DXC TECHNOLOGY COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

In February 2016, Mr. Pulier filed a complaint in Delaware Chancery Court seeking advancement of his legal fees and costs in the civil and criminal actions, pursuant to the terms of his agreements with SMI. The Court ruled that CSC Agility Platform - as the successor to SMI - is liable for advancing 80% of Mr. Pulier’s fees and costs in the civil and criminal actions. Pursuant to agreements with SMI, Mr. Pulier is obligated to repay all amounts advanced to him if it should ultimately be determined that he is not entitled to indemnification.

~~The Company remains obligated to advance amounts for Mr. Pulier’s legal fees and costs to defend the SEC action against him.~~

Contingencies

Kemper Corporate Services, Inc. v. Computer Sciences Corporation: In October 2015, Kemper Corporate Services, Inc. (“Kemper”) filed a demand for arbitration against CSC with the American Arbitration Association (“AAA”), alleging that CSC breached the terms of a 2009 Master Software License and Services Agreement and related Work Orders (the “Agreement”) by failing to complete a software translation and implementation plan by certain contractual deadlines. Kemper claimed breach of contract, seeking approximately $100 million in damages. CSC answered the demand for arbitration denying Kemper’s claims and asserting a counterclaim for unpaid invoices for services rendered by CSC.

A single arbitrator conducted an evidentiary hearing on the merits of the claims and counterclaims in April 2017. In October 2017, the arbitrator issued a partial final award, finding for Kemper on its breach of contract theory, awarding Kemper $84.2 million in compensatory damages plus prejudgment interest, denying Kemper’s claim for rescission as moot, and denying CSC’s counterclaim. Kemper moved to confirm the award in federal district court in Texas.

CSC moved to vacate the award, and in August 2018, the Magistrate Judge issued its Report and Recommendation denying ~~CSC's~~CSC’s vacatur motion. In September 2018, the District Court summarily accepted the Report and Recommendation without further briefing and entered a Final Judgment in the case. The Company promptly filed a notice of appeal to the Fifth Circuit Court of Appeals. Following the submission of briefs, oral argument was held on September 5, 2019. On January 10, 2020, the Court of Appeals issued a decision denying the Company’s appeal. On January 24, 2020, the Company filed a Petition for Rehearing, seeking review by the entire en banc Court of Appeals. On February 14, 2020, the Court of Appeals denied the ~~Company's~~Company’s Petition.

The Company has been pursuing coverage for the full scope of the award, interest, and legal fees and expenses, under the ~~Company's~~Company’s applicable insurance policies. Certain carriers have accepted coverage while others have denied coverage. On February 21, 2020, the Company paid the balance of the judgment, which net of insurance recovery totalled $60 million. The Company has since recovered an additional $12.5 million from its insurance carriers. The Company continues to pursue recovery with its insurance carriers.

Forsyth, et al. v. HP Inc. and Hewlett Packard Enterprise: On August 18, 2016, this purported class and collective action was filed in the U.S. District Court for the Northern District of California, against HP and HPE alleging violations of the Federal Age Discrimination in Employment Act (“ADEA”), the California Fair Employment and Housing Act, California public policy and the California Business and Professions Code. Former business units of HPE now owned by the Company may be proportionately liable for any recovery by plaintiffs in this matter.

Plaintiffs seek to certify a nationwide class action under the ADEA comprised of all U.S. residents employed by defendants who had their employment terminated pursuant to a work force reduction (“WFR”) plan and who were 40 years of age or older at the time of termination. The class seeks to cover those impacted by WFRs on or after December 2014. Plaintiffs also seek to represent a Rule 23 class under California law comprised of all persons 40 years of age or older employed by defendants in the state of California and terminated pursuant to a WFR plan on or after August 18, 2012.

~~DXC TECHNOLOGY COMPANY~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)~~

In January 2017, defendants filed a partial motion to dismiss and a motion to compel arbitration of claims by certain named and opt-in plaintiffs who had signed release agreements as part of their WFR packages. In September 2017, the Court denied the partial motion to dismiss without prejudice, but granted defendants’ motions to compel arbitration for those named and opt-in plaintiffs. The Court stayed the entire action pending arbitration for these individuals, and administratively closed the case.

A mediation was held in October 2018 with the 16 named and opt-in plaintiffs who were involved in the case at that time. A settlement was reached, which included 7 plaintiffs who were employed by former business units of HPE that are now owned by the Company. In June 2019, a second mediation was held with 145 additional opt-in plaintiffs who were compelled to arbitration pursuant to their release agreements. In December 2019, a settlement was reached with 142 of the opt-in plaintiffs, 35 of whom were employed by former business units of HPE that are now owned by the Company, and for which the Company was liable.

DXC TECHNOLOGY COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

In December 2020, Plaintiffs filed a motion for preliminary certification of the collective action, which Defendants ~~intend to oppose.A hearing on~~opposed. In April 2021, the court granted Plaintiffs’ motion ~~has been scheduled~~ for ~~April 15, 2021.~~preliminary certification and lifted the previously imposed stay of the action.

Former business units of the Company now owned by ~~Perspecta~~Peraton (formerly Perspecta) may be proportionately liable for any recovery by plaintiffs in this matter.

Oracle America, Inc., et al. v. Hewlett Packard Enterprise Company: On March 22, 2016, Oracle filed a complaint against HPE in the Northern District of California, alleging copyright infringement, interference with contract, intentional interference with prospective economic relations, and unfair competition. The litigation relates in part to former business units of HPE that are now owned by the Company. The Company may be required to indemnify HPE for a portion of any recovery by Oracle in the litigation related to these business units.

