair Value for Disclosure Purposes Only
AsWe elected not to carry our Long-term debt on the Consolidated Balance Sheets at fair value. The carrying value of August 31, 2021our Long-term debt is net of related unamortized discounts and 2020,debt issuance costs.
Our Senior Notes are publicly traded; therefore, the fair value of our 2019 Revolving Credit Facility (as defined below in Note 13, Debt), included in Long-term debt within the Consolidated Balance Sheets, was $575.0 million, which approximated its carrying amount given the application of a floating interest rate equal to LIBOR plus a spread using a debt leverage pricing grid. As the interest rateSenior Notes is a variable rate, adjustedestimated based on quoted prices in active markets as of the reporting date, which are considered Level 1 inputs. The fair value of our 2022 Credit Facilities is estimated based on quoted market conditions, it approximates the current market-rateprices for similar instruments, availableadjusted for unobservable inputs to companies with comparable credit qualityensure comparability to our investment rating, maturity terms and maturity,principal outstanding, which are considered Level 3 inputs. Refer to Note 12, Debt for definitions of these terms and therefore,more information on the long-termSenior Notes and 2022 Credit Facilities.
The following table summarizes information on our outstanding debt is categorized as Level 2 in the fair value hierarchy.of August 31, 2023 and 2022:
August 31, 2023August 31, 2022
(in thousands)Fair Value HierarchyPrincipal AmountEstimated Fair ValuePrincipal AmountEstimated Fair Value
2027 NotesLevel 1$500,000 $460,890 $500,000 $470,525 
2032 NotesLevel 1500,000 423,700 500,000 438,205 
2022 Term FacilityLevel 3375,000 376,406 750,000 750,975 
2022 Revolving FacilityLevel 3250,000 246,875 250,000 249,075 
Total principal amount$1,625,000 $1,507,871 $2,000,000 $1,908,780 
Total unamortized discounts and debt issuance costs(12,300)(17,576)
Total net carrying value of debt$1,612,700 $1,982,424 
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5. DERIVATIVE INSTRUMENTS
Cash Flow Hedges
Foreign Currency Forward Contracts
We conduct business outside the U.S. in several currencies including the British Pound Sterling, Euro, Indian Rupee, and Philippine Peso. As such, we are exposed to movements in foreign currency exchange rates compared with the U.S. dollar. We utilize derivative instruments (foreign currency forward contracts) to manage the exposures related to the effects of foreign exchange rate fluctuations and reduce the volatility of earnings and cash flows associated with changes in foreign currency. We do not enter into foreign currency forward contracts for trading or speculative purposes and limit counterparties to credit-worthy financial institutions. Refer to Note 20, Risks and Concentrations of Credit Risk, for further discussion on counterparty credit risk.
In designing a specificour hedging approach, we consideredconsider several factors, including offsetting exposures, the significance of exposures, the forecasting of risk and the potential effectiveness of the hedge. The gainshedge to reduce the volatility of our earnings and lossescash flows. Factors considered in the decision to hedge an underlying market exposure include the materiality of the risk, the volatility of the market, the duration of the hedge, the degree to which the underlying exposure is committed, and the availability, effectiveness and cost of derivative instruments. Derivative instruments are only utilized for risk management purposes and are not used for speculative or trading purposes. We limit counterparties to financial institutions we believe are credit-worthy. Refer to Note 2, Summary of Significant Accounting Policies - Concentrations of Credit Risk, for further discussion on counterparty credit risk. 
We leverage foreign currency forward contracts offsetand interest rate swaps to mitigate certain operational exposures from the variabilityimpact of changes in operating expenses associated withforeign currency movements. The changesexchange rates and to manage our interest rate exposure. For a derivative that was designated and qualified as a cash flow hedge, the effective portion of the change in fair value for theseof the derivative is recorded in AOCL, net of tax, in the Consolidated Balance Sheets. Realized gains or losses resulting from settlement of our foreign currency forward contracts and swap agreements are initially reported as a component of Accumulated other comprehensive loss ("AOCL") and subsequently reclassified into Operating expensesSG&A and Interest expense, respectively, in the Consolidated Statements of Income when the hedges are settled. All of our derivatives qualified and were designated as cash flow hedges, and none of our derivatives were deemed ineffective for fiscal 2023 and 2022.
Foreign Currency Forward Contracts
As we operate globally, we are exposed to the risk that our financial condition, results of operations and cash flows could be impacted by changes in foreign currency exchange rates. As of August 31, 2023, we maintained a series of foreign currency forward contracts to hedge is settled. a portion of our primary currency exposures of the Indian Rupee, Euro, British Pound Sterling and Philippine Peso. To mitigate our currency exposure, we entered into these contracts to hedge between 25% to 75% of our projected primary currency operating expenses over their respective hedge periods which range from the first quarter of fiscal 2024 through the fourth quarter of fiscal 2024.
The following table summarizes the gross notional value of our foreign currency forward contracts to purchase the respective local currency with U.S. dollars:
August 31, 2023August 31, 2022
(in thousands)Local CurrencyUSDLocal CurrencyUSD
British Pound Sterling£45,000 $56,098 £44,200 $55,567 
Euro39,000 42,646 37,500 40,679 
Indian RupeeRs3,363,150 40,300 Rs2,667,928 33,600 
Philippine Peso1,888,541 33,600 1,462,060 27,000 
Total$172,644 $156,846 
There was no discontinuance of our foreign currency cash flow hedges during fiscal 2021 or fiscal 2020,2023 and 2022, as such, no corresponding gains or losses related to changes in the value of our contracts were reclassified into earnings prior to settlement.
As of Refer to Part II, Item 7A. August 31, 2021Quantitative and Qualitative Disclosures About Market Risk, of this Annual Report on Form 10-K for further discussion of our exposure to foreign exchange rate fluctuations.
Interest Rate Swap Agreements
2022 Swap Agreement
On March 1, 2022, we maintained foreign currency forward contractsentered into an interest rate swap agreement ("2022 Swap Agreement") with a notional amount of $800.0 million to hedge a portion of our British Pound Sterling, Euro, Indian Rupee,outstanding floating Secured Overnight Financing Rate ("SOFR") rate debt with a fixed interest rate of 1.162%. The notional amount of the 2022 Swap Agreement declines by $100.0 million on a quarterly basis beginning May 31, 2022 and Philippine Peso exposures. We entered into a seriesis maturing on February 28, 2024. Effective December 30, 2022, we partially novated our 2022 Swap Agreement to equally apportion the then outstanding notional amount of forward contracts to mitigate our currency exposure ranging from 25% to 75% over their respective hedged periods. The current foreign currency forward contracts are set to mature at various pointsthe interest rate swap between two counterparties. No other terms of the first quarter of fiscal 2022 through the fourth quarter of fiscal 2022.
Swap Agreement were amended, terminated, or otherwise modified. As of August 31, 2021,2023, the gross notional valueamount of foreign currency forward contractsthe 2022 Swap Agreement was $200.0 million.
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Refer to purchase Philippine PesosNote 12, Debt, for further discussion of our outstanding floating SOFR rate debt and Indian Rupees with U.S. dollars was ₱1.4 billionrefer to Part II, Item 7A. Quantitative and Rs2.6 billion, respectively. The gross notional valueQualitative Disclosures About Market Risk, of foreign currency forward contractsthis Annual Report on Form 10-K for further discussion of our exposure to purchase U.S. dollars with Euros and British Pound Sterling was €33.8 million and £37.7 million, respectively.interest rate risk on our long-term debt outstanding.
Interest Rate2020 Swap Agreement
On March 5, 2020, we entered into an interest rate swap agreement ("2020 Swap Agreement") with a notional amount of $287.5 million to hedge the variable interest rate obligation onmillion. The 2020 Swap Agreement hedged a portion of our then outstanding floating London Interbank Offer Rate ("LIBOR") rate debt under our 2019 Revolving Credit Facility (as defined below in Note 13, Debt). As of August 31, 2021, we have borrowed $575.0 million of the available $750.0 million under the 2019 Revolving Credit Facility, which bears interest on the outstanding principal amount at a rate equal to a contractual one month LIBOR plus a spread using a debt leverage pricing grid, which was 0.875% as of August 31, 2021. Refer to Note 13, Debt, for further discussion on the 2019 Revolving Credit Facility The variable interest rate on our long-term debt can expose us to interest rate volatility arising from changes in LIBOR. Under the terms of the interest rate swap agreement, we will pay interest atwith a fixed interest rate of 0.7995% and receive variable interest payments based on the same one-month LIBOR utilized to calculate the interest expense from the 2019 Revolving Credit Facility. Themitigate our interest rate swap agreement matures onexposure. On March 29, 2024.
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Table1, 2022, we terminated the 2020 Swap Agreement, which resulted in a one-time benefit of Contents
As the terms for the interest rate swap agreement align with the 2019 Revolving Credit Facility, we do not expect any hedge ineffectiveness. We have designated and accounted for this instrument as a cash flow hedge with the unrealized gains or losses on the interest rate swap agreement recorded$3.5 million recognized in AOCLInterest expense in the Consolidated Balance Sheets. Realized gains or losses are subsequently reclassified into Interest expense, net in the Consolidated StatementStatements of Income when settled.during the third quarter of fiscal 2022, based on its fair market value.
Gross Notional Value and Fair Value of Derivative Instruments
The following is a summary of the gross notional values of theour derivative instruments:

(in thousands, in U.S. dollars)
Gross Notional Value
August 31, 2021August 31, 2020
Foreign currency forward contracts$154,728 $129,649 
Interest rate swap agreement287,500 287,500 
Total cash flow hedges$442,228 $417,149 
Fair Value of Derivative Instruments

(in thousands)
Gross Notional Value
August 31, 2023August 31, 2022
Foreign currency forward contracts$172,644 $156,846 
Interest rate swap agreement200,000 600,000 
Total cash flow hedges$372,644 $756,846 
The following is a summary of the fair values of theour derivative instruments:
Fair Value of Derivative InstrumentsFair Value of Derivative Instruments
Derivative AssetsDerivative Liabilities
(in thousands)(in thousands)Derivative AssetsDerivative Liabilities
Derivatives designated as hedging instrumentsDerivatives designated as hedging instrumentsBalance Sheet ClassificationAugust 31, 2021August 31, 2020Balance Sheet ClassificationAugust 31, 2021August 31, 2020Derivatives designated as hedging instrumentsBalance Sheet ClassificationAugust 31, 2023August 31, 2022Balance Sheet ClassificationAugust 31, 2023August 31, 2022
Foreign currency forward contractsForeign currency forward contractsPrepaid expenses and other current assets$1,384 $3,644 Accounts payable and accrued expenses$1,201 $93 Foreign currency forward contractsPrepaid expenses and other current assets$1,260 $— Accounts payable and accrued expenses$608 $8,307 
Interest rate swap agreementInterest rate swap agreementPrepaid expenses and other current assets— — Accounts payable and accrued expenses1,934 1,861 Interest rate swap agreementPrepaid expenses and other current assets3,123 10,621 Accounts payable and accrued expenses— — 
Other assets— — Other liabilities1,045 3,819 Other assets— 1,791 Other liabilities— — 
Total cash flow hedgesTotal cash flow hedges$1,384 $3,644 $4,181 $5,773 Total cash flow hedges$4,383 $12,412 $608 $8,307 

All derivatives were designated as hedging instruments as of August 31, 2021 and 2020, respectively.
Derivatives in Cash Flow Hedging RelationshipsDerivative Recognition
The following table provides the pre-tax effect of derivative instruments in cash flow hedging relationships for each of the three fiscal years ended August 31, 2021, 20202023, 2022 and 2019:2021:
(in thousands)(in thousands)Gain (Loss) Recognized in AOCL on Derivatives Location of Gain (Loss) Reclassified from AOCL into IncomeGain (Loss) Reclassified from AOCL into Income(in thousands)Gain (Loss) Recognized in AOCL on DerivativesLocation of Gain (Loss) Reclassified from AOCL into IncomeGain (Loss) Reclassified from AOCL into Income
Derivatives in Cash Flow Hedging RelationshipsDerivatives in Cash Flow Hedging Relationships202120202019202120202019Derivatives in Cash Flow Hedging Relationships202320222021202320222021
Foreign currency forward contractsForeign currency forward contracts$1,660 $5,049 $(187)SG&A$5,027 $(1,556)$(1,794)Foreign currency forward contracts$5,783 $(16,356)$1,660 SG&A$(3,176)$(7,867)$5,027 
Interest rate swap agreementInterest rate swap agreement745 (6,138)— Interest expense, net(1,956)(458)— Interest rate swap agreement4,368 17,245 745 Interest expense13,657 1,854 (1,956)
Total cash flow hedgesTotal cash flow hedges$2,405 $(1,089)$(187)$3,071 $(2,014)$(1,794)Total cash flow hedges$10,151 $889 $2,405 $10,481 $(6,013)$3,071 
As of August 31, 2021,2023, we estimate that net pre-tax derivative lossesgains of $1.8$3.8 million included in AOCL will be reclassified into earnings within the next 12 months. NoAs of August 31, 2023, our cash flow hedges were highly effective with no amount of ineffectiveness was recorded in the Consolidated Statements of Income for these designated cash flow hedges and allIncome. All components of each derivative’s gain or loss were included in the assessment of hedge effectiveness.
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Offsetting of Derivative Instruments
We enter into master netting arrangements designed to permit net settlement of derivative transactions among the respective counterparties, settled on the same date and in the same currency. As of August 31, 20212023 and 2020,2022, there were no material amounts recorded net on the Consolidated Balance Sheets.
7. ACQUISITION6. ACQUISITIONS
We completed acquisitions of several businesses during fiscal 2021 through fiscal 2023, with the most significant cash flows related to the acquisitions of CGS, Cobalt Software, Inc. ("Cobalt") and Truvalue Labs, Inc. ("TVL").
CUSIP Global Services
On March 1, 2022, we completed the acquisition of CGS for a cash purchase price of $1.932 billion, inclusive of working capital adjustments. CGS manages a database of 60 different data elements uniquely identifying more than 50 million global financial instruments. It is the foundation for security master files relied on by critical front, middle and back-office functions. CGS, operating on behalf of the American Bankers Association ("ABA"), is the exclusive issuer of Committee on Uniform Security Identification Procedures ("CUSIP") and CUSIP International Number System ("CINS") identifiers globally and also acts as the official numbering agency for International Securities Identification Number ("ISIN") identifiers in the United States and as a substitute number agency for more than 30 other countries. We acquired CGS to expand our critical role in the global capital markets. The CGS purchase price was in excess of the fair value of net assets acquired, resulting in the recognition of goodwill. We finalized the purchase accounting for the CGS acquisition during the fourth quarter of fiscal 2022 and did not record any material changes to the preliminary purchase price allocation.
The acquisition date fair values of major classes of assets acquired and liabilities assumed are as follows:
Acquisition Date Fair ValueAcquisition Date Useful LifeAmortization Method
(in thousands)(in years)
Current assets(1)
$29,728 
Amortizable intangible assets
ABA business process1,583,00036 yearsStraight-line
Client relationships164,00026 yearsStraight-line
Acquired databases46,00015 yearsStraight-line
Goodwill214,970
Current liabilities(2)
(104,691)
Deferred revenues, long-term(1,481)
Total purchase price$1,931,526 
(1) Included an accounts receivable balance of $29.5 million.
(2) Included a deferred revenues balance of $99.4 million. The CGS acquisition was accounted for in accordance with ASU No. 2021-08, Business Combinations: Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (Topic 805); as such, the deferred revenues did not include a fair value adjustment.
Goodwill totaling $215.0 million represents the excess of the CGS purchase price over the fair value of net assets acquired and considers future economic benefits that we expect to achieve as a result of the acquisition. The goodwill is included in the Americas segment and is deductible for income tax purposes. The majority of the net assets acquired relate to an ABA business process intangible which is a renewable license agreement with the ABA to manage the issuance, maintenance and access to the CUSIP numbering system and related database of CUSIP identifiers. This intangible asset's valuation and associated useful life considers the nature of the business relationship, multi-year term of the current agreement and the likelihood of long-term renewals. The useful life assigned to the Client relationships intangible asset considers the strong historical client retention and client renewals as a basis for expected future retention. The useful life assigned to Acquired databases considers the historical period of data collection and the limited changes to the data on an annual basis.
The results of CGS's operations have been included in our Consolidated Financial Statements, within the Americas, EMEA, and Asia Pacific segments, beginning with the closing of the acquisition on March 1, 2022. CGS operates as part of our CTS
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workflow solution. Pro forma information has not been presented because the effect of the CGS acquisition was not material to our Consolidated Financial Statements.
Cobalt Software, Inc.
On October 12, 2021, we acquired all of the outstanding shares of Cobalt for a purchase price of $50.0 million, net of cash acquired, and inclusive of working capital adjustments. Cobalt is a leading portfolio monitoring platform for the private capital industry. We acquired Cobalt to scale our data and workflow solutions through targeted investments as part of our multi-year investment plan and to expand our private markets offering. The Cobalt purchase price was in excess of the fair value of net assets acquired, resulting in the recognition of goodwill. We finalized the purchase accounting for the Cobalt acquisition during the fourth quarter of fiscal 2022 and did not record any material changes to the preliminary purchase price allocation.
The acquisition date fair values of major classes of assets acquired and liabilities assumed are as follows:
Acquisition Date Fair ValueAcquisition Date Useful LifeAmortization Method
(in thousands)(in years)
Current assets$540 
Amortizable intangible assets
Software technology7,7505 yearsStraight-line
Client relationships4,80011 yearsStraight-line
Goodwill41,338
Other assets34
Current liabilities(4,437)
Other liabilities(7)
Total purchase price$50,018 
Goodwill totaling $41.3 million represents the excess of the Cobalt purchase price over the fair value of net assets acquired and considers future economic benefits that we expect to achieve as a result of the acquisition. The goodwill is included in the Americas and EMEA segments and is not deductible for income tax purposes. The useful life assigned to Software technology considers our historical experience and anticipated technological changes. The useful life assigned to the Client relationships intangible asset considers the historical client retention as a basis for expected future retention.
The results of Cobalt's operations have been included in our Consolidated Financial Statements, within the Americas and EMEA segments, beginning with its acquisition on October 12, 2021. Pro forma information has not been presented because the effect of the Cobalt acquisition was not material to our Consolidated Financial Statements.
Truvalue Labs, Inc.
On November 2, 2020, we acquired all of the outstanding shares of Truvalue Labs, Inc. ("TVL")TVL for a purchase price of $41.9 million, subject to working capital and other adjustments.net of cash acquired. TVL is a leading provider of environmental, social, and governance ("ESG")sustainability information. TVL applies artificial intelligence driven technology to over 100,000 unstructured text sources in multiple languages, including news, trade journals, and non-governmental organizations and industry reports, to provide daily signals that identify positive and negative ESGsustainability behavior. The acquisition ofWe acquired TVL to further enhancesenhance our commitment to providing industry leading access to ESGsustainability data across our platforms. The TVL purchase price was in excess of the fair value of net assets acquired, resulting in the recognition of goodwill. We finalized the purchase accounting for the TVL acquisition during the third quarter of fiscal 2021 and did not record any material changes to the preliminary purchase price allocation.2021.

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The acquisition date fair values of major classes of assets acquired and liabilities assumed are as follows:
Acquisition Date Fair ValueAcquisition Date Useful LifeAmortization Method
(in thousands)(in years)
Current assets$812 
Amortizable intangible assets
Software technology8,100 7 yearsStraight-line
Client relationshipsTrade names9002,800 1215 yearsStraight-line
Trade namesClient relationships2,800900 1512 yearsStraight-line
Goodwill30,058 
Other assets5,299 
Current liabilities(3,069)
Other liabilities(2,984)
Total purchase price$41,916 
Goodwill totaling $30.1 million represents the excess of the TVL purchase price over the fair value of net assets acquired and considers future economic benefits that we expect to achieve as a result of the acquisition. The goodwill is included in the Americas segment. Goodwill generated from the TVL acquisitionsegment and is not deductible for income tax purposes. The results of TVL's operations have been included in our Consolidated Financial Statements, within the Americas segment, beginning with its acquisition on November 2, 2020. Pro forma information has not been presented because the effect of the TVL acquisition is not material to our Consolidated Financial Statements.
8.7. PROPERTY, EQUIPMENT AND LEASEHOLD IMPROVEMENTS
Property, equipment and leasehold improvements consist of the following:
(in thousands)(in thousands)August 31,(in thousands)August 31,
2021202020232022
Leasehold improvementsLeasehold improvements$197,719 $182,899 Leasehold improvements$97,000 $184,425 
Computers and related equipmentComputers and related equipment136,213 127,794 Computers and related equipment70,641 104,514 
Furniture and fixturesFurniture and fixtures58,212 56,269 Furniture and fixtures32,601 58,143 
SubtotalSubtotal$392,144 $366,962 Subtotal$200,242 $347,082 
Less accumulated depreciation and amortizationLess accumulated depreciation and amortization(260,767)(233,860)Less accumulated depreciation and amortization(114,135)(266,239)
Property, equipment and leasehold improvements, netProperty, equipment and leasehold improvements, net$131,377 $133,102 Property, equipment and leasehold improvements, net$86,107 $80,843 
Depreciation expense was $30.4$18.1 million, $32.2$24.3 million and $35.4$30.4 million for fiscal years2023, 2022 and 2021, 2020respectively.
During fiscal 2023 and 2019, respectively.2022, we incurred impairment charges of $3.6 million and $30.7 million, respectively, for PPE related to vacating certain leased office space. The impairment charges are included within Asset impairments in the Consolidated Statements of Income. Refer to Note 4, Fair Value Measures, for more information on the PPE impairment methodology.
During fiscal 2023, we disposed of fully depreciated assets that were no longer in use and derecognized these assets and related accumulated depreciation from the Consolidated Balance Sheets.
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9.8. GOODWILL
Changes in the carrying amount of goodwill by segment for fiscalthe years ended August 31, 20212023 and 20202022 are as follows:
(in thousands)AmericasEMEAAsia PacificTotal
Balance at August 31, 2019$386,195 $296,459 $3,075 $685,729 
Foreign currency translations— 23,968 23,974 
Balance at August 31, 2020$386,195 $320,427 $3,081 $709,703 
Acquisitions43,893 — — 43,893 
Foreign currency translations— 723 (114)609 
Balance at August 31, 2021$430,088 $321,150 $2,967 $754,205 
Goodwill is not amortized as it is estimated to have an indefinite life. At least annually, we are required to test goodwill at the reporting unit level, which is consistent with our segments, for potential impairment, and, if impaired, write down to fair value based on the present value of discounted cash flows.
(in thousands)AmericasEMEAAsia PacificTotal
Balance at August 31, 2021$430,088 $321,150 $2,967 $754,205 
Acquisitions256,324 428 — 256,752 
Foreign currency translations— (44,491)(618)(45,109)
Balance at August 31, 2022$686,412 $277,087 $2,349 $965,848 
Acquisitions18,347 — — 18,347 
Foreign currency translations— 20,647 (106)20,541 
Balance at August 31, 2023$704,759 $297,734 $2,243 $1,004,736 
We performed our annual goodwill impairment test during the fourth quarter of fiscal 2021 utilizing2023 and 2022. During fiscal 2023, we utilized a quantitative analysis, electing to bypass the optional qualitative assessment, and concluded there was no impairment as the fair value of each of the Company's reporting units exceeding its carrying value. During fiscal 2022, we utilized a qualitative analysis consistent with the timing of previous years. Weand concluded there was no impairment as it was more likely than not that the fair value of each of our segmentsreporting units was greaternot less than its respective carrying value and 0 impairment charge was required.value.
10.9. INTANGIBLE ASSETS
Our identifiable intangible assets consist of acquired content databases, client relationships, acquired software technology, internally developed software, non-compete agreements and trade names resulting from previous acquisitions, which have been fully integrated into our operations. We amortize intangible assets on a straight linestraight-line basis over their estimated useful lives. The estimated useful life, gross carrying amounts and accumulated amortization totals related to our identifiable intangible assets are as follows:
August 31, 2021August 31, 2020August 31, 2023August 31, 2022
(in thousands, except useful lives)(in thousands, except useful lives)Estimated Useful Life (years)Gross Carrying AmountAccumulated AmortizationNet Carrying AmountGross Carrying AmountAccumulated AmortizationNet Carrying Amount(in thousands, except useful lives)Estimated Useful Life (years)Gross Carrying AmountAccumulated AmortizationNet Carrying AmountGross Carrying AmountAccumulated AmortizationNet Carrying Amount
ABA business processABA business process36$1,583,000 $65,958 $1,517,042 $1,583,000 $21,986 $1,561,014 
Client relationshipsClient relationships11 to 26265,315 68,701 196,614 263,163 55,405 207,758 
Developed technologyDeveloped technology3 to 5109,222 45,560 63,662 80,956 33,676 47,280 
Acquired databasesAcquired databases1546,000 4,600 41,400 46,000 1,533 44,467 
Software technologySoftware technology2 to 10142,395 108,702 33,693 122,363 96,567 25,796 
Data contentData content4 to 20$36,681 $26,835 $9,846 $35,872 $24,847 $11,025 Data content7 to 2035,021 28,508 6,513 32,305 24,973 7,332 
Client relationships8 to 18101,077 49,139 51,938 100,316 43,026 57,290 
Software technology3 to 9121,556 87,207 34,349 108,384 72,396 35,988 
Developed technology3 to 557,666 21,278 36,388 30,276 13,689 16,587 
Non-compete agreementsNon-compete agreements2 to 4— — — 1,388 1,355 33 Non-compete agreements4290 12 278 — — — 
Trade namesTrade names15 to 156,900 4,435 2,465 4,106 3,934 172 Trade names15— — — 6,693 4,431 2,262 
TotalTotal$323,880 $188,894 $134,986 $280,342 $159,247 $121,095 Total$2,181,243 $322,041 $1,859,202 $2,134,480 $238,571 $1,895,909 
The weighted average useful life of our intangible assets at August 31, 20212023 was 9.132.6 years. We assessAs described in Note 6, Acquisitions, we acquired several intangible assets for indicatorsas part of impairment on a quarterly basis, including an evaluationthe CGS acquisition. The weighted average useful life of our useful lives to determine if events and circumstances warrant a revision to the remaining period of amortization. If indicators of impairment are present, amortizable intangible assets are tested forat August 31, 2023, excluding those acquired from CGS, was 8.9 years.
During fiscal 2023 and 2022, we incurred impairment by comparingcharges of $7.9 million related to impairment of Developed technology and Trade names and $2.1 million related to Developed technology, respectively, which is included in Asset impairments in the carrying value to undiscounted cash flows and, if impaired, written down to fair value based on discounted cash flows. Consolidated Statements of Income. We havedid not identified a material impairment, noridentify a material change to the estimated remaining useful lives of our intangible assets during fiscal years 20212023 and 2020.2022. The intangible assets have no assigned residual values.
Amortization expense recorded for intangible assets was $31.5$87.3 million, $25.4$62.4 million, and $25.1$31.5 million during fiscal years2023, 2022, and 2021, 2020, and 2019 , respectively.
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As of August 31, 2021,2023, estimated intangible asset amortization expense for each of the next five years and thereafter are as follows:
Fiscal Year (in thousands)
Estimated Amortization Expense
2022$34,433 
202328,910 
202419,375 
202510,586 
20269,179 
Thereafter32,503 
Total$134,986 
(in thousands)Estimated Amortization Expense
Fiscal Years Ended August 31,
2024$91,788 
202585,673 
202679,453 
202766,007 
202863,462 
Thereafter1,472,819 
Total$1,859,202 

11.10. INCOME TAXES
We are subject to taxation in the United States and various foreign jurisdictions in which we conduct our business. Income tax expense is based on taxable income determined in accordance with current enacted laws and tax rates. Deferred income taxes are recorded for the temporary differences between the financial statement and the tax basesbasis of assets and liabilities using currently enacted tax rates.
Income Taxes Provision forand Components of Income Taxes
The provision for income taxes is as follows:
(in thousands)(in thousands)Years ended August 31,(in thousands)Years ended August 31,
202120202019202320222021
U.S. operationsU.S. operations$311,767 $280,283 $288,860 U.S. operations$382,702 $281,971 $311,767 
Non-U.S. operationsNon-U.S. operations155,850 146,851 133,105 Non-U.S. operations201,252 161,623 155,850 
Income before income taxesIncome before income taxes$467,617 $427,134 $421,965 Income before income taxes$583,954 $443,594 $467,617 
U.S. operationsU.S. operations$40,595 $31,926 $55,824 U.S. operations$54,337 $18,107 $40,595 
Non-U.S. operationsNon-U.S. operations27,432 22,270 13,351 Non-U.S. operations61,444 28,570 27,432 
Total provision for income taxesTotal provision for income taxes$68,027 $54,196 $69,175 Total provision for income taxes$115,781 $46,677 $68,027 
Effective tax rateEffective tax rate14.5 %12.7 %16.4 %Effective tax rate19.8 %10.5 %14.5 %