Oracle’s claims arise primarily out of HPE’s prior relationship with a third-party maintenance provider named Terix Computer Company, Inc. (“Terix”). Oracle claims that Terix infringed its copyrights while acting as HPE’s subcontractor for certain customers of HPE’s multivendor support business. Oracle claims that HPE is liable for vicarious and contributory infringement arising from the alleged actions of Terix and for direct infringement arising from ~~its~~HPE’s own alleged conduct.

On January 29, 2019, the court granted HPE’s motion for summary judgment and denied Oracle’s motion for summary judgment, resolving the matter in HPE’s favor. Oracle appealed the judgment to the U.S. Court of Appeals for the Ninth Circuit. In August 2020, the court granted Oracle’s appeal in part.The case ~~has been~~was then remanded to the District Court for further proceedings.

In January 2021, the District Court entered a scheduling order that provided for summary judgment briefing to be completed by May 2021 and a trial date in November 2021.In June 2021, the Court issued a decision denying HPE’s motion for summary judgment and granting Oracle’s motion for summary judgment on various HPE defenses.The matter is scheduled to proceed to trial in November 2021.

In re DXC Technology Company Securities Litigation: On December 27, 2018, a purported class action lawsuit was filed in the United States District Court for the Eastern District of Virginia against the Company and two of its current officers. The lawsuit asserts claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and is premised on allegedly false and/or misleading statements, and alleged non-disclosure of material facts, regarding the Company’s business, operations, prospects and performance during the proposed class period of February 8, 2018 to November 6, 2018. The Company moved to dismiss the claims in their entirety, and on June 2, 2020, the court granted the Company’s motion, dismissing all claims and entering judgment in the Company’s favor. On July 1, 2020, the plaintiffs filed a notice of appeal to the U.S. Court of Appeals for the Fourth Circuit. The appeal ~~remains~~has been fully briefed, and in September 2021, the Court of Appeals heard oral argument on the appeal. A decision is now pending.

In March 2019, 3 related shareholder derivative lawsuits were filed in the Eighth Judicial District Court of the State of Nevada, in and for Clark County, against 1 of the Company’s current officers and a former officer as well as members of the Company’s board of directors, asserting claims for breach of fiduciary duty, waste of corporate assets, and unjust enrichment. By agreement of the parties and order of the court, those lawsuits were consolidated on July 18, 2019, and are presently stayed pending the outcome of the appeal of the Eastern District of Virginia matter.

4542

DXC TECHNOLOGY COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

On August 20, 2019, a purported class action lawsuit was filed in the Superior Court of the State of California, County of Santa Clara, against the Company, directors of the Company, and a former officer of the Company, among other defendants. On September 16, 2019, a substantially similar purported class action lawsuit was filed in the United States District Court for the Northern District of California against the Company, directors of the Company, and a former officer of the Company, among other defendants. On November 8, 2019, a third purported class action lawsuit was filed in the Superior Court of the State of California, County of San Mateo, against the Company, directors of the Company, and a former officer of the Company, among other defendants. The third lawsuit was voluntarily dismissed by the plaintiff and re-filed in the Superior Court of the State of California, County of Santa Clara on November 26, 2019, and thereafter was consolidated with the earlier-filed action in the same court on December 10, 2019. The California lawsuits assert claims under Sections 11, 12 and 15 of the Securities Act of 1933, as amended, and are premised on allegedly false and/or misleading statements, and alleged non-disclosure of material facts, regarding the Company’s prospects and expected performance. Plaintiff in the federal action filed an amended complaint on January 8, 2020. The putative class of plaintiffs in these cases includes all persons who acquired shares of the Company’s common stock pursuant to the offering documents filed with the Securities and Exchange Commission in connection with the April 2017 transaction that formed DXC. On July 15, 2020, the Superior Court of California, County of Santa Clara, denied the Company’s motion to stay the state court case but extended the Company’s deadline to seek dismissal of the state action, until after a decision on the Company’s motion to dismiss the federal action. The Company has since moved to dismiss the state action, and the court has continued the motion until after the outcome of the federal action. On July 27, 2020, the United States District Court for the Northern District of California granted the Company’s motion to dismiss the federal action. The Court’s order permitted plaintiffs to amend and refile their complaint within 60 days, and on September 25, 2020, the plaintiffs filed an amended complaint. On November 12, 2020, the Company filed a motion to dismiss the amended complaint. On April 30, 2021, the Court granted the Company’s motion to dismiss the amended complaint, while granting Plaintiffs leave to again amend and refile their complaint within 30 days. On June 1, 2021, the plaintiffs filed a third amended complaint, which the Company has moved to dismiss. A hearing on the Company’s motion was held in October 2021, and a decision is ~~scheduled for April 29, 2021.~~now pending.

On October 2, 2019, a shareholder derivative lawsuit was filed in the Eighth Judicial District Court of the State of Nevada, in and for Clark County, asserting various claims, including for breach of fiduciary duty and unjust enrichment, and challenging certain sales of securities by officers under Rule 10b5-1 plans. The shareholder filed this action after making a demand on the board of directors, alleging breaches of fiduciary duty, corporate waste and disclosure violations, and demanding that the Board take certain actions to evaluate the allegations and respond. The Company’s board of directors analyzed the demand, and has determined to defer its decision on the demand pending developments in the securities and derivative lawsuits described above. The Company moved to dismiss the complaint on the basis that the Board’s decision to defer action was not a refusal of the demand and was within its discretion. The Company’s motion to dismiss was denied on January 22, 2020. By agreement of the parties and order of the court, the case is presently stayed, pending the outcome of the appeal ofin the Eastern District of Virginia matter.

On March 31, 2020, a group of individual shareholders filed a complaint in the United States District Court for the Northern District of California, asserting non-class claims based on allegations substantially similar to those at issue in the earlier-filed putative class action complaints pending in the Northern District of California and Eastern District of Virginia. The plaintiffs assert claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and under Sections 11 and 15 of the Securities Act of 1933, as amended. On April 29, 2020, the court granted an administrative motion to relate the case with the earlier-filed putative class action pending in the Northern District of California. And on May 13, 2020, the parties filed a stipulation requesting to stay the case subject to resolution of the motions to dismiss in the Northern District of California and Eastern District of Virginia class actions.

The Company believes that the lawsuits described above are without merit, and it intends to vigorously defend them.

DXC TECHNOLOGY COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Voluntary Disclosure of Certain Possible Sanctions Law Violations: On February 2, 2017, CSC submitted an initial notification of voluntary disclosure to the U.S. Department of Treasury, Office of Foreign Assets Control ~~("OFAC"~~(“OFAC”) regarding certain possible violations of U.S. sanctions laws pertaining to insurance premium data and claims data processed by 2 partially-owned joint ventures of Xchanging, which CSC acquired during the first quarter of fiscal 2017. A copy of the disclosure was also provided to Her Majesty’s Treasury Office of Financial Sanctions Implementation in the United Kingdom. The Company ~~has~~ substantially completed its internal ~~investigation. The Company~~investigation and provided supplemental information to OFAC onin January ~~31, 2020~~2020. In August 2021, OFAC informed the Company that it had decided to address the Company’s voluntary disclosure by issuing a “Cautionary Letter” instead of pursuing a civil monetary penalty, and ~~continues~~that the Letter represents OFAC’s final enforcement response to ~~work~~the Company’s voluntary disclosure. The Company will continue to engage in periodic dialogue with OFAC ~~on these issues.~~regarding compliance items that arise in the ordinary course of business. This matter is otherwise closed.

~~DXC TECHNOLOGY COMPANY~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)~~

~~Perspecta Arbitration:~~ In October 2019, Perspecta Inc. (“Perspecta”) submitted a demand for arbitration claiming that in June 2018 DXC breached certain obligations under the Separation and Distribution Agreement ("SDA") between Perspecta and DXC and seeking at least $120 million in alleged damages. During the course of discovery, Perspecta increased the amount of its alleged damages, first to $500 million and then to over $800 million. Perspecta has since increased its damages calculations to include interest, bringing its total claim to $990 million. The Company believes there is no valid basis for Perspecta's claims for these amounts.

In its arbitration demand, Perspecta also challenges $39 million in invoices issued by DXC in June 2019 under its IT Services Agreement with Perspecta ("ITSA"). Perspecta subsequently challenged an additional $31 million sought by DXC in August 2020 under the ITSA. DXC believes the invoices were properly issued and the amounts are owed by Perspecta.

~~In October 2020, a hearing was held before an arbitration panel, during which the Company and Perspecta each presented evidence on the claims at issue.~~Tax Examinations: In~~December 2020,~~The Company is under IRS examination in the ~~parties presented closing arguments~~U.S. on its federal income tax returns for certain fiscal years and is in disagreement with the ~~case was submitted. The parties are awaiting a decision from the arbitration panel.~~IRS on certain of our tax positions. See Note 16 – “Income Taxes” for further information.

In addition to the matters noted above, the Company is currently subject in the normal course of business to various claims and contingencies arising from, among other things, disputes with customers, vendors, employees, contract counterparties and other parties, as well as securities matters, environmental matters, matters concerning the licensing and use of intellectual property, and inquiries and investigations by regulatory authorities and government agencies. Some of these disputes involve or may involve litigation. The financial statements reflect the treatment of claims and contingencies based on ~~management's~~management’s view of the expected outcome. DXC consults with outside legal counsel on issues related to litigation and regulatory compliance and seeks input from other experts and advisors with respect to matters in the ordinary course of business. Although the outcome of these and other matters cannot be predicted with certainty, and the impact of the final resolution of these and other matters on the Company’s results of operations in a particular subsequent reporting period could be material and adverse, management does not believe based on information currently available to the Company, that the resolution of any of the matters currently pending against the Company will have a material adverse effect on the financial position of the Company or the ability of the Company to meet its financial obligations as they become due. Unless otherwise noted, the Company is unable to determine at this time a reasonable estimate of a possible loss or range of losses associated with the foregoing disclosed contingent matters.

4744

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

All statements and assumptions contained in this Quarterly Report on Form 10-Q and in the documents incorporated by reference that do not directly and exclusively relate to historical facts constitute “forward-looking statements.” Forward-looking statements often include words such as “anticipates,” “believes,” “estimates,” “expects,” “forecast,” “goal,” “intends,” “objective,” “plans,” “projects,” “strategy,” “target,” and “will” and words and terms of similar substance in discussions of future operating or financial performance. These statements represent current expectations and beliefs, and no assurance can be given that the results described in such statements will be achieved.

Forward-looking statements include, among other things, statements with respect to our future financial condition, results of operations, cash flows, business strategies, operating efficiencies or synergies, divestitures, competitive position, growth opportunities, share repurchases, dividend payments, plans and objectives of management and other matters. Such statements are subject to numerous assumptions, risks, uncertainties and other factors that could cause actual results to differ materially from those described in such statements, many of which are outside of our control. Furthermore, many of these risks and uncertainties are currently amplified by and may continue to be amplified by or may, in the future, be amplified by the coronavirus disease 2019 (“COVID-19”) ~~pandemic~~crisis and the impact of varying private and governmental responses that affect our customers, employees, vendors and the economies and communities where they operate.