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The components of the provision for income taxes consist of the following:
(in thousands)(in thousands)Years ended August 31,(in thousands)Years ended August 31,
202120202019202320222021
CurrentCurrentCurrent
U.S. federalU.S. federal$26,734 $9,332 $35,688 U.S. federal$38,625 $12,766 $26,734 
U.S. state and localU.S. state and local13,894 8,034 18,389 U.S. state and local38,600 10,936 13,894 
Non-U.S.Non-U.S.32,001 27,640 17,376 Non-U.S.69,675 31,690 32,001 
Total current taxesTotal current taxes$72,629 $45,006 $71,453 Total current taxes$146,900 $55,392 $72,629 
DeferredDeferredDeferred
U.S. federalU.S. federal$1,031 $11,896 $1,813 U.S. federal$(17,235)$(4,722)$1,031 
U.S. state and localU.S. state and local(1,064)2,665 (217)U.S. state and local(5,652)(874)(1,064)
Non-U.S.Non-U.S.(4,569)(5,371)(3,874)Non-U.S.(8,232)(3,119)(4,569)
Total deferred taxesTotal deferred taxes$(4,602)$9,190 $(2,278)Total deferred taxes$(31,119)$(8,715)$(4,602)
Total provision for income taxesTotal provision for income taxes$68,027 $54,196 $69,175 Total provision for income taxes$115,781 $46,677 $68,027 
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TableOur effective tax rate is based on recurring factors and non-recurring events, including the taxation of Contents
foreign income. Our effective tax rate will vary based on, among other things, changes in levels of foreign income, as well as discrete and other non-recurring events that may not be predictable. events.
The provision for income taxes differs from the amount of income tax determined by applyingfollowing table presents a reconciliation between the U.S. statutory federalcorporate income tax rate and our effective tax rate:
 Years ended August 31,
(expressed as a percentage of income before income taxes)202320222021
Tax at U.S. Federal statutory tax rate21.0 %21.0 %21.0 %
Increase (decrease) in taxes resulting from:
State and local taxes, net of U.S. federal income tax benefit3.1 1.8 2.1 
Foreign income at other than U.S. rates(0.1)(1.2)(1.0)
Foreign derived intangible income ("FDII") deduction(1.6)(2.2)(1.9)
Income tax benefits from R&D tax credits(3.8)(4.1)(3.9)
Stock-based payments(2.2)(3.4)(2.2)
One-time adjustment(1)
3.8 — — 
Other, net(0.4)(1.4)0.4 
Effective tax rate19.8 %10.5 %14.5 %
(1) During fiscal 2023, we recorded an out-of-period adjustment related to income before income taxes as a resultreview and analysis of the following recurring factors and non-recurring events, including the taxation of foreign income:
 Years ended August 31, 
(expressed as a percentage of income before income taxes)202120202019
Tax at U.S. Federal statutory tax rate21.0 %21.0 %21.0 %
Increase (decrease) in taxes resulting from:
State and local taxes, net of U.S. federal income tax benefit2.1 3.1 4.0 
Foreign income at other than U.S. rates(1.0)(1.4)(1.4)

Foreign derived intangible income ("FDII") deduction(1.9)(1.8)(1.7)
Income tax benefits from R&D tax credits(3.9)(3.8)(3.5)
Share-based payments(2.2)(3.7)(3.2)
One-time transition tax from TCJA— — (0.4)(1)
Other, net0.4 (0.7)1.6 
Effective tax rate14.5 %12.7 %16.4 %
1.The enactment of the TCJA resultedcertain tax positions, resulting in a $3.4 millionone-time net benefit revision recorded during fiscal 2019 associated with finalizingcharge of $22.1 million. The adjustment related to the accounting for theof tax effectsbalance sheet accounts. All local, federal and foreign taxes payable have been paid in a timely manner, subject to normal audits of the TCJA during fiscal 2019.open years.


The fiscal 2021 provision for income taxes was $68.0 million, compared with $54.2 million in fiscal 2020, an increase
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Table of 25.5%. The increase was primarily due to net changes in jurisdictional pre-tax book income in fiscal 2021, compared with the same period in the prior year. Additionally, the increase was driven by a $4.4 million lower windfall tax benefit from stock-based compensation for fiscal 2021, compared with fiscal 2020, changes in tax rates in certain jurisdictions, and a lower benefit from finalizing prior year tax returns of $1.2 million. The increase was partially offset by the impact of the true-up of certain foreign deferred tax balances, and higher research and development tax credits.Contents
Due to the changes in taxation of undistributed foreign earnings under the TCJA, we will continue to analyze foreign subsidiary earnings, as well as global working capital requirements, and may repatriate earnings when the amounts are remitted substantially free of additional tax.
Deferred Tax Assets and Liabilities
The significant components of deferred tax assets recorded within the Consolidated Balance Sheets were as follows:
(in thousands)At August 31,
20212020
Deferred tax assets:
Lease Liabilities$55,416 $56,280 
Stock-based compensation22,847 16,341 
Unrealized tax loss on investment4,135 4,172 
Other11,199 8,840 
Total deferred tax assets$93,597 $85,633 
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The significant components of deferred taxand liabilities recorded within the Consolidated Balance Sheets were as follows:
(in thousands)(in thousands)At August 31,(in thousands)August 31,
2021202020232022
Deferred tax assets:Deferred tax assets:
Lease liabilitiesLease liabilities$55,608 $45,842 
Stock-based compensationStock-based compensation32,611 30,382 
Unrealized tax loss on investmentUnrealized tax loss on investment— 4,216 
Capitalization of R&D costsCapitalization of R&D costs58,709 — 
OtherOther21,701 19,943 
Total deferred tax assetsTotal deferred tax assets$168,629 $100,383 
Deferred tax liabilities:Deferred tax liabilities:Deferred tax liabilities:
Depreciation on property, equipment and leasehold improvementsDepreciation on property, equipment and leasehold improvements$17,133 $15,291 Depreciation on property, equipment and leasehold improvements$29,048 $19,855 
Purchased intangible assets, including acquired technologyPurchased intangible assets, including acquired technology44,773 43,088 Purchased intangible assets, including acquired technology84,102 57,098 
Lease right-of-use assetsLease right-of-use assets43,904 45,344 Lease right-of-use assets33,900 27,540 
OtherOther289 1,623 Other1,087 1,537 
Total deferred tax liabilitiesTotal deferred tax liabilities$106,099 $105,346 Total deferred tax liabilities$148,137 $106,030 
Total deferred tax assets (liabilities), netTotal deferred tax assets (liabilities), net$20,492 $(5,647)
At August 31, 2023, our pre-tax federal and state NOLs were approximately $27.1 million and $9.9 million, respectively. These carryforwards may be used to offset future taxable income. Our federal NOLs have various expiration dates, beginning August 31, 2036, with some federal NOLs having an unlimited carryforward, and our state NOLs have various expiration dates, beginning August 31, 2025. Utilization of the NOLs may be subject to an annual limitation due to the ownership limitations provided by the Internal Revenue Code of 1986, as amended (the “Code”), and similar state provisions. Any annual limitation may result in the expiration of net operating losses before utilization.
Unrecognized Tax PositionsBenefits
Applicable accounting guidance prescribes a comprehensive model for the financial statement recognition, measurement, classification and disclosure of uncertain tax positions that a company has taken or expects to take on a tax return. We recognize the financial effect of an income tax position only if it is more likely than not (greater than 50%) that the tax position will be sustained based on its technical merits of the tax position. Otherwise, no benefit or expense can be recognized in the Consolidated Financial Statements. The tax benefits recognized are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon effective settlement with a taxing authority. Additionally, we accrue interest on all tax exposures for which reserves have been established consistent with jurisdictional tax laws.
The determination of liabilities related to unrecognizeduncertain taxbenefits, including positions and associated interest and penalties requires significant estimates. Thereestimates and assumptions; as such, there can be no assurance that we will accurately predict the audit outcomes however, weof these audits. We have no reason to believe that such audits will result in the payment of additional taxes and/or penalties that would have a material adverse effect on our results of operations or financial position, beyond current estimates. For this reason and due to ongoing audits by multiple tax authorities, we will regularly engage in discussions and negotiations with tax authorities regarding tax matters in various jurisdictions. We adjust these reserves in light of changing facts and circumstances, such as the closing of a tax audit or the refinement of an estimate. To the extent that the final outcome of these matters is different than the amounts recorded, such differences will affect the provision for income taxes in the period in which such determination is made. We do not currently anticipate that the total amounts of unrecognized tax benefits will significantly change within the next 12 months.
We classify the liability for unrecognized tax benefits as Taxes Payable (non-current) and to the extent that we anticipate payment of cash within one year, the benefit will be classified as Taxes Payable (current). Additionally, we accrue interest on all tax exposures for which reserves have been established consistent with jurisdictional tax laws. This interest is classified as income tax expense in the financial statements. As of August 31, 2021, we had gross unrecognized tax benefits totaling $14.9 million, including $1.3 million of accrued interest, recorded as Taxes Payable (non-current) within the Consolidated Balance Sheets.
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The following table summarizes the changes in the balance of gross unrecognized tax benefits:
(in thousands)
Unrecognized income tax benefits atas of August 31, 2018$9,223 
Additions based on tax positions related to the current year3,133 
Additions for tax positions of prior years507 
Statute of limitations lapse(1,979)
Unrecognized income tax benefits at August 31, 2019$10,884 
Additions based on tax positions related to the current year3,533 
Release for tax positions of prior years(2,086)
Unrecognized income tax benefits at August 31, 2020$12,331 
Additions based on tax positions related to the current year4,259 
Release for tax positions of prior years(1,720)
Unrecognized income tax benefits atas of August 31, 2021(1)
$14,870 
Additions based on tax positions related to the current year7,959 
Release for tax positions of prior years(2,658)
Unrecognized tax benefits as of August 31, 2022(1)
$20,171 
Additions based on tax positions related to the current year4,372 
Release for tax positions of prior years(3,490)
Unrecognized tax benefits as of August 31, 2023(1)
$21,053 
(1) The unrecognized tax benefits include accrued interest of $1.6 million, $1.4 million and $1.3 million as of August 31, 2023, 2022 and 2021, respectively.
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We do not currently anticipate that the total amounts of unrecognized tax benefits will significantly change within the next 12 months. If our unrecognized tax benefits as of fiscal 2023, 2022, and 2021 were realized in a future period, this would result in a tax benefit of $19.1 million, $16.5 million and $14.9 million, respectively, which would affect the effective tax rate in a future period.
In the normal course of business, our tax filings are subject to audit by federal, state and foreign tax authorities. At August 31, 2021,2023, we remained subject to examination in the following majorsignificant tax jurisdictions for the taxfiscal years as indicated below:
Major Tax JurisdictionsOpen Tax Years
Significant Tax JurisdictionSignificant Tax JurisdictionOpen Tax Fiscal Years
U.S.U.S.U.S.
FederalFederal2018through2020Federal2019through2022
State (various)State (various)2018through2020State (various)2016through2022
EuropeEuropeEurope
United KingdomUnited Kingdom2018through2020United Kingdom2020through2022
FranceFrance2018through2020France2020through2022
GermanyGermany2017through2020Germany2019through2022
Undistributed Foreign Earnings

As of
August 31, 2023, we had approximately $204.0 million of undistributed foreign earnings. We permanently reinvest all foreign undistributed earnings, except in jurisdictions where earnings can be repatriated substantially free of tax. It is not practicable to determine the deferred tax liability that would be payable if these earnings were repatriated to the U.S.
Inflation Reduction Act of 2022
On August 16, 2022, the IRA was signed into law. The IRA contains several revisions to the Code effective for taxable years beginning after December 31, 2022, including a 15% minimum income tax on certain large corporations. We do not expect this revision to have a material impact on our Consolidated Financial Statements.
12.11. LEASES
On September 1, 2019, we adopted ASC 842,Our lease portfolio is primarily related to our office space, Leases ("ASC 842"). As part of this adoption, we elected to not recordunder various operating lease right-of-use assets or operating lease liabilities for leases with an initial term of 12 months or less. We elected the practical expedient not to separate lease components from non-lease components but, rather, to combine them into one single lease component, which we recognize over the expected term on a straight-line expense basis in occupancy costs (a component of SG&A expense).agreements. We review new arrangements at inception to evaluate whether we obtain substantially all the economic benefits of and have the right to control the use of an asset.
Our lease portfolio is primarily related to our office space, under various operating lease agreements. Our lease ROU assets and lease liabilities are recognized based on the present value of future minimum lease payments at lease commencement (which includes fixed lease payments and certain qualifying index-based variable payments) over the reasonably certain lease term.term, leveraging an estimated IBR. Certain adjustments to calculate our lease ROU assets may be required for items such asdue to prepayments, lease incentives received and initial direct costs paid or incentives received.incurred. We account for lease and non-lease components as a single lease component, which we recognize over the expected term on a straight-line expense basis in occupancy costs (a component of SG&A expense) in our Consolidated Statements of Income.
As of August 31, 20212023, we recognized $239.1$141.8 million of Lease right-of-useROU assets, net and $291.6$227.2 million of combined Current lease liabilities and Long-term lease liabilities in the Consolidated Balance Sheets. Such leases have a remaining lease term ranging from less than one year to just over 1412 years and did not include any renewal or termination options that were not yet reasonably certain to be exercised.
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The following table reconciles our future undiscounted cash flows related to our operating leases and the reconciliation to the combined Current lease liabilities and Long-term lease liabilities in the Consolidated Balance Sheets as of August 31, 2021:2023:
(in thousands)Minimum Lease
Payments
Fiscal Years Ended August 31,
2022$43,177 
202339,892 
202438,050 
202536,203 
202635,541 
Thereafter161,849 
Total354,712 
Imputed Interest63,156 
Present Value$291,556 
(in thousands)
(in thousands)Minimum Lease
Payments
Years Ended August 31,
2024$38,292 
202537,423 
202637,036 
202735,825 
202831,465 
Thereafter88,629 
Total$268,670 
Less: Imputed interest41,449 
Present value$227,221 
The following table includes the components of lease cost related to the operating leases were as follows:our occupancy costs in our Consolidated Statements of Income:
At August 31,
(in millions)
20212020
Operating lease cost1
$42.8 $43.0 
Variable lease cost2
$14.6 $17.9 
Years ended August 31,
(in thousands)
202320222021
Operating lease cost(1)
$32,330 $38,830 $42,846 
Variable lease cost(2)
$17,940 $11,542 $14,585 
1.(1) Operating lease costs includedinclude costs associated with fixed lease payments and index-based variable payments that qualified for lease accounting under ASC 842, Leases and complied with the practical expedients and exceptions elected by us.we elected.
2.(2) Variable lease costs were not included in the measurement of lease liabilities. These costs primarily included variable non-lease costs and leases that qualified for the short-term lease exception. Our variable non-lease costs includedinclude costs that were not fixed at the lease commencement date and are not dependent on an index or rate. These costs relate towere not included in the measurement of lease liabilities and primarily include variable non-lease costs, such as utilities, real estate taxes, insurance and maintenance.maintenance, as well as lease costs for those leases that qualified for the short-term lease exception.
The following table summarizes our lease term and discount rate assumptions related to the operating leases recorded on the Consolidated Balance Sheets:
At August 31,
20212020
Weighted average remaining lease term (in years)
9.410.1
Weighted average discount rate (IBR)
4.3 %4.2 %
August 31,
20232022
Weighted average remaining lease term (in years)
7.88.6
Weighted average discount rate (IBR)
4.5 %4.4 %
The following table summarizes supplemental cash flow information related to our operating leases:
At August 31,Years ended August 31,
(in millions)
20212020
(in thousands)
(in thousands)
202320222021
Cash paid for amounts included in the measurement of lease liabilitiesCash paid for amounts included in the measurement of lease liabilities$42.1 $39.7 Cash paid for amounts included in the measurement of lease liabilities$39,392 $43,032 $42,076 
Lease ROU assets obtained in exchange for lease liabilities(1)Lease ROU assets obtained in exchange for lease liabilities(1)$5.7 $43.7 Lease ROU assets obtained in exchange for lease liabilities(1)$16,934 $9,348 $6,355 
Reductions to ROU assets resulting from reductions to lease liabilities(2)
Reductions to ROU assets resulting from reductions to lease liabilities(2)
$(1,376)$(17,597)$(700)
(1) Primarily includes new lease arrangements entered into during the respective year and contract modifications that extend our lease terms and/or provide additional rights.
(2) Primarily relates to lease term reassessments based on contractual options to early terminate, resulting in a reduction to the lease liability and the corresponding lease ROU asset.