Important factors that could cause actual results to differ materially from those described in forward-looking statements include, but are not limited to:

•the uncertainty of the magnitude, duration, geographic reach of the COVID-19 crisis, its impact on the global economy and the impact of current and potential travel restrictions, stay-at-home orders, and economic restrictions implemented to address the ~~COVID-19 pandemic;~~crisis;

•the ~~current,~~effects of macroeconomic and ~~uncertain future, impact of the COVID-19 pandemic, as well as other emerging developments~~geopolitical trends and ~~disruption to economic activity, and their resulting impact on our clients that may affect our business, growth, prospects, financial condition, operating results, cash flows and liquidity;~~events;

•~~changes~~our inability to succeed in ~~governmental regulations or the adoption of new laws or regulations that may make it more difficult or expensive to operate~~ our ~~business;~~strategic objectives;

•~~changes~~our inability to succeed in ~~senior management, the loss of key employees or the ability to retain and hire key personnel and maintain relationships with key business partners;~~our strategic transactions;

•the risk of liability or damage to our reputation resulting from security incidents, including breaches, and cyber-attacks orto our systems and networks and those of our business partners, insider threats, disclosure of sensitive data or failure to comply with data protection laws and regulations ~~including the ransomware attack recently experienced by our subsidiary, Xchanging;~~in a rapidly evolving regulatory environment; in each case, whether deliberate or accidental;

•our inability to develop and expand our service offerings to address emerging business ~~interruptions in connection~~demands and technological trends, including our inability to sell differentiated services up the Enterprise Technology Stack;

•the risks associated with our ~~technology systems;~~international operations;

•our credit rating and ability to manage working capital, refinance and raise additional capital for future needs;

•the competitive pressures faced by our business;

•our inability to accurately estimate the ~~effects~~cost of ~~macroeconomic~~services, and ~~geopolitical trends and events;~~the completion timeline of contracts;

•~~the need to manage third-party~~execution risks by us and our suppliers, customers, and ~~the effective distribution and delivery of our products and services;~~partners;

•~~the protection of~~ our ~~intellectual property assets, including intellectual property licensed from third parties;~~inability to retain and hire key personnel and maintain relationships with key partners;

•our inability to comply with governmental regulations or the ~~risks associated with international operations;~~adoption of new laws or regulations;

•~~the development and transition of new products and services and the enhancement of existing products and services to meet customer needs, respond to emerging technological trends and maintain and grow~~ our ~~customer relationships over time;~~

•~~the ability to succeed in our strategic objectives, including strategic alternatives material for our business;~~

•~~the ability~~inability to achieve the expected benefits of our restructuring plans;

•inadvertent infringement of third-party intellectual property rights or our inability to protect our own intellectual property assets;

•our inability to remediate any material weakness and maintain effective internal control over financial reporting;

•potential losses due to asset impairment charges;

•our inability to pay dividends or repurchase shares of our common stock;

•pending investigations, claims and disputes and any adverse impact on our profitability and liquidity;

•disruptions in the ~~ability~~credit markets, including disruptions that reduce our customers’ access to credit and increase the costs to our customers of obtaining credit;

•our failure to bid on projects effectively;

•financial difficulties of our customers and our inability to collect receivables;

•our inability to maintain and grow our customer relationships over time and to comply with customer contracts or government contracting regulations or requirements;

•~~the execution~~changes in tax laws and ~~performance of contracts by us and~~any adverse impact on our ~~suppliers, customers, clients and partners;~~effective tax rate;

•~~our credit rating and~~risks following the ~~ability to manage working capital, refinance and raise additional capital for future needs;~~

•~~our substantial amount of indebtedness;~~

•~~our ability to remediate any material weakness and maintain effective internal control over financial reporting;~~

•~~the resolution of pending investigations, claims and disputes;~~

•~~the integration~~merger of Computer Sciences ~~Corporation's ("CSC"~~Corporation (“CSC”) and Enterprise Services business of Hewlett Packard Enterprise ~~Company's ("HPES"~~Company’s (“HPES”) businesses, ~~operations, and culture and the ability to operate as effectively and efficiently as expected, and the combined company's ability to successfully manage and integrate acquisitions generally;~~

•~~the ability to realize the synergies and benefits expected to result from the merger of CSC and HPES (the "HPES Merger") within the anticipated time frame or in the anticipated amounts;~~

•~~other risks related to the HPES Merger~~ including anticipated tax treatment, unforeseen liabilities, and future capital expenditures;

•risks following the spin-off of our former U.S. ~~public sector~~Public Sector business and its related mergers with Vencore Holding Corp. and KeyPoint Government Solutions to form Perspecta Inc. (the ~~"USPS"~~“USPS”) ~~Separation and Mergers could result in substantial tax liability to DXC and our stockholders;~~

•~~risks relating to the respective abilities of the parties to our acquisition of Luxoft Holding, Inc. to achieve the expected results therefrom;~~

•~~risks relating to the consummation of sale of our healthcare provider software business to Dedalus, and the ability to achieve the expected results therefrom;~~; and

•the other factors described in Part I Item 1A ~~"Risk Factors"~~“Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended March 31, ~~2020~~2021 and subsequent SEC filings, including Part II Item 1A ~~"Risk Factors" of our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020, September 30, 2020 and~~“Risk Factors” of this Quarterly Report on Form 10-Q.

No assurance can be given that any goal or plan set forth in any forward-looking statement can or will be achieved, and readers are cautioned not to place undue reliance on such statements which speak only as of the date they are made. Any forward-looking statement made by us in this Quarterly Report on Form 10-Q speaks only as of the date on which this Quarterly Report on Form 10-Q was first filed. We do not undertake any obligation to update or release any revisions to any forward-looking statement or to report any events or circumstances after the date of this ~~Quarterly Report on Form 10-Q~~report or to reflect the occurrence of unanticipated events, except as required by law.

ITEM 2. ~~MANAGEMENT'S~~MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Introduction

The purpose of the Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A&A”) is to present information that management believes is relevant to an assessment and understanding of our results of operations and cash flows for the ~~third~~second quarter and first ~~nine~~six months of fiscal ~~2021~~2022 and our financial condition as of ~~December 31, 2020.~~September 30, 2021. The MD&A is provided as a supplement to, and should be read in conjunction with, our financial statements and accompanying notes.

The MD&A is organized ~~into~~in the following sections:

•Background

•Results of Operations

•Liquidity and Capital Resources

•Off-Balance Sheet Arrangements

•Contractual Obligations

•Critical Accounting Policies and Estimates

The following discussion includes a comparison of our results of operations and liquidity and capital resources for the ~~third~~second quarters and first ~~nine~~six months of fiscal ~~2021~~2022 and fiscal ~~2020.~~2021.

Background

DXC Technology helps global companies run their mission critical systems and operations while modernizing IT, optimizing data architectures, and ensuring security and scalability across public, private and hybrid clouds. ~~With decades of driving innovation, the~~The world’s largest companies and public sector organizations trust DXC to deploy ~~our enterprise technology stack~~services across the Enterprise Technology Stack to ~~deliver~~drive new levels of performance, competitiveness, and customer ~~experiences.~~experience.

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

5047

Results of Operations

The following table sets forth certain financial data for the ~~third~~second quarters and first ~~nine~~six months of fiscal ~~2021~~2022 and fiscal ~~2020:~~2021:

Three Months Ended Nine Months Ended
(In millions, except per-share amounts) December 31, 2020 December 31, 2019 December 31, 2020 December 31, 2019
Revenues $ 4,288 $ 5,021 $ 13,344 $ 14,762
Income (loss) before income taxes 1,978 127 1,447 (1,666)
Income tax expense 875 37 789 191
Net income (loss) $ 1,103 $ 90 $ 658 $ (1,857)
Diluted earnings (loss) per common share: $ 4.29 $ 0.32 $ 2.54 $ (7.20)


	Three Months Ended				Six Months Ended
(In millions, except per-share amounts)	September 30, 2021		September 30, 2020		September 30, 2021		September 30, 2020
Revenues	$	4,027	$	4,554	$	8,168	$	9,056

(Loss) income, before income taxes	(248)		(306)		176		(531)
Income tax (benefit) expense	(61)		(60)		81		(86)
Net (loss) income	$	(187)	$	(246)	$	95	$	(445)

Diluted (loss) earnings per share	$	(0.74)	$	(0.96)	$	0.35	$	(1.77)

Fiscal ~~2021~~2022 Second Quarter Highlights

Financial highlights for the ~~third~~second quarter and first ~~nine~~six months of fiscal ~~2021~~2022 include the following:

•Revenues for the ~~third~~second quarter and first ~~nine~~six months of fiscal ~~2021~~2022 were ~~$4.3~~$4.0 billion and ~~$13.3~~$8.2 billion, respectively, a decrease of ~~14.6%~~11.6% and ~~9.6%~~9.8%, respectively, as compared to the ~~third~~second quarter and first ~~nine~~six months of fiscal ~~2020. These decreases were~~2021. The decrease was primarily due to the ~~disposition~~dispositions of the ~~HHS~~HPS business ~~at the beginning of the third quarter of fiscal 2021, project terminations,~~ and ~~changes in run volume. The decrease in revenue for the first nine months of fiscal 2021 was partially offset by contributions from our Luxoft acquisition which was executed~~other insignificant businesses during the first quarter of fiscal ~~2020. Refer to~~2022 and the ~~section below captioned "Revenues."~~

•~~Net income and diluted earnings per share for the third quarter of fiscal 2021 were $1,103 million and $4.29, respectively. Net income increased by $1,013 million~~HHS business during the third quarter of fiscal ~~2021~~2021. Project completions and project terminations also contributed to the decrease in revenues. The decrease in revenues was partially offset by increased pass-through revenue associated with the resale of hardware and software and additional services provided to new and existing customers.

•Net loss and diluted loss per share for the second quarter of fiscal 2022 were $(187) million and $(0.74), respectively. Net loss decreased by $59 million during the second quarter of fiscal 2022 as compared to the same period of ~~the~~ prior fiscal year. The ~~increase~~decrease was primarily due to ~~gain on disposition of businesses and~~ cost optimization realized in the current ~~year,~~period, lower costs after the dispositions of the HPS and HHS businesses, and lower transaction, separation and integration-related costs partially offset by a reduction in revenue ~~previously mentioned~~in the current period and ~~an increase in tax expense from prior year. Refer to the section below captioned "Cost and Expenses."~~higher debt extinguishment costs. Net ~~income~~loss included the cumulative impact of certain items of ~~$882~~$420 million, ~~during the quarter,~~ reflecting restructuring costs, transaction, separation and integration-related costs, amortization of acquired intangible assets, impairment losses, and ~~gain on disposition of businesses.~~debt extinguishment costs. This compares with net ~~income~~loss and diluted ~~earnings~~loss per share of ~~$90~~$(246) million and ~~$0.32,~~$(0.96), respectively, for the ~~third~~second quarter of fiscal ~~2020.~~2021.

•Net income and diluted earnings per share for the first ~~nine~~six months of fiscal ~~2021~~2022 were ~~$658~~$95 million and ~~$2.54,~~$0.35, respectively. Net income increased by ~~$2,515~~$540 million during the first ~~nine~~six months of fiscal ~~2021~~2022 as compared to the same period of ~~the~~ prior fiscal year. The increase was primarily due to ~~goodwill impairment recognized in the prior year and gain on disposition of businesses and~~ cost optimization realized in the current ~~year~~period, gain on disposition of the HPS business, lower costs after the dispositions of the HPS and HHS businesses and lower transaction, separation and integration-related costs partially offset by ~~gain on arbitration in the prior year and~~ a reduction in revenue in the current ~~year previously mentioned. Refer to the section below captioned "Cost~~period and ~~Expenses."~~higher debt extinguishment costs. Net income included the cumulative impact of certain items of ~~$217~~$360 million, ~~during the period,~~ reflecting restructuring costs, transaction, separation and integration-related costs, amortization of acquired intangible assets, ~~gain~~gains on ~~disposition of businesses, pension~~dispositions, impairment losses, debt extinguishment costs, and ~~other post-retirement benefit ("OPEB") actuarial and settlement losses, and~~a tax adjustment. This compares with net loss and diluted loss per share of ~~$1,857~~$(445) million and ~~$7.20,~~$(1.77), respectively, for the first ~~nine~~six months of fiscal ~~2020.~~2021.