During fiscal 2023 and
2022, we incurred impairment charges of $14.4 million and $31.5 million, respectively, related to our lease ROU assets associated with vacating certain leased office space, which are included in Asset impairments in the Consolidated Statements of Income. Refer to Note 4, Fair Value Measures, for more information on the lease ROU assets impairment methodology.
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13.12. DEBT
We elected not to carry our Long-term debt at fair value. The carrying value of our debt is net of related unamortized discounts and debt issuance costs. Our total debt obligations as of August 31, 2023 and August 31, 2022 consisted of the following:
(in thousands)Issuance DateContractual Maturity DateAugust 31, 2023August 31, 2022
2022 Credit Agreement
2022 Term Facility3/1/20223/1/2025$375,000 $750,000 
2022 Revolving Facility3/1/20223/1/2027250,000 250,000 
Senior Notes
2027 Notes3/1/20223/1/2027500,000 500,000 
2032 Notes3/1/20223/1/2032500,000 500,000 
Total unamortized discounts and debt issuance costs(12,300)(17,576)
Total Long-term debt$1,612,700 $1,982,424 
As of August 31, 2023, annual maturities on our total debt obligations, based on contract maturity, were as follows:
(in thousands)
Maturities
Years Ended August 31,
2024$— 
2025375,000 
2026— 
2027750,000 
2028— 
Thereafter500,000 
Total$1,625,000 
2022 Credit Agreement
On March 1, 2022, we entered into a credit agreement (the "2022 Credit Agreement") and borrowed an aggregate principal amount of $1.0 billion under its senior unsecured term loan credit facility (the "2022 Term Facility") and $250.0 million of the available $500.0 million under its senior unsecured revolving credit facility (the "2022 Revolving Facility" and, together with the 2022 Term Facility, the “2022 Credit Facilities”). The 2022 Term Facility matures on March 1, 2025, and the 2022 Revolving Facility matures on March 1, 2027. The 2022 Revolving Facility allows for the availability of up to $100.0 million in the form of letters of credit and up to $50.0 million in the form of swingline loans. We may seek additional commitments under the 2022 Revolving Facility from lenders or other financial institutions up to an aggregate principal amount of $750.0 million.
We pay a commitment fee on the daily unused amount of the 2022 Revolving Facility using a pricing grid based on our senior unsecured non-credit enhanced long-term debt rating and our total leverage ratio. The commitment fee remained consistent at 0.125% from the borrowing date through August 31, 2023.
We used these borrowings, along with the net proceeds from the issuance of the Senior Notes (as defined below) and cash on hand, to finance the consideration for the CGS acquisition, to repay borrowings under the 2019 Credit Agreement (as defined below) and to pay related transaction fees, costs and expenses.
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(in thousands)At August 31,
20212020
2019 Revolving Credit Facility$575,000 $575,000 
2019 Revolving Credit Facility debt issuance costs(465)(646)
Long-term debt$574,535 $574,354 
During fiscal 2022, we incurred approximately $9.5 million in debt issuance costs related to the 2022 Credit Facilities. Debt issuance costs are presented in the Consolidated Balance Sheets as a direct deduction from the carrying amount of the debt liability. Debt issuance costs are amortized to Interest expense in the Consolidated Statements of Income on a straight-line basis over the contractual term of the debt, which approximates the effective interest method.
We may voluntarily prepay loans under the 2022 Credit Facilities at any time without premium or penalty. During fiscal 2023, we repaid $375.0 million under the 2022 Term Facility, inclusive of voluntary prepayments of $325.0 million. Since loan inception on March 1, 2022, we have repaid $625.0 million under the 2022 Term Facility, inclusive of voluntary prepayments of $562.5 million.
As of August 31, 2023, the outstanding borrowings under the 2022 Credit Facilities bore interest at a rate equal to the applicable one-month Term SOFR rate plus a 1.1% spread (comprised of a 1.0% interest rate margin based on a debt leverage pricing grid plus a 0.1% credit spread adjustment). The spread remained consistent from the borrowing date through August 31, 2023. Interest on the 2022 Credit Facilities is currently payable on the last business day of each month, in arrears.
The 2022 Credit Agreement contains usual and customary event of default provisions for facilities of this type, which are subject to usual and customary grace periods and materiality thresholds. If an event of default occurs under the 2022 Credit Agreement, the lenders may, among other things, terminate their commitments and declare all outstanding borrowings immediately due and payable.
The 2022 Credit Agreement contains usual and customary affirmative and negative covenants for facilities of this type, including a financial covenant requiring maintenance of a total leverage ratio of no greater than 3.75 to 1.00 as of August 31, 2023. We were in compliance with all covenants and requirements of the 2022 Credit Agreement as of August 31, 2023.
Swap Agreements
On March 5, 2020, we entered into the 2020 Swap Agreement to hedge a portion of our then outstanding floating LIBOR rate debt with a fixed interest rate of 0.7995%. On March 1, 2022, we terminated the 2020 Swap Agreement and concurrently entered into the 2022 Swap Agreement to hedge a portion of our outstanding floating SOFR rate debt with a fixed interest rate of 1.162%. Effective December 30, 2022, we apportioned the then outstanding notional amount of the 2022 Swap Agreement between two counterparties. Refer to Note 5, Derivative Instruments for further discussion of the 2020 Swap Agreement and 2022 Swap Agreement.
Senior Notes
On March 1, 2022 we completed a public offering of $500.0 million aggregate principal amount of 2.900% Senior Notes due March 1, 2027 (the “2027 Notes”) and $500.0 million aggregate principal amount of 3.450% Senior Notes due March 1, 2032 (the “2032 Notes” and, together with the 2027 Notes, the “Senior Notes”). The Senior Notes were issued pursuant to an indenture, dated as of March 1, 2022, by and between us and U.S. Bank Trust Company, National Association, as trustee (the "Trustee"), as supplemented by the supplemental indenture, dated as of March 1, 2022, between us and the Trustee (the "Supplemental Indenture").
The Senior Notes were issued at an aggregate discount of $2.8 million and we incurred approximately $9.1 million in debt issuance costs. Debt discounts and debt issuance costs are presented in the Consolidated Balance Sheets as a net direct deduction from the carrying amount of the debt liability. The debt discounts and debt issuance costs are amortized to Interest expense in the Consolidated Statements of Income over the contractual term of the debt, leveraging the effective interest method.
Interest on the Senior Notes is payable semiannually in arrears on March 1 and September 1 of each year, with the first payment made on September 1, 2022.
We may redeem the Senior Notes, in whole or in part, at any time at specified redemption prices, plus any accrued and unpaid interest. Upon the occurrence of a change of control triggering event (as defined in the Supplemental Indenture), we must offer to repurchase the Senior Notes at 101% of their principal amount, plus any accrued and unpaid interest.
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2019 Credit Agreement
On March 29, 2019, we entered into a credit agreement as the borrower, with PNC Bank, National Association ("PNC"), as the administrative agent and lender (the "2019 Credit Agreement"). The 2019 Credit Agreement provides for a $750.0 million revolving credit facility (the "2019 Revolving Credit Facility"). We may request borrowings under the 2019 Revolving Credit Facility until its maturity date of March 29, 2024. The 2019 Credit Agreement also allows us, subject to certain requirements, to arrange for additional borrowings with PNC for an aggregate amount up to $500.0 million, provided that any such request for additional borrowings must be in a minimum amount of $25.0 million.
We and borrowed $575.0 million of the available $750.0 million provided by the 2019revolving credit facility thereunder (the "2019 Revolving Credit Facility, resulting in $175.0 million available to be withdrawn. We are required to pay a commitment fee using a pricing grid currently at 0.10% based on the daily amount by which the available balance in the 2019 Revolving Credit Facility exceeds the borrowed amount. All outstanding loan amounts are reported as Long-term debt within the Consolidated Balance Sheets at August 31, 2021. The principal balance is payable in full on the maturity date.
Facility"). Borrowings under the 2019 Revolving Credit Facility bear interestbore interest on the outstanding principal amount at a rate equal to the daily LIBOR plus a spread using a debt leverage pricing grid, currently at 0.875%. During fiscal 2021grid. Interest on the amounts outstanding under the 2019 Revolving Credit Facility was payable quarterly, in arrears, and on the maturity date. We incurred approximately $0.9 million in debt issuance costs related to the 2019 Credit Agreement.
On March 1, 2022, we repaid in full and terminated the 2019 Credit Agreement and amortized the remaining related $0.4 million of capitalized debt issuance costs into Interest expense in the Consolidated Statements of Income.
Interest Expense
On March 1, 2022, the 2019 Revolving Credit Facility and 2020 we recordedSwap Agreement were both terminated and concurrently replaced with the 2022 Credit Facilities, Senior Notes and 2022 Swap Agreement. The following table presents the interest expense on our outstanding debt includingwhich is included in Interest expense in our Consolidated Statements of Income:
Years Ended August 31,
(in thousands)
202320222021
Interest expense on outstanding debt(1)
$66,283 $35,152 $8,066 
(1) Interest expense on our outstanding debt includes the related amortization of debt issuance costs and debt discounts, net of the effects of the related interest rate swap agreementagreements.
Including the related amortization of $8.1 milliondebt issuance costs and $12.9 million, respectively. Includingdebt discounts, net of the effects of the related interest rate swap agreement, the year-to-date weighted average interest rate on amounts outstanding under our 2019 Revolving Credit Facilityoutstanding debt was 1.38%3.44% and 2.20%2.02% as of August 31, 20212023 and August 31, 2020,2022, respectively. Refer to Note 6, 5, Derivative Instruments for further discussion on the interest rate swap agreement. Interest on the loan outstanding under the 2019 Revolving Credit Facility is payable quarterly, in arrears, and on the maturity date.
During fiscal 2019, we incurred approximately $0.9 million in debt issuance costs related to the 2019 Credit Agreement. These costs were capitalized as debt issuance costs and are amortized into interest expense ratably over the term of the 2019 Credit2020 Swap Agreement and 2022 Swap Agreement.
The 2019 Credit Agreement contains covenants and requirements restricting certain of our activities, which are usual and customary for this type of loan. In addition, the 2019 Credit Agreement requires that we maintain a consolidated net leverage ratio, as measured by total net funded debt/EBITDA (as defined in the 2019 Credit Agreement) below a specified level as of the end of each fiscal quarter. We were in compliance with all covenants and requirements within the 2019 Credit Agreement as of August 31, 2021.
14.13. COMMITMENTS AND CONTINGENCIES
Commitments represent obligations, such as those for future purchases of goods or services that are not yet recorded on the balance sheet as liabilities. We record liabilities for commitments when incurred (i.e., when the goods or services are received).
We accrue non-income-tax liabilities for contingencies when we believe that a loss is probable and the amount can be reasonably estimated. Judgment is required to determine both the probability and the estimated amount of loss. If the reasonable estimate of a probable loss is a range, we record the most probable estimate of the loss or the minimum amount when no amount within the range is a better estimate than any other amount. We review accruals on a quarterly basis and adjust, as necessary, to reflect the impact of negotiations, settlements, rulings, advice of legal counsel and other current information. Contingent gains are recognized only when realized.
Uncertain income tax positions are accounted for in accordance with applicable accounting guidance, refer to Note 10, Income Taxes for further details.
Purchase Commitments with Suppliers and Vendors
Purchase obligations represent payments due in future periods in respect of commitmentsour legally-binding agreements to our various data vendors as well as commitments to purchase goods and services. These purchase commitments are agreements that are enforceable and legally binding on us, and they specify all significant terms, including: fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction.at determinable prices. As of August 31, 20212023 and 2020,2022, we had total purchase commitmentsobligations with suppliers of $191.9$362.2 million and $226.0$373.9 million, respectively. Our total purchase obligations as of August 31, 2023 and 2022 primarily related to hosting services, acquisition of data and, to a lesser extent, third-party software providers. Hosting services support our hybrid cloud strategy, the majority of which rely on third-party hosting providers. Data is an integral component of the value we provide to our clients, and our commitments to third-party software providers mainly include internal-use software licenses.
We also have contractual obligations related to our lease liabilities and outstanding debt. Refer to Note 12,11, Leases and Note 13,12, Debt, for information regarding lease commitments and outstanding debt obligations, respectively.
Capital Commitments
As of August 31, 2023 and 2022, we had outstanding capital commitments related to an investment of $0.7 million and $1.1 million, respectively.
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Letters of Credit
From time to time, we are required to obtain letters of credit in the ordinary course of business. As of August 31, 20212023 and 2022, we had approximately $2.8$0.6 million and $0.5 million of standby letters of credit outstanding. These standbyoutstanding, respectively. No liabilities related to these arrangements are reflected in the Consolidated Balance Sheets.
Our 2022 Revolving Facility allows for the availability of up to $100.0 million in the form of letters of credit, utilize the same covenants included in the 2019 Credit Agreement.which were unused as of both August 31, 2023 and August 31, 2022. Refer to Note 13,12, Debt, for more information on these covenants.regarding the 2022 Revolving Facility.
Contingencies
Legal Matters
We are engaged in various legal proceedings, claims and litigation that have arisen in the ordinary course of business. The outcome of all the matters against us are subject to future resolution, including the uncertainties of litigation. Based on information available at August 31, 2023, our management believes that the ultimate outcome of these unresolved matters against us, individually or in the aggregate, will not have a material adverse effect on our consolidated financial position, our results of operations or our cash flows.
Income Taxes
Uncertain income tax positionsAs a multinational company operating in many states and countries, we are accounted for in accordance with applicable accounting guidance, refer to Note 11, Income Taxes for further details. We are currently under auditroutinely audited by taxvarious taxing authorities and have reserved for potential adjustments to our provision for income taxes that may result from examinations by, or any negotiated settlements with, these tax authorities. We believe that the final outcome of these examinations or settlements will not have a material effect on our consolidated financial position, results of operations noror our cash flows. If events occur which indicate payment of these amounts is unnecessary, the reversal of the liabilities would result in the recognition of tax benefits in the period we determine the liabilities are no longer necessary. If our estimates of the federal, state and foreign income tax liabilities are less than the ultimate assessment, additional expense would result.
Legal Matters
We accrue non-income-tax liabilities for contingencies when management believes that a loss is probable, and the amounts can be reasonably estimated. Contingent gains are recognized only when realized. We are engaged in various legal proceedings, claims and litigation that have arisen in the ordinary course of business, including employment matters, commercial and intellectual property litigation. The outcome of all the matters against us are subject to future resolution, including the uncertainties of litigation. Based on information available at August 31, 2021, our management believes that the ultimate outcome of these unresolved matters against us, individually or in the aggregate, will not have a material adverse effect on our consolidated financial position, our results of operations or our cash flows.
Sales Tax Matters
On August 8, 2019, we received a Notice of Intent to Assess (the "First Notice") additional sales taxes, interest and underpayment penalties (the “Sales Taxes”) from the Commonwealth of Massachusetts Department of Revenue (the "Commonwealth") relating to the tax periods from January 1, 2006 through December 31, 2013. On July 20, 2021, we received a Notice of Intent to Assess (the "Second Notice", cumulatively with the First Notice, the "Notices") additional sales taxes, interest and underpayment penaltiesSales Taxes from the Commonwealth relating to the tax periods from January 1, 2014 through December 31, 2018. Based upon the Notices, it is the Commonwealth's intention to assess sales tax, interest and underpayment penalties on previously recorded sales transactions. We have filed an appeal to the Notices and intend to contest any such assessment, if assessed. We continue to cooperate with the Commonwealth's inquiry with respect to the Notices.
On August 10, 2021,December 29, 2022, we received a letterNotice of Intent to Assess (the “Letter”“Third Notice"; cumulatively with the First and Second Notices, the “Notices”) additional Sales Taxes from the Commonwealth relating to the tax periods from January 1, 2019 through June 30, 2021, requesting additional sales information to determine if a notice of intent to assess should be issued to FactSet with respect to these tax periods. Based upon a preliminary review of the Letter, we believe the Commonwealth might seek to assess sales tax, interest and underpayment penalties on previously recorded sales transactions.2021. We are cooperatingrequested pre-assessment conferences with the Commonwealth's inquiry with respectDepartment of Revenue's Office of Appeals to the Letter.
Due to the uncertainty surrounding the assessment process for bothappeal the Notices and on May 24, 2023, we received a Letter of Determination from the Commonwealth upholding the Notices, along with a Notice of Assessment for all the periods covered by the Notices. On June 22, 2023, we filed an Application for Abatement with the Commonwealth disputing all amounts assessed, which was subsequently denied. We are unablefiling petitions with the Appellate Tax Board to reasonably estimateappeal all amounts assessed by the ultimate outcome of these mattersCommonwealth and as such, have not recorded a liability for any of these matters as of August 31, 2021. We believe that we will ultimately prevail if we are presented with a formal assessment for any of these matters;prevail; however, if we do not prevail, the amount of any assessmentthese assessments could have a material impact on our consolidated financial position, results of operations and cash flows.
We have concluded that some payment to the Commonwealth is probable. We have recorded an accrual which is not material to our consolidated financial statements. While we believe that the assumptions and estimates used to determine the accrual are reasonable, future developments could result in adjustments being made to this accrual.
Indemnifications
As permitted or required under Delaware law and to the maximum extent allowable under that law, we have certain obligations to indemnify each of our current and former officers and directors for certain events or occurrences while the officer or director is, or was, serving at our request in such capacity. These indemnification obligations are valid as long as the director or officer acted in good faith and in a manner the person reasonably believed to be in, or not opposed to, the best interests of FactSet, and, with respect to any criminal action or proceeding, had no reasonable cause to believe his or her conduct was unlawful. TheIt is not possible to determine the maximum potential amount of future payments we could be required to makefor claims made under thesethe indemnification obligations is unlimited;due to the unique set of facts and circumstances likely to be involved in each particular claim and indemnification provision; however, we have purchased a director and officer insurance policy that we believe mitigates our exposure and may enable us
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future amounts paid. We do not believe, the estimated fair value of thesebased on historical experience and information currently available, that it is probable that any material amounts will be required to be paid under such indemnification obligations is immaterial.obligations.
15.14. STOCKHOLDERS’ EQUITY
SharesShare Repurchases
(in thousands, except share data)Years ended August 31,
202320222021
Repurchases of common stock under the share repurchase program(1)
430,350 46,200 797,385 
Total cost of shares repurchased(1)(2)
$176,720 $18,639 $264,702 
(1) Amounts do not include the fiscal 2023, 2022 and 2021 repurchases of common stock outstanding were as follows:
(in thousands)Years ended August 31,
202120202019
Balance, beginning of year at September 1, 2020, 2019 and 2018, respectively38,030 38,118 38,193 
Common stock issued for employee stock plans395 663 839 
Repurchase of common stock from employees(1)
(13)(12)(32)
Repurchase of common stock under the share repurchase program(797)(739)(882)
Balance, end of year at August 31, 2021, 2020, and 2019 respectively37,615 38,030 38,118 
(1)For fiscal years 2021, 202032,444 shares ($13.7 million), 14,489 shares ($6.2 million) and 2019, we repurchased 12,932 11,945 and 31,644 shares or $4.3 million, $3.5 million and $7.2 million,($4.3 million) of common stock, respectively, primarily to satisfy tax withholding obligations due upon the vesting of stock-based awards.
Share Repurchase Program(2) For fiscal 2023, amount excludes a 1% excise tax of $0.9 million on corporate stock repurchases required under the IRA for publicly traded U.S. corporations after December 31, 2022.
Under our share repurchase program, weWe may repurchase shares of our common stock under our share repurchase program from time-to-time in the open market and via privately negotiated transactions, subject to market conditions. ForWe suspended our share repurchase program beginning in the year ended August 31, 2021, wesecond quarter of fiscal 2022, with the exception of potential minor repurchases to offset dilution from grants of equity awards or repurchases to satisfy withholding tax obligations due upon the vesting of stock-based awards, to prioritize the repayment of debt under the 2022 Credit Facilities. We resumed our share repurchase program in the third quarter of fiscal 2023.
There is no defined number of shares to be repurchased 0.8 million shares for $264.7 million compared with 0.7 million shares for $199.6 million forover a specified timeframe through the year ended August 31, 2020.
On March 23, 2021,life of our Board of Directors approved a $205.6 million increase to our existing share repurchase program. As of August 31, 2021, a total of $199.92023, we had $4.5 million remained authorized under our share repurchase program for future share repurchases, under this program. It is expected thatwhich was not available for use after August 31, 2023. On June 20, 2023, our Board of Directors authorized up to $300.0 million for share repurchases will be paid using existing and future cash generated by operations.on or after September 1, 2023.
Equity-based Awards
Refer to Note 16, Stock-Based Compensation for more information on equity awards issued during fiscal 2021 through fiscal 2023.
Restricted Stock
Restricted stock awards entitle the holders to receive shares of common stock as the awards vest over time. For the year ended August 31, 2021, 34,607 shares of previously granted restricted stock vested and were included in common stock outstanding as of August 31, 2021 (recorded net of 12,932 shares repurchased from employees at a cost of $4.3 million to cover their cost of taxes upon vesting of the restricted stock). For the year ended August 31, 2020, 32,996 shares of previously granted restricted stock vested and were included in common stock outstanding as of August 31, 2020 (recorded net of 11,945 shares repurchased from employees at a cost of $3.5 million to cover their cost of taxes upon vesting of the restricted stock).
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Dividends
Our Board of Directors declared dividends onapproved the following dividends:
Year EndedDividends per
Share of
Common Stock
Record Date
Total Amount
(in thousands)
Payment Date
Fiscal 2023
First Quarter$0.89 November 30, 2022$34,010 December 15, 2022
Second Quarter$0.89 February 28, 202334,099 March 16, 2023
Third Quarter$0.98 May 31, 202337,442 June 15, 2023
Fourth Quarter$0.98 August 31, 202337,265 September 21, 2023
Total Dividends$142,816 
Fiscal 2022
First Quarter$0.82 November 30, 2021$30,973 December 16, 2021
Second Quarter$0.82 February 28, 202231,065 March 17, 2022
Third Quarter$0.89 May 31, 202233,795 June 16, 2022
Fourth Quarter$0.89 August 31, 202233,860 September 15, 2022
Total Dividends$129,693 
Fiscal 2021
First Quarter$0.77 November 30, 202029,266 December 17, 2020
Second Quarter$0.77 February 26, 202129,141 March 18, 2021
Third Quarter$0.82 May 31, 202130,972 June 17, 2021
Fourth Quarter$0.82 August 31, 202130,845 September 16, 2021
Total Dividends$120,224 
In the third quarter of fiscal 2023, our common stock forBoard of Directors approved a 10% increase in the full years ended August 31, 2021 and August 31, 2020 as follows:
Year EndedDividends per
Share of
Common Stock
Record Date
Total amount
(in thousands)
Payment Date
Fiscal 2021
First Quarter$0.77 November 30, 2020$29,266 December 17, 2020
Second Quarter$0.77 February 26, 2021$29,141 March 18, 2021
Third Quarter$0.82 May 31, 2021$30,972 June 17, 2021
Fourth Quarter$0.82 August 31, 2021$30,845 September 16, 2021
Fiscal 2020
First Quarter$0.72 November 29, 2019$27,291 December 19, 2019
Second Quarter$0.72 February 28, 2020$27,251 March 19, 2020
Third Quarter$0.77 May 29, 2020$29,188 June 18, 2020
Fourth Quarter$0.77 August 31, 2020$29,283 September 17, 2020
regular quarterly dividend from $0.89 to $0.98 per share. Future cash dividend payments will depend on our earnings, capital requirements, financial condition and other factors considered relevant by us and are subject to final determination by our Board of Directors.
On May 5, 2021, our Board of Directors approved a 6.5% increase in the regular quarterly dividend from $0.77 to $0.82 per share.
Accumulated Other Comprehensive Loss
The components of AOCL are as follows:
(in thousands)August 31, 2021August 31, 2020
Accumulated unrealized losses on cash flow hedges, net of tax$(2,095)$(1,591)
Accumulated foreign currency translation adjustments(36,867)(37,702)
Total AOCL$(38,962)$(39,293)

(in thousands)August 31, 2023August 31, 2022
Accumulated unrealized gains (losses) on cash flow hedges, net of tax$2,880 $3,149 
Accumulated foreign currency translation adjustments(90,021)(111,532)
Total AOCL$(87,141)$(108,383)
16.15. EARNINGS PER SHARE
Basic earnings per common share ("Basic EPS") is computed by dividing net income by the number of weighted average common shares outstanding during the year. Diluted earnings per common share ("Diluted EPS") is computed using the treasury stock method, by dividing net income by the cumulative weighted average common shares that are outstanding or are issuable upon the exercise of outstanding stock-based compensation awards during the year. Stock-based compensation awards that are out-of-the-money and PSUs in which the performance criteria have not been met as of the end of the respective fiscal year are omitted from the calculation of Diluted EPS.
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A reconciliation of the weighted average shares outstanding used in the basicBasic EPS and diluted earnings per share ("EPS") computations.Diluted EPS computation is as follows:
Twelve Months Ended
August 31,
(in thousands, except per share data))202120202019
Numerator
Net income used for calculating basic and diluted income per share$399,590 $372,938 $352,790 
Denominator
Weighted average common shares used in the calculation of basic income per share37,856 37,936 38,144 
Common stock equivalents associated with stock-based compensation plan714 710 729 
Shares used in the calculation of diluted income per share38,570 38,646 38,873 
Basic income per share$10.56 $9.83 $9.25 
Diluted income per share$10.36 $9.65 $9.08 
Years Ended August 31,
(in thousands, except per share data)202320222021
Numerator
Net income used for calculating Basic EPS and Diluted EPS$468,173 $396,917 $399,590 
Denominator
Weighted average common shares used in the calculation of Basic EPS38,194 37,864 37,856 
Common stock equivalents associated with stock-based compensation plan(1)
704 872 714 
Shares used in the calculation of Diluted EPS38,898 38,736 38,570 
Basic EPS$12.26 $10.48 $10.56 
Diluted EPS$12.04 $10.25 $10.36 
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(1) Dilutive potential common shares consist of stock options and unvested performance-based awards. There were 1,750 stock options excluded from the calculation of diluted EPS as of August 31, 2021 and 2020, because their inclusion would have been anti-dilutive.
Performance-based awards are omitted from the calculation of diluted EPS until it is determined that the performance criteria has been met at the end of the reporting period.PSUs. As of August 31, 2023, 2022 and 2021, there were 68,990 performance-based awardswe excluded a respective 566,173, 329,189 and 1,750 common stock equivalents related to stock options from theour calculation of dilutedDiluted EPS. As of August 31, 2020 there were 35,666 performance-based awards2023, 2022 and 2021, we excluded a respective 59,478, 60,725 and 68,990 common stock equivalents related to PSUs from theour calculation of dilutedDiluted EPS.
17.16. STOCK-BASED COMPENSATION
We measure and recognize stock-based compensation for all stock-based awards granted to our employees and non-employee directors based on their estimated grant date fair value. We recognized total stock-based compensation expense of $45.1$62.0 million, $36.6$56.0 million and $32.4$45.1 million in fiscal 2023, 2022 and 2021, 2020respectively. There was no stock-based compensation capitalized as of August 31, 2023 and 2019, respectively.2022. As of August 31, 2021, $89.82023, $114.5 million of total unrecognized compensation expense related to non-vested stock-based awards is expected to be recognized over a weighted average vesting period of 2.9 years. There was no stock-based compensation capitalized as
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Stock Option Awards
A summary of stock option activity is as follows:
Number OutstandingWeighted Average
Exercise Price Per Share
Aggregate Intrinsic ValueWeighted Average Remaining Contractual Life (years)
Outstanding as of August 31, 20183,143 $153.05 
Granted – non-performance-based482 $224.35 
Granted – non-employee Directors grant20 $207.88 
Exercised(705)$137.61 
Forfeited(416)$170.54 
Outstanding as of August 31, 20192,524 $168.50 
Granted – non-performance-based424 $256.43 
Granted – non-employee Directors grant16 $271.51 
Exercised(588)$145.54 
Forfeited(122)$218.36 
Outstanding as of August 31, 20202,254 $189.32 
Granted – non-performance-based418 $317.17 
Granted – non-employee Directors grant12 $318.20 
Exercised(322)$166.36 
Forfeited(85)$237.23 
Outstanding as of August 31, 20212,277 $214.89 $161.9 6.4
Options vested and exercisable as of August 31, 20211,019 $170.25 $214.0 4.9
Options expected to vest as of August 31, 20211,148 $248.91 $150.8 7.6
Number Outstanding (thousands)
Weighted Average
Exercise Price Per Share
Weighted Average Grant Date Fair Value
Aggregate Intrinsic Value (millions)(1)
Weighted Average Remaining Contractual Life (years)
Outstanding as of August 31, 20202,254 $189.32 
Granted – employees418 $317.17 $78.31 
Granted – non-employee directors12 $318.20 $82.01 
Exercised(2)
(322)$166.36 
Forfeited(85)$237.23 
Outstanding as of August 31, 20212,277 $214.89 
Granted – employees348 $433.09 $103.49 
Granted – non-employee directors$428.71 $109.11 
Exercised(2)
(414)$178.57 
Forfeited(128)$301.05 
Outstanding as of August 31, 20222,089 $253.85 
Granted – employees268 $426.22 $125.57 
Granted – non-employee directors$428.70 $128.84 
Exercised(2)
(318)$181.67 
Forfeited(56)$373.04 
Outstanding as of August 31, 20231,988 (3)$285.95 $268.8 6.0
Options vested and exercisable as of August 31, 20231,076 $221.45 $231.3 4.5
Options expected to vest as of August 31, 2023839 $358.37 $65.5 7.6
(1)The aggregate intrinsic value represents the difference between our closing stock price as of August 31, 20212023 of $380.22$436.41 and the exercise price, multiplied by the number of options exercisable as of that date.
(2)The total pre-tax intrinsic value of stock options exercised during fiscal 2023, 2022 and 2021 2020was $77.5 million, $104.1 million and 2019 was $54.3 million, $85.0respectively.
(3)As of August 31, 2023, a total of 1,987,662 shares underlying the stock option awards were unvested and outstanding, which results in unamortized stock-based compensation of $59.1 million and $73.0 million, respectively.
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Employee Stock Option Awards
During the twelve months ended August 31, 2021, weStock options are granted 417,546 stock optionsto our employees under the FactSet Research Systems Inc. Stock Option and Award Plan as Amended and Restated (the "LTIP") with a. The majority of our employee stock options granted under the LTIP for fiscal 2021 through fiscal 2023 relate to our annual grants on November 1, 2022, November 1, 2021 and November 9, 2020.
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The following table includes the weighted average exercise priceinputs to the binomial model to estimate the grant-date fair value of $317.17 to existing employeesthe employee stock options granted:

202320222021
Stock options granted(1)
268,185348,458417,546
Risk-free interest rate3.37% - 5.05%0.07% - 2.99%0.04% - 1.67%
Expected life (years)6.66.97.1
Expected volatility24% - 25%24% - 25%26% - 27%
Dividend yield0.83 %0.86 %0.12 %
Weighted average grant date fair value$125.57$103.49$78.31
Weighted average exercise price$426.22$433.09$317.17
(1) Includes the annual employee grant on November 1, 2022, November 1, 2021 and November 9, 2020 of FactSet, using the lattice-binomial option-pricing model.266,051, 292,377 and 408,093 stock options, respectively. The majority of the stock options granted, during the twelve months ended August 31, 2021 are related toincluding the annual employee grant on November 9, 2020 under the LTIP. The stock option awards granted on November 9, 2020grants, vest 20% annually on the anniversary date of the grant and are fully vested after five years, expiring ten years from the date of grant.
EmployeeRestricted Stock Option Fair Value DeterminationsAwards
We utilize the lattice-binomial option-pricing model ("binomial model")refer to estimate the fair valueRSUs and PSUs, collectively, as "Restricted Stock Awards". A summary of new employee stock option grants. The binomial modelRestricted Stock Award activity is affected by our stock price, as well as, assumptions regarding several variables, which nclude, but are not limited to our expected stock price volatility over the term of the awards, interest rates, option forfeitures and employee stock option exercise behaviors, to determine the grant date stock option award fair value.follows:
The weighted average estimated fair value of employee stock options granted during fiscal 2021, 2020 and 2019 was determined using the binomial model with the following weighted average assumptions:
(in thousands, except per award data)Number OutstandingWeighted Average Grant
Date Fair Value Per Award
Balance at August 31, 2020146 $231.55 
Granted - employee Restricted Stock Awards(1)
99 $312.86 
Vested - employee RSUs(35)$208.67 
Forfeited
(13)$267.23 
Balance at August 31, 2021197 $274.10 
Granted - employee Restricted Stock Awards(1)
103 $418.16 
Granted - non-employee directors RSUs
$425.29 
Vested - employee Restricted Stock Awards(40)$242.87 
Forfeited(29)$323.16 
Balance at August 31, 2022233 $338.87 
Granted - employee Restricted Stock Awards(1)
97 $416.58 
Performance adjustment - employee PSUs(2)
$245.67 
Granted - non-employee directors RSUs
$425.06 
Vested - Restricted Stock Awards(83)$291.80 
Forfeited(14)$369.71 
Balance at August 31, 2023244 (3)$381.15 
(Weighted average assumptions)(1)
202120202019
Term structure of risk-free interest rate0.04 %1.67%0.10 %1.79%1.28 %3.14%
Expected life (years)7.17.17.27.27.17.1
Term structure of volatility26 %27%25 %25%18 %29%
Dividend yield0.12%1.09%1.15%
Weighted average estimated fair value$78.31$60.33$57.12
Weighted average exercise price$317.17$256.43$224.35
Fair value as a percentage of exercise price24.7%23.5%25.5%
During fiscal 2023, 2022 and 2021, we granted 63,009 RSUs and 34,482 PSUs; 71,978 RSUs and 30,704 PSUs; and 62,960 RSUs and 36,424 PSUs, respectively.
The risk-free interest rate assumption for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. Expected volatility is based on a combination of historical volatility of our stock and implied volatilities of publicly traded options to buy FactSet common stock with contractual terms closest(2)During fiscal 2023, there were an additional 8,542 PSUs granted that related to the expected lifeachievement of options granted to employees. The approach to utilizespecified performance levels included in a mix of historical and implied volatility was based upon the availability of actively traded options on our stock and our assessment that a combination of implied volatility and historical volatility is best representative of future stock price trends. We use historical data to estimate option exercises and employee termination within the valuation model. The dividend yield assumption is based on our history and expectation of dividend payouts. The expected life of employee stock options represents the weighted average period the stock options are expected to remain outstanding and is a derived output of the binomial model. The binomial model estimates employees exercise behavior based on the option’s remaining vested life and the extent to which the option is in-the-money. The binomial model estimates the probability of exercise as a function of these two variables based on the entire history of exercises and cancellations of all past option grants made by us.2019 grant.
Non-Employee Directors' Stock Option Awards
The FactSet Research Systems Inc. Non-Employee Directors’ Stock Option and Award Plan as Amended and Restated (the “Director Plan”) provides for the grant of share-based awards, including stock options, to non-employee directors of FactSet. The expiration date of the Director Plan is December 19, 2027. The non-qualified stock options granted to directors vest 100% after three years on the anniversary date of the grant and expire seven years from the date the options were granted. (3)As of August 31, 2021,2023, a total of 243,552 shares available for future grant underunderlying the Director Plan was 237,749.
Non-Employee DirectorRestricted Stock Option Fair Value Determinations
We utilize the Black-Scholes modelAwards were unvested and outstanding, which resulted in unamortized stock-based compensation of $55.4 million to estimate the fair value of new non-employee Director stock option grants. The Black-Scholes model is affected by our stock price,be recognized as well as, assumptions regarding several variables, which include, but are not limited to, our expected stock price volatilitystock-based compensation expense over the term of the awards, interest rates, option forfeitures and employee stock option exercise behaviors, to determine the grant date stock-based payment award fair value.
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On January 15, 2021, January 15, 2020 and January 15, 2019, we granted 12,137, 16,080, and 20,576 stock options, respectively, to our non-employee Directors using theremaining weighted average fair values, based on the following weighted average assumptions used in the Black-Scholes option-pricing model:vesting period of 2.7 years.
(Weighted average assumptions)
Years ended August 31,
202120202019
Fair value$82.01 $54.74 $42.77 
Risk-free interest rate0.77 %1.64 %2.51 %
Expected life (years)6.95.45.4
Expected volatility27.2 %22.0 %20.5 %
Dividend yield0.93 %1.11 %1.17 %
Employee Restricted Stock UnitsAwards
Our LTIP provides for the grant of share-based awards, including awards of restricted stock units ("RSUs") and performance share units ("PSUs"; RSUs and PSUs, collectively, "Restricted Stock Awards"). The Restricted Stock Awards are subject to continued employment over a specified period. The Restricted Stock Awards granted to our employees under the LTIP. These awards entitle the holders to shares of common stock as the Restricted Stock Awards vest over time,vests, but not to dividends declared on the underlying shares while the stock subject to the Restricted Stock Awards is unvested. Vesting of the shares underlying the PSUs are also subject to achieving certain specified performance levels during the measurement period subsequent to the date of grant.
The grant date fair value of Restricted Stock Awards is measured by reducing the grant date price of our common stock by the present value of the dividends expected to be paid on the underlying stock during the requisite service period, discounted at the appropriate risk-free interest rate. The expense associated with Restricted Stock Awards is amortized over the vesting period.
As of August 31, 2021, a total of 196,621 shares underlying Restricted Stock Awards were unvested and outstanding, which results in unamortized stock-based compensation of $37.8 million to be recognized as stock-based compensation expense over the remaining vesting period of 2.6 years.
A summary of Stock Award activity is as follows:
(in thousands, except per award data)Number OutstandingWeighted Average Grant
Date Fair Value Per Award
Balance at August 31, 2018143 $139.34 
Granted - RSUs(1)
73 $239.03 
Vested - RSUs(85)$125.04 
Forfeited(7)$181.32 
Balance at August 31, 2019124 $205.47 
Granted - Restricted Stock Awards(1) (2)
74 $252.17 
Vested - RSUs(33)$197.37 
Forfeited(19)$198.53 
Balance at August 31, 2020146 $231.55 
Granted - Restricted Stock Awards(1)(2)
99 $312.86 
Vested - Restricted Stock Awards(35)$208.67 
Forfeited(13)$267.23 
Balance at August 31, 2021197 $274.1 
(1)Each Restricted Stock Award granted is equivalent to 2.5 shares granted under the LTIP.
(2)During the fiscal year ended August 31, 2021 we granted 62,960 RSUs and 36,424 PSUs, During the fiscal year ended August 31, 2020 we granted 36,709 RSUs and 36,888 PSUs.
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Performance-based EquityOur Restricted Stock Awards
Performance-based equity awards require management granted during fiscal 2021 through fiscal 2023 primarily relate to make assumptions regardingour annual grants on November 1, 2022, November 1, 2021 and November 9, 2020. The majority of the likelihoodRSUs included in each these grants vest 20% annually on the anniversary date of achieving ourthe grant and are fully vested after five years. The PSUs included in each of these grants cliff vest on the third anniversary of the grant date, subject to the achievement of certain performance targets.metrics. The ultimate number of performance-basedcommon shares that may be earned pursuant to these PSU awards that vest will be predicated on us achieving performance levels duringin each year range from 0% to 150% of the measurement period subsequent to the datenumber of grant. Dependenttarget shares, depending on the level of achievement of the stated financial performance levels attained, a percentage of the performance-based awards will vest to the grantees. However, there is no current guarantee that such awards will vest in whole or in part.
Share-based Awards Available for Grant
A summary of share-based awards available for grant is as follows:
(in thousands)Share-based Awards
Available for Grant under the
Employee Stock Option Plan
Share-based Awards
Available for Grant under the
Non-Employee Stock Option Plan
Balance at August 31, 20186,298 282 
Granted – non-performance-based options(481)— 
Granted – non-employee Directors options— (20)
Granted – RSUs(1)
(183)— 
Forfeited - Share-based awards(2)
433 
Balance at August 31, 20196,067 264 
Granted – non-performance-based options(424)— 
Granted – non-employee Directors options— (16)
Granted – RSUs(1)
(93)— 
Granted – PSUs(1)(91)— 
Forfeited – Share-based awards(2)
167 
Balance at August 31, 20205,626 250 
Granted – non-performance-based options(418)— 
Granted – non-employee Directors options— (12)
   Granted – RSUs(1)
(157)— 
Granted – PSUs(1)
(91)— 
Forfeited – Share-based awards(2)
120 — 
Balance at August 31, 20215,080 238 
(1)Each Restricted Stock Award granted is equivalent to 2.5 shares granted under the LTIP.
(2)Under the LTIP, for each Restricted Stock Award canceled/forfeited, an equivalent of 2.5 shares is added back to the available share-based awards balance.objectives.
Employee Stock Purchase Plan
Shares of FactSet common stock may be purchased by eligible employees under the FactSet Research Systems Inc. Employee Stock Purchase Plan, as Amended and Restated (the "ESPP")our ESPP in three-month intervals. The purchase price is equal to 85% of the lesser of the fair market value of our common stock on the first day or the last day of each three-month offering period. Employee purchases may not exceed 10% of their gross compensation and there is a $25,000 contribution limit per employee during an offering period.for each calendar year. Shares purchased through our ESPP cannot be sold or otherwise transferred for 18 months after purchase. Dividends paid on shares held in theour ESPP are used to purchase additional ESPP shares at the market price on the dividend payment date.
During fiscal 2021,2023, employees purchased 39,873 shares at a weighted average price of $348.55, compared with 36,244 shares at a weighted average price of $332.30 in fiscal 2022, and 38,848 shares at a weighted average price of $273.59 compared with 42,606 shares at a weighted average price of $234.41 in fiscal 2020 and 48,532 shares at a weighted average price of $205.64 in fiscal 2019. 2021.
Stock-based compensation expense recorded during fiscal 2021, 2020 and 2019 relatingrelated to theour ESPP was $2.0$2.7 million, $2.1$2.3 million and $2.0 million for fiscal 2023, 2022 and 2021, respectively. At August 31, 2021, the2023, our ESPP had 138,95662,839 shares reserved for future issuance.
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We use the Black-Scholes model to calculate the estimated fair value for the ESPP shares. The weighted average estimated fair value of theour ESPP shares during fiscal years2023, 2022 and 2021 2020was $71.74, $66.35 and 2019, was $54.00 $50.69 and $41.06 per share, respectively.
Stock-based Awards Available for Grant
A summary of stock-based awards available for grant is as follows:
(in thousands)
Stock-based Awards
Available for Grant under the
LTIP
Stock-based Awards
Available for Grant under the
FactSet Research Systems Inc. Non-Employee Directors’ Stock Option and Award Plan as Amended and Restated (the “Director Plan”)
Balance at August 31, 20205,626 250 
Granted - stock option awards(418)(12)
Granted - RSUs(1)
(157)— 
Granted - PSUs(1)
(91)— 
Forfeited - stock-based awards(1)
120 — 
Balance at August 31, 20215,080 238 
Granted - stock option awards(348)(6)
Granted - RSUs(1)
(180)(4)
Granted - PSUs(1)
(77)— 
Forfeited - stock-based awards(1)
194 
Balance at August 31, 20224,669 232 
Granted - stock option awards(268)(5)
   Granted - RSUs(1)
(158)(4)
Granted - PSUs(1)
(86)— 
Performance adjustment - PSUs(2)
(21)— 
Forfeited - stock-based awards(1)
90 — 
Balance at August 31, 20234,226 223 
(1)Under the LTIP, for each Restricted Stock Award granted or canceled/forfeited, an equivalent of 2.5 shares is deducted from or added back to, respectively, with the following weighted average assumptions:aggregate number of stock-based awards available for grant.
(Weighted average assumptions)(2)During fiscal 2023, there were additional PSUs granted that related to the achievement of specified performance levels included in a 2019 grant.
202120202019
Risk-free interest rate0.26 %0.95 %2.33 %
Expected life (months)333
Expected volatility11.69 %20.04 %10.89 %
Dividend yield1.00 %1.08 %1.12 %
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18.17. EMPLOYEE BENEFIT PLANS
Defined Contribution Plan
We established our 401(k) Plan in fiscal 1993. The 401(k) Plan is a defined contribution plan covering all full-time, U.S. employees of FactSet and is subject to the provisions of the Employee Retirement Income Security Act of 1974 and the Internal Revenue Code of 1986 ("IRC"). Each year, participants may contribute up to 60% of their eligible annual compensation, subject to annual limitations established by the IRC. We matchedmatch up to 4% of employees’ earnings, capped at the Internal Revenue Service annual maximum. Company matching contributions are subject to a five-year graduated vesting schedule. All full-time, U.S. employees are eligible for the matching contribution by FactSet. We contributed $11.6$16.6 million, $11.3$12.0 million and $10.9$11.6 million in matching contributions to employee 401(k) accounts during fiscal 2021, 20202023, 2022 and 2019,2021, respectively.
19.18. SEGMENT INFORMATION
Operating segments are defined as components of an enterprise that have the following characteristics: (i) they engage in business activities from which they may earn revenue and incur expense, (ii) their operating results are regularly reviewed by the chief operating decision maker ("CODM") for resource allocation decisions and performance assessment, and (iii) their discrete financial information is available. At FactSet, ourOur Chief Executive Officer functions as our CODM.
OurWe have three operating segments are consistent with our reportable segmentssegments: Americas, EMEA and areAsia Pacific. This is how we includingand our CODM manage our business and the geographic markets in which we serve. Our internal financial reporting structure is based on 3 segments: the Americas; EMEA; and Asia Pacific. Within each of theoperate. These operating segments we primarily deliver insight and information through four workflow solutions: Research; Analytics & Trading; Content & Technology Solutions ("CTS"); and Wealth. Commencingare consistent with the our 2022 fiscal year, we have reorganized our workflows into three solutions: Research & Advisory; Analytics & Trading; and CTS, to better align our products and go-to-market strategy. These workflow solutions provide global financial and economic information to asset managers, investment banks and other financial services professionals.reportable segments.
The Americas segment serves our clients throughout North, Central, and South America. The EMEA segment serves our clients in Europe, the Middle East, and Africa. The Asia Pacific segment serves our clients in Asia and Australia.Australasia. Segment revenue reflectsrevenues reflect sales to our clients based in theseon their respective geographic locations.
Each segment records expenses related to its individual operations, with the exception of expenditures associated with our data centers, third-party data costs and corporate headquarters charges, which are recorded by the Americas segment and are not allocated to the other segments. The expenses incurred at our content collection centers, located in India, the Philippines and Latvia, benefit all our segments and the expenses incurred at these locations are allocated to each segment based on atheir respective percentage of revenue.revenues as this reflects the benefits provided to each segment.
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The following tables reflect the results of operations of our segments:
(in thousands)
Year Ended August 31, 2021AmericasEMEAAsia PacificTotal
Revenue$1,008,046 $427,700 $155,699 $1,591,445 
Operating income$218,180 $159,704 $96,157 $474,041 
Depreciation and amortization$39,415 $14,847 $10,214 $64,476 
Stock-based compensation$35,113 $8,401 $1,551 $45,065 
Capital expenditures$38,146 $1,424 $21,755 $61,325 
Year Ended August 31, 2020AmericasEMEAAsia PacificTotal
Revenue$943,649 $406,498 $143,964 $1,494,111 
Operating income$182,037 $165,317 $92,306 $439,660 
Depreciation and amortization$36,128 $14,338 $7,148 $57,614 
Stock-based compensation$28,780 $6,576 $1,223 $36,579 
Capital expenditures$60,204 $2,079 $15,359 $77,642 
(in thousands)
Year Ended August 31, 2023AmericasEMEAAsia PacificTotal
Revenues$1,335,484 $539,843 $210,181 $2,085,508 
Operating income(1)
$239,438 $243,028 $146,741 $629,207 
Depreciation and amortization(2)
$89,602 $7,305 $8,477 $105,384 
Stock-based compensation$51,574 $7,280 $3,184 $62,038 
Capital expenditures(3)
$54,609 $2,317 $3,860 $60,786 
Year Ended August 31, 2019AmericasEMEAAsia PacificTotal
Revenue$885,854 $420,884 $128,613 $1,435,351 
Year Ended August 31, 2022Year Ended August 31, 2022AmericasEMEAAsia PacificTotal
RevenuesRevenues$1,173,946 $484,279 $185,667 $1,843,892 
Operating income(1)Operating income(1)$171,237 $191,230 $75,568 $438,035 Operating income(1)$159,140 $196,231 $120,111 $475,482 
Depreciation and amortization(2)Depreciation and amortization(2)$40,018 $14,703 $5,742 $60,463 Depreciation and amortization(2)$64,916 $11,794 $9,973 $86,683 
Stock-based compensationStock-based compensation$26,152 $5,320 $928 $32,400 Stock-based compensation$45,319 $8,271 $2,413 $56,003 
Capital expenditures(3)Capital expenditures(3)$43,647 $2,595 $13,128 $59,370 Capital expenditures(3)$44,114 $1,427 $5,615 $51,156 
Year Ended August 31, 2021AmericasEMEAAsia PacificTotal
Revenues$1,008,046 $427,700 $155,699 $1,591,445 
Operating income(1)
$218,180 $159,704 $96,157 $474,041 
Depreciation and amortization$39,415 $14,847 $10,214 $64,476 
Stock-based compensation$35,113 $8,401 $1,551 $45,065 
Capital expenditures(3)
$38,146 $1,424 $21,755 $61,325 
(1)Includes asset impairment charges further disclosed in the Segment Asset Impairments section below.
(2)The Americas includes CGS intangible asset amortization of $53.7 million and $26.8 million during fiscal 2023 and 2022, respectively.
(3)Capital expenditures includes purchases of PPE and capitalized internal-use software.
Segment Asset Impairments
The following table reflects asset impairments by segment for each fiscal year in which impairment charges were incurred:
(in thousands)
Year Ended August 31, 2023AmericasEMEAAsia PacificTotal
Lease ROU assets and PPE(1)
$11,017 $7,009 $— $18,026 
Intangible assets(2)
7,920 — — 7,920 
Total asset impairments$18,937 $7,009 $— $25,946 
Year Ended August 31, 2022AmericasEMEAAsia PacificTotal
Lease ROU assets and PPE(1)
$57,647 $4,237 $321 $62,205 
Intangible assets(2)
2,067 — — 2,067 
Total asset impairments$59,714 $4,237 $321 $64,272 
(1)Asset impairments of our lease ROU assets and related PPE associated with vacating certain leased office space to resize our real estate footprint for the hybrid work environment. See Note 4, Fair Value Measures, Note 7, Property, Equipment and Leasehold Improvements and Note 11, Leases for additional information.
(2)Asset impairments related to Trade names and Developed technology for fiscal 2023 and Developed technology for fiscal 2022.
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Segment Total Assets
The following table reflects the total assets for our segments:
As of August 31,As of August 31,
(in thousands)(in thousands)20212020(in thousands)20232022
Segment AssetsSegment AssetsSegment Assets
AmericasAmericas$1,144,693 $1,111,600 Americas$3,148,192 $3,191,313 
EMEAEMEA842,652 757,524 EMEA558,393 580,450 
Asia PacificAsia Pacific237,595 214,264 Asia Pacific256,337 242,542 
Total assetsTotal assets$2,224,940 $2,083,388 Total assets$3,962,922 $4,014,305 