•Our cash and cash equivalents were ~~$3.9~~$2.7 billion as of ~~December 31, 2020.~~September 30, 2021.

•We generated ~~$404~~$534 million of cash from operations during the first ~~nine~~six months of fiscal ~~2021,~~2022, as compared to ~~$2,062~~$591 million during the first ~~nine~~six months of fiscal ~~2020.~~2021.

5148

Revenues

Three Months Ended
(in millions) December 31, 2020 December 31, 2019 Change Percentage Change
GBS $ 1,921 $ 2,359 $ (438) (18.6) %
GIS 2,367 2,662 (295) (11.1) %
Total Revenues $ 4,288 $ 5,021 $ (733) (14.6) %

During the second quarter and first six months of fiscal 2022 and fiscal 2021, the distribution of our revenues across geographies was as follows:

Nine Months Ended
(in millions) December 31, 2020 December 31, 2019 Change Percentage Change
GBS $ 6,337 $ 6,803 $ (466) (6.8) %
GIS 7,007 7,959 (952) (12.0) %
Total Revenues $ 13,344 $ 14,762 $ (1,418) (9.6) %


	Three Months Ended
(in millions)	September 30, 2021		September 30, 2020		Change		Percentage Change
GBS	$	1,873	$	2,242	$	(369)	(16.5)	%
GIS	2,154		2,312		(158)		(6.8)	%
Total Revenues	$	4,027	$	4,554	$	(527)	(11.6)	%


	Six Months Ended
(in millions)	September 30, 2021		September 30, 2020		Change		Percentage Change
GBS	$	3,760	$	4,416	$	(656)	(14.9)	%
GIS	4,408		4,640		(232)		(5.0)	%
Total Revenues	$	8,168	$	9,056	$	(888)	(9.8)	%

The decrease in revenues for the ~~third~~second quarter and first ~~nine~~six months of fiscal ~~2021,~~2022, compared with fiscal 2021 of the same periods, ~~in fiscal 2020,~~ reflects the disposition of the HHS business ~~at the beginning of~~during the third quarter of fiscal 2021, ~~project terminations,~~in addition to dispositions of the HPS business and ~~changes in run volume. The decrease in revenue for the first nine months of fiscal 2021 was partially offset by contributions from our Luxoft acquisition which was executed~~other insignificant businesses during the first quarter of fiscal ~~2020.~~2022. Project completions and project terminations also contributed to the decrease in revenues. The decrease in revenues was partially offset by increased pass-through revenue associated with the resale of hardware and software and additional services provided to new and existing customers. Revenues for the ~~third~~second quarter and first ~~nine~~six months of fiscal ~~2021~~2022 included an favorable foreign currency exchange rate impacts of ~~2.3%~~1.4% and ~~0.6%~~3.6%, ~~respectively. These impacts were~~respectively, primarily driven by the weakening of the U.S. dollar against the ~~Euro, Australian~~British Pound, Canadian Dollar, and ~~British Pound during the third quarter and first nine months of fiscal 2021.~~

Australian Dollar.

~~During the third quarters and first nine months of fiscal 2021 and fiscal 2020, the distribution of our revenues across geographies was as follows:~~

For the discussion of risks associated with our foreign operations, see Part 1, Item 1A ~~"Risk Factors"~~“Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended March 31, ~~2020.~~2021.

As a global company, ~~over 65%~~approximately 70% of our revenues for the first ~~nine~~six months of fiscal ~~2021~~2022 were earned internationally. As a result, the comparison of revenues denominated in currencies other than the U.S. dollar, from period to period, is impacted by fluctuations in foreign currency exchange rates. Constant currency revenues are a non-GAAP measure calculated by translating current period activity into U.S. dollars using the comparable prior period’s currency conversion rates. This information is consistent with how management views our revenues and evaluates our operating performance and trends. The table below summarizes our constant currency revenues:

Three Months Ended
(in millions) Constant Currency December 31, 2020 December 31, 2019 Change Percentage Change
GBS $ 1,868 $ 2,359 $ (491) (20.8) %
GIS 2,302 2,662 (360) (13.5) %
Total $ 4,170 $ 5,021 $ (851) (16.9) %

Nine Months Ended
(in millions) Constant Currency December 31, 2020 December 31, 2019 Change Percentage Change
GBS $ 6,287 $ 6,803 $ (516) (7.6) %
GIS 6,962 7,959 (997) (12.5) %
Total $ 13,249 $ 14,762 $ (1,513) (10.2) %

5450


	Three Months Ended
(in millions)	Constant Currency September 30, 2021		September 30, 2020		Change		Percentage Change
GBS	$	1,851	$	2,242	$	(391)	(17.4)	%
GIS	2,110		2,312		(202)		(8.7)	%
Total	$	3,961	$	4,554	$	(593)	(13.0)	%


	Six Months Ended
(in millions)	Constant Currency September 30, 2021		September 30, 2020		Change		Percentage Change
GBS	$	3,635	$	4,416	$	(781)	(17.7)	%
GIS	4,210		4,640		(430)		(9.3)	%
Total	$	7,845	$	9,056	$	(1,211)	(13.4)	%