Geographic Information
The following tables reflect our revenues and long-lived assets, split geographically by our country of domicile (the United States) and other countries where major subsidiaries are domiciled.
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Geographic RevenueRevenues
The following table sets forth revenuerevenues by geography, attributed to countries based on the location of the client:
(in thousands)(in thousands)Years ended August 31,(in thousands)Years ended August 31,
202120202019202320222021
RevenuesRevenuesRevenues
United StatesUnited States$952,423 $898,609 $846,362 United States$1,265,002 $1,106,602 $952,423 
United KingdomUnited Kingdom190,044 179,966 166,944 United Kingdom223,809 215,369 190,044 
Other European CountriesOther European Countries237,656 226,532 253,940 Other European Countries316,034 268,910 237,656 
All Other CountriesAll Other Countries211,322 189,004 168,105 All Other Countries280,663 253,011 211,322 
Total revenue$1,591,445 $1,494,111 $1,435,351 
Total revenuesTotal revenues$2,085,508 $1,843,892 $1,591,445 
Geographic Long-Lived Assets
The following table sets forth long-lived assets by geographic area. Long-lived assets consist of Property, equipment and leasehold improvements, net and Lease right-of-use assets, net and excludes goodwill, intangible assets, deferred taxes and other assets.
(in thousands)(in thousands)At August 31,(in thousands)August 31,
2021202020232022
Long-lived AssetsLong-lived AssetsLong-lived Assets
United StatesUnited States$179,864 $205,929 United States$109,787 $111,301 
PhilippinesPhilippines80,320 53,124 Philippines55,934 63,879 
IndiaIndia36,902 42,923 India25,223 29,440 
United KingdomUnited Kingdom30,976 32,184 United Kingdom11,532 12,637 
All Other CountriesAll Other Countries42,379 47,871 All Other Countries25,468 23,044 
Total long-lived assetsTotal long-lived assets$370,441 $382,031 Total long-lived assets$227,944 $240,301 
20. RISKS AND CONCENTRATIONS OF CREDIT RISK
Financial Risk Management
Foreign Currency Exchange Risk
In the normal course of business, we are exposed to foreign currency exchange risk as we conducts business outside the U.S. in several currencies including the British Pound Sterling, Euro, Indian Rupee, and Philippine Peso. Changes in the exchange rates for such currencies into U.S. dollars can affect our revenues, earnings, and the carrying values of our assets and liabilities in our consolidated balance sheet, either positively or negatively.
To manage the exposures related to the effects of foreign exchange rate fluctuations, we utilize derivative instruments (foreign currency forward contracts). The changes in fair value for these foreign currency forward contracts are initially reported as a component of AOCL and subsequently reclassified into operating expenses when the hedged exposure affects earnings.
By their nature, all derivative instruments involve, to varying degrees, elements of market and credit risk. The market risk associated with these instruments resulting from currency exchange movements is expected to offset the market risk of the underlying transactions, assets and liabilities being hedged. We do not believe there is significant risk of loss in the event of non-performance by the counterparties associated with these instruments because these transactions are executed with a major financial institutions. Further, our policy is to deal with counterparties having a minimum investment grade or better credit rating. Credit risk is managed through the continuous monitoring of exposures to such counterparties. Our primary objective in holding derivatives is to reduce the volatility of earnings associated with changes in foreign currency.
Refer to Note 6, Derivative Instruments for more information on our foreign currency exposures and our foreign currency forward contracts.