Global Business Services

Our GBS revenues were ~~$1,921 million~~$1.9 billion in the ~~third~~second quarter and ~~$6,337 million~~$3.8 billion in the first ~~nine~~six months of fiscal ~~2021,~~2022, a decrease of ~~18.6%~~16.5% and ~~6.8%~~14.9%, respectively, compared to the ~~corresponding~~same periods in fiscal ~~2020.~~2021. GBS revenue in constant currency decreased ~~20.8%~~by 17.4% and ~~7.6%~~17.7% in the ~~third~~second quarter and first ~~nine~~six months of fiscal ~~2021,~~2022, respectively, as compared to the ~~corresponding~~same periods in fiscal ~~2020.~~2021. The decrease in GBS revenues for the ~~third~~second quarter and first ~~nine~~six months of fiscal ~~2021 were~~2022 was primarily due to the disposition of the HHS business ~~at the beginning of~~during the third quarter of fiscal 2021, ~~project terminations, and change in run volumes. The decrease in revenue for~~ the ~~first nine months~~disposition of ~~fiscal 2021 was partially offset by contributions from our Luxoft acquisition which was executed during~~the HPS business at the beginning of the first quarter of fiscal ~~2020.~~2022, and project completions. The decrease in GBS revenues was partially offset by additional services provided to existing customers.

For the ~~third~~second quarter and first ~~nine~~six months of fiscal ~~2021,~~2022, GBS contract awards were ~~$2.7~~$1.7 billion and ~~$8.6~~$4.1 billion, respectively, as compared to ~~$2.5~~$2.4 billion and ~~$6.8~~$5.9 billion in the corresponding periods of fiscal ~~2020.~~2021.

Global Infrastructure Services

Our GIS revenues were ~~$2,367 million~~$2.2 billion in the ~~third~~second quarter and ~~$7,007 million~~$4.4 billion in the first ~~nine~~six months of fiscal ~~2021,~~2022, a decrease of ~~11.1%~~6.8% and ~~12.0%~~5.0%, respectively, compared to the ~~corresponding~~same periods in fiscal ~~2020.~~2021. GIS revenue in constant currency decreased ~~13.5%~~by 8.7% and ~~12.5%~~9.3% in the ~~third~~second quarter and first ~~nine~~six months of fiscal ~~2021,~~2022, respectively, as compared to the ~~corresponding~~same periods in fiscal ~~2020.~~2021. The decrease in GIS revenues for the ~~third~~second quarter and first ~~nine~~six months of fiscal ~~2021 reflects~~2022 was primarily due to project completions, project terminations, ~~change~~a decrease in ~~run~~run-rate project volumes, and ~~price-downs.~~decreases due to the dispositions of the HHS business and other insignificant businesses. The decrease in GIS revenues was partially offset by additional services provided to new and existing customers.

For the ~~third~~second quarter and first ~~nine~~six months of fiscal ~~2021,~~2022, GIS contract awards were ~~$2.2~~$2.0 billion and ~~$6.5~~$4.2 billion, respectively, as compared to ~~$2.8~~$2.5 billion and ~~$6.5~~$4.3 billion in the corresponding periods of fiscal ~~2020.~~2021.

5551

Costs and Expenses

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


		Three Months Ended										Three Months Ended
		Amount				Percentage of Revenues				Percentage Point Change		Amount				Percentage of Revenues				Percentage Point Change
(in millions)	(in millions)	December 31, 2020		December 31, 2019		December 31, 2020		December 31, 2019			(in millions)	September 30, 2021		September 30, 2020		September 30, 2021		September 30, 2020
Costs of services (excludes depreciation and amortization and restructuring costs)	Costs of services (excludes depreciation and amortization and restructuring costs)	$	3,333	$	3,827	77.8	%	76.2	%	1.6	Costs of services (excludes depreciation and amortization and restructuring costs)	$	3,088	$	3,563	76.7	%	78.3	%	(1.6)
Selling, general, and administrative (excludes depreciation and amortization and restructuring costs)		517		518		12.1		10.3		1.8
Selling, general and administrative (excludes depreciation and amortization and restructuring costs)											Selling, general and administrative (excludes depreciation and amortization and restructuring costs)	370		539		9.2		11.8		(2.6)
Depreciation and amortization	Depreciation and amortization	475		479		11.1		9.5		1.6	Depreciation and amortization	448		525		11.1		11.5		(0.4)
Goodwill impairment losses		—		53		—		1.1		(1.1)
Restructuring costs	Restructuring costs	104		74		2.4		1.5		0.9	Restructuring costs	145		265		3.6		5.8		(2.2)
Interest expense	Interest expense	82		93		1.9		1.9		—	Interest expense	61		96		1.5		2.1		(0.6)
Interest income	Interest income	(28)		(33)		(0.7)		(0.7)		—	Interest income	(16)		(25)		(0.4)		(0.5)		0.1
Gain on disposition of businesses		(2,046)		—		(47.7)		—		(47.7)
Debt extinguishment costs											Debt extinguishment costs	281		—		7.0		—		7.0

Other income, net	Other income, net	(127)		(117)		(3.0)		(2.3)		(0.7)	Other income, net	(102)		(103)		(2.5)		(2.3)		(0.2)
Total costs and expenses		$	2,310	$	4,894	53.9	%	97.5	%	(43.6)
Total Costs and Expenses											Total Costs and Expenses	$	4,275	$	4,860	106.2	%	106.7	%	(0.5)



			Page
Condensed Consolidated Statements of Operations for the Three and ~~Nine~~Six Months Ended ~~December 31,~~September 30, 2021 and September 30, 2020 ~~and December 31, 2019~~ (unaudited)			2

Condensed Consolidated Statements of Comprehensive Income (Loss) ~~Income~~ for the Three and ~~Nine~~Six Months Ended ~~December 31, 2020~~September 30, 2021 and ~~December 31,~~September 30, 2020 (unaudited)			3