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Interest Rate Risk
Cash and Cash Equivalentsand Investments
The fair market value of our cash and cash equivalents and investments at August 31, 2021 was $717.8 million. Our cash and cash equivalents consist of demand deposits and money market funds with original maturities of three months or less and are reported at fair value. We are exposed to interest rate risk through fluctuations of interest rates on our investments. As we have a restrictive investment policy, our financial exposure to fluctuations in interest rates is expected to remain low.
Refer to Note 3, Summary of Significant Accounting Policies for more information on our cash and cash equivalents.
Debt
As of August 31, 2021, we had long term debt outstanding under the 2019 Revolving Credit Facility with a principal balance of $575.0 million. The debt bears interest on the outstanding principle at a rate equal to LIBOR plus a spread, using a debt leverage pricing grid. The variable rate of interest on our long-term debt can expose us to interest rate volatility due to changes in LIBOR. To mitigate this exposure, on March 5, 2020, we entered into an interest rate swap agreement with a notional amount of $287.5 million to hedge the variable interest rate obligation, effectively converting the floating interest rate to fixed for the hedged portion. Thus, we are only exposed to base interest rate risk on floating rate borrowings in excess of any amounts that are not hedged, or $287.5 million of our outstanding principal balance. Assuming all terms of our outstanding long-term debt remained the same, a hypothetical 25 basis point change (up or down) in the one-month LIBOR would result in a $0.7 million change in our annual interest expense.
Refer to Note 13, Debt for additional information regarding our outstanding debt obligations.
Current market events have not required us to modify materially or change our financial risk management strategies with respect to our exposures to foreign currency exchange risk and interest rate risk.
Concentrations of Credit Risk
Cash equivalents
Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash and cash equivalents. We are exposed to credit risk for cash and cash equivalents held in financial institutions in the event of a default, to the extent that such amounts are in excess of applicable insurance limits. We have not experienced any losses from maintaining cash accounts in excess of such limits. We do not believe our concentration of cash and cash equivalents present a significant credit risk as the counterparties to the instruments consist of multiple high-quality, credit-worthy financial institutions.
Accounts Receivable
Our accounts receivable are subject to collection risk as they are unsecured and derived from revenue earned from clients located around the globe. We do not require collateral from our clients. We maintain reserves for potential write-offs and evaluate the adequacy of the reserves periodically. These losses have historically been within expectations. No single client represented more than 3% of our total subscription revenue in any period presented. As of August 31, 2021 and 2020, the receivable reserve was $6.4 million and $8.0 million, respectively.
Derivative Instruments
Our use of derivative instruments exposes us to credit risk to the extent counterparties may be unable to meet the terms of their agreements. To mitigate credit risk, we limit counterparties to credit-worthy financial institutions and distribute contracts among these institutions to reduce the concentration of credit risk. We do not expect any losses as a result of default by our counterparties.
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Concentration of Other Risk
Data Content Providers
We integrate data from various third-party sources into our hosted propriety data and analytics platform, which our clients access to perform their analyses. As certain data sources have a limited number of suppliers, we make every effort to assure that, where reasonable, alternative sources are available. We are not dependent on any individual third-party data supplier in order to meet the needs of our clients, with only two data suppliers representing more than 10% of our total data costs for the year ended August 31, 2021.
21. SUBSEQUENT EVENTS
As previously announced, on October 12, 2021, we completed our acquisition of Cobalt Software, Inc. (“Cobalt”), and its subsidiaries, for approximately $51.0 million, subject to certain post-closing adjustments. Cobalt is a leading portfolio monitoring solutions provider for the private capital industry. The acquisition of Cobaltadvances our strategy to scale our data and workflow solutions and expands our private market offering. Results of Operations from Cobalt will be recognized based on geographic business activities in accordance with how our operating segments are currently aligned. We expect the majority of the Cobalt purchase price to be allocated to goodwill and acquired intangible assets.

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ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.
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ITEM 9A. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Our management, including our principal executive officer and principal financial officer, have evaluated the effectiveness of our disclosure controls and procedures pursuant to Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), as of the end of the annual period covered by this report. Based on that evaluation, the principal executive officerreport, and principal financial officerour Principal Executive Officer and Principal Financial Officer have concluded that our disclosure controls and procedures arewere effective as of the end of the annual period covered by this report.
Changes in Internal Control over Financial Reporting
There have been no other changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during our fourth quarter of fiscal 20212023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Management’s Report on Internal Control over Financial Reporting
See Part II, Item 8. Management’s Report on Internal Control over Financial Reporting of this Annual Report on Form 10-K, which is incorporated herein by reference.
Report of Independent Registered Public Accounting Firm
See Part II, Item 8. Report of Independent Registered Public Accounting Firm of this Annual Report on Form 10-K, which is incorporated herein by reference.
ITEM 9B. OTHER INFORMATION
None.Rule 10b5-1 Trading Plans
During the quarter ended August 31, 2023, none of our directors or officers (as defined in Section 16 of the Securities Exchange Act of 1934, as amended), adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (each as defined in Item 408(a) and (c) of Regulation S-K).
Refer to Part II, Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities, of this Annual Report on Form 10-K for the information required by Item 408(d) of Regulation S-K.
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Part III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
The information required to be furnished by this Item 10.10 is incorporated herein by reference to our Notice of Annual Meeting of Stockholders and Proxy Statement to be filed within 120 days of August 31, 20212023 (the "Proxy Statement").
Pursuant to General Instruction G(3) of Form 10-K, the information required by this item relating to our executive officers is included in Part I, Item 1. Executive Officers of the Registrant of this Annual Report on Form 10-K.

ITEM 11. EXECUTIVE COMPENSATION
The information required to be furnished by this Item 11.11 is incorporated herein by reference to our Proxy Statement.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
The information required to be furnished by this Item 12.12 is incorporated herein by reference to our Proxy Statement.
Equity Compensation Plan Information
The following table summarizes, as of August 31, 2021,2023, the number of outstanding equity awards granted to employees and non-employee directors, as well as the number of equity awards remaining available for future issuance, under our equity compensation plans:
(In thousands, except per share data)
Plan categoryPlan category
Number of securities
to be issued upon exercise
of outstanding options, warrants and rights
(a)
Weighted-average
exercise price of
outstanding options, warrants and rights
(b)
Number of securities remaining
available for future issuances under
equity compensation plans (excluding
securities reflected in column (a))
(c)
Plan category
Number of securities
to be issued upon exercise
of outstanding options, warrants and rights
(a)
Weighted-average
exercise price of
outstanding options, warrants and rights
(b)
Number of securities remaining
available for future issuances under
equity compensation plans (excluding
securities reflected in column (a))
(c)(3)
Equity compensation plans approved by security holdersEquity compensation plans approved by security holders2,474 (1)$214.89 (2)5,456 (3)Equity compensation plans approved by security holders2,231,214 (1)$285.95 (2)4,511,758 (4)
Equity compensation plans not approved by security holdersEquity compensation plans not approved by security holders— — — Equity compensation plans not approved by security holders— — — 
TotalTotal2,474 (1)$214.89 (2)5,456 (3)Total2,231,214 (1)$285.95 (2)4,511,758 (4)
(1)Includes 2,2771,987,662 shares issuable upon exercise of outstanding options, 128152,796 shares issuable upon vesting of awards of restricted stock unitsoutstanding RSUs and 6990,756 shares issuable upon the conversion of outstanding performance share units.PSUs.
(2)Weighted average exercise price of outstanding options only.
(3)In accordance with the LTIP and Director Plan, each Restricted Stock Award granted or canceled/forfeited is equivalent to 2.5 shares deducted from or added back to, respectively, the aggregate number of stock-based awards available for grant.
(4)Includes 5,079,6934,226,221 shares available for future issuance under the FactSet Research Systems Inc. Stock Option and Award Plan, as Amended and Restated, 237,749LTIP, 222,698 shares available for future issuance under the FactSet Research Systems Inc. Non-Employee Directors’ Stock OptionDirector Plan, and Award Plan, as Amended and Restated,and 138,95662,839 shares available forpurchaseunder theFactSet Research Systems Inc.2008 Employee Stock Purchase Plan,asAmended and Restated. ESPP.

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ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
The information required to be furnished by this Item 13.13 is incorporated herein by reference to our Proxy Statement.

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ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES
The information required to be furnished by this Item 14.14 is incorporated herein by reference to our Proxy Statement.
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Part IV
ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
(a)Documents filed as part of this Annual Report on Form 10-K:
1.Financial Statements
The information required by this item is included in Item 8. Financial Statements and Supplementary Data, of this Annual Report on Form 10-K which is incorporated herein.
2.Financial Statements Schedule
FactSet Research Systems Inc.
Schedule II – Valuation and Qualifying Accounts
Years ended August 31, 2021, 2020 and 2019 (in thousands):
Receivable reserve
and billing adjustments
Balance at Beginning of Year
Charged to Expense/
Against Revenue(1)
Write-offs,
Net of Recoveries
Balance at
End of Year
2021$7,987 $918 $(2,474)$6,431 
2020$10,511 $754 $(3,278)$7,987 
2019$3,490 $11,474 $(4,453)$10,511 
(1) Additions to the receivable reserve for doubtful accounts are charged to bad debt expense. Additions to the receivable reserve for billing adjustments are charged against revenue.
(in thousands)

Description
Balance at Beginning of YearCharged to ExpenseWrite-offs,
Net of Recoveries
Balance at
End of Year
Accounts Receivable Allowance:
2023$2,776 $6,668 $(1,675)$7,769 
2022$6,431 $1,324 $(4,979)$2,776 
2021$7,987 $918 $(2,474)$6,431 
Additional financial statement schedules are omitted since they are either not required, not applicable, or the information is otherwise included.
3.Exhibits
The information required by this Item is set forth below.
Incorporated by Reference
Exhibit
Number
Exhibit
Description
FormFile No.Exhibit No.Filing DateFiled
Herewith
S-1/A333-042383.16/26/1996
10-K333-223193.1211/20/2001
8-K001-118693.112/16/2011
8-K001-118693.19/6/2018
8-K001-118693.110/1/2021
S-1/A333-042384.16/26/1996
DEF-14A001-11869Exhibit A11/10/2004
DEFR-14A001-11869Appendix A12/6/2010
8-K001-1186910.112/21/2017
Incorporated by Reference
Exhibit
Number
Exhibit
Description
FormFile No.Exhibit No.Filing DateFiled
Herewith
8-K001-118693.11/10/2023
8-K001-118693.21/10/2023
S-1/A333-042384.16/26/1996
8-K001-118694.13/1/2022
8-K001-118694.23/1/2022
8-K001-118694.33/1/2022
8-K001-118694.43/1/2022
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DEF-14A001-11869Exhibit A11/10/2004
DEFR-14A001-11869Appendix A12/6/2010
8-K001-1186910.112/21/2017
DEF-14A001-11869Appendix A10/30/2008DEF-14A001-11869Appendix A10/30/2008
8-K001-1186910.212/21/20178-K001-1186910.212/21/2017
10-Q001-1186910.14/9/201810-Q001-1186910.14/9/2018
8-K001-1186910.13/29/20198-K001-1186910.13/5/2020
8-K001-1186910.19/25/20208-K001-1186910.23/5/2020
8-K001-1186910.13/5/20208-K001-118694.53/1/2022
8-K001-1186910.23/5/202010-Q001-1186910.17/1/2022
XX
XX
XX
XX
XX
X
101.INSXBRL Instance DocumentX
101.SCHXBRL Taxonomy Extension SchemaX
101.CALXBRL Taxonomy Extension Calculation LinkbaseX
101.DEFXBRL Taxonomy Extension Definition Linkbase DocumentX
101.LABXBRL Taxonomy Extension Label LinkbaseX
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X
X
101.INSXBRL Instance DocumentX
101.SCHXBRL Taxonomy Extension SchemaX
101.CALXBRL Taxonomy Extension Calculation LinkbaseX
101.DEFXBRL Taxonomy Extension Definition Linkbase DocumentX
101.LABXBRL Taxonomy Extension Label LinkbaseX
101.PREXBRL Taxonomy Extension Presentation LinkbaseX
104Cover page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101X
(1)Indicates a management contract or compensatory plan or arrangementarrangement.
(2)Confidential treatment has been granted for portions of this exhibit.

ITEM 16. FORM 10-K SUMMARY
None.

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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this Report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized.

FACTSET RESEARCH SYSTEMS INC.
(Registrant)
Date: October 22, 202127, 2023/s/ F. PHILIP SNOW
F. Philip Snow
Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this Report on Form 10-K has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
NameTitleDate
/s/ F. PHILIP SNOWChief Executive Officer and Director October 22, 202127, 2023
F. Philip Snow(Principal Executive Officer)
/s/ LINDA S. HUBERExecutive Vice President, Chief Financial OfficerOctober 22, 202127, 2023
Linda S. Huber(Principal Financial Officer) 
/s/ GREGORY T. MOSKOFFSenior Vice President,Managing Director, Controller and Chief Accounting OfficerOctober 22, 202127, 2023
Gregory T. Moskoff(Principal Accounting Officer)
/s/ ROBIN A. ABRAMSChairDirectorOctober 22, 202127, 2023
Robin A. Abrams
/s/ SIEW KAI CHOYDirectorOctober 22, 202127, 2023
Siew Kai Choy
/s/ MALCOLM FRANK DirectorOctober 22, 202127, 2023
Malcolm Frank
/s/ SHEILA B. JORDANDirectorOctober 22, 2021
Sheila B. Jordan
/s/ JAMES J. MCGONIGLEDirectorOctober 22, 202127, 2023
James J. McGonigle
/s/ LEE SHAVELDirectorOctober 22, 202127, 2023
Lee Shavel
/s/ LAURIE SIEGELDirectorOctober 22, 202127, 2023
Laurie Siegel
/s/ JOSEPH R. ZIMMELMARIA TERESA TEJADADirectorOctober 22, 202127, 2023
Joseph R. ZimmelMaria Teresa Tejada
/s/ ELISHA WIESELDirectorOctober 27, 2023
Elisha Wiesel

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