Condensed Consolidated Balance Sheets as of ~~December 31, 2020~~September 30, 2021 and March 31, ~~2020~~2021 (unaudited)			4

Condensed Consolidated Statements of Cash Flows for the ~~Nine~~Six Months Ended ~~December 31,~~September 30, 2021 and September 30, 2020 ~~and December 31, 2019~~ (unaudited)			5

Condensed Consolidated Statements of Changes in Equity for the Three and ~~Nine~~Six Months Ended ~~December 31,~~September 30, 2021 and Septe mber 30, 2020 ~~and December 31, 2019~~ (unaudited)			6

Notes to Condensed Consolidated Financial Statements (unaudited)
Note 1–Summary of Significant Accounting Policies			8
Note 2–Recent Accounting Pronouncements			10
Note 3–Acquisitions			1110
Note 4–Divestitures			1211

Note 5–Earnings (Loss) Per Share			14
Note 6–Receivables			1415
Note 7–Leases			17
Note 8–Fair Value			2019
Note 9–Derivative and Hedging Activities			2221
Note 10–Intangible Assets			2524
Note 11–Goodwill			2625
Note 12–Debt			2726
Note 13–Revenue			2827
Note 14–Restructuring Costs			3029
Note 15–Pension and Other Benefit Plans			3231
Note 16–Income Taxes			3432
Note 17–~~Stockholders'~~Stockholders’ Equity			3533
Note 18–Stock Incentive Plans			3634
Note 19–Cash Flows			3836
Note 20–Segment Information			3937
Note 21–Commitments and Contingencies			4240


			Three Months Ended				Nine Months Ended
(in millions)			December 31, 2020		December 31, 2019		December 31, 2020		December 31, 2019

Net income (loss)			$	1,103	$	90	$	658	$	(1,857)

Other comprehensive income, net of taxes:
	Foreign currency translation adjustments, net of tax (1)		170		293		200		87

	Cash flow hedges adjustments, net of tax (2)		0		(8)		18		(6)
	Available-for-sale securities, net of tax (3)		(11)		0		(6)		2
	Pension and other post-retirement benefit plans, net of tax:
		Prior service cost, net of tax (4)	(1)		0		(1)		0

		Amortization of prior service cost, net of tax (5)	(2)		(2)		(12)		(6)

	Pension and other post-retirement benefit plans, net of tax		(3)		(2)		(13)		(6)
Other comprehensive income, net of taxes			156		283		199		77
Comprehensive income (loss)			1,259		373		857		(1,780)
	Less: comprehensive income attributable to non-controlling interest		6		39		12		26
Comprehensive income (loss) attributable to DXC common stockholders			$	1,253	$	334	$	845	$	(1,806)


			Three Months Ended				Six Months Ended
(in millions)			September 30, 2021		September 30, 2020		September 30, 2021		September 30, 2020
Net (loss) income			$	(187)	$	(246)	$	95	$	(445)
Other comprehensive (loss) income, net of taxes:
	Foreign currency translation adjustments, net of tax (1)		(62)		33		(174)		30
	Cash flow hedges adjustments, net of tax (2)		9		7		8		18
	Available-for-sale securities, net of tax (3)		—		1		—		5
	Pension and other post-retirement benefit plans, net of tax:
		Amortization of prior service cost, net of tax (4)	(2)		(1)		(4)		(10)
	Pension and other post-retirement benefit plans, net of tax		(2)		(1)		(4)		(10)
Other comprehensive (loss) income, net of taxes			(55)		40		(170)		43
Comprehensive (loss)			(242)		(206)		(75)		(402)
	Less: comprehensive income attributable to non-controlling interest		2		1		15		6
Comprehensive (loss) attributable to DXC common stockholders			$	(244)	$	(207)	$	(90)	$	(408)


		As of					As of
(in millions, except per-share and share amounts)	(in millions, except per-share and share amounts)	December 31, 2020		March 31, 2020		(in millions, except per-share and share amounts)	September 30, 2021		March 31, 2021
ASSETS	ASSETS					ASSETS
Current assets:	Current assets:					Current assets:
Cash and cash equivalents	Cash and cash equivalents	$	3,919	$	3,679	Cash and cash equivalents	$	2,699	$	2,968
Receivables and contract assets, net of allowance of $199 and $74		4,130		4,392
Receivables and contract assets, net of allowance of $87 and $91						Receivables and contract assets, net of allowance of $87 and $91	3,821		4,156
Prepaid expenses	Prepaid expenses	586		646		Prepaid expenses	534		567
Other current assets	Other current assets	470		270		Other current assets	330		517

Total current assets	Total current assets	9,105		8,987		Total current assets	7,384		8,208

Intangible assets, net of accumulated amortization of $4,545 and $4,347		4,019		5,731
Intangible assets, net of accumulated amortization of $4,816 and $4,422						Intangible assets, net of accumulated amortization of $4,816 and $4,422	3,691		4,043
Operating right-of-use assets, net	Operating right-of-use assets, net	1,459		1,428		Operating right-of-use assets, net	1,174		1,366
Goodwill	Goodwill	736		2,017		Goodwill	631		641
Deferred income taxes, net	Deferred income taxes, net	315		265		Deferred income taxes, net	255		289
Property and equipment, net of accumulated depreciation of $4,295 and $3,818		3,321		3,547
Property and equipment, net of accumulated depreciation of $4,073 and $4,121						Property and equipment, net of accumulated depreciation of $4,073 and $4,121	2,691		2,946
Other assets	Other assets	4,679		4,031		Other assets	4,289		4,545

Total Assets	Total Assets	$	23,634	$	26,006	Total Assets	$	20,115	$	22,038

LIABILITIES and EQUITY	LIABILITIES and EQUITY					LIABILITIES and EQUITY
Current liabilities:	Current liabilities:					Current liabilities:
Short-term debt and current maturities of long-term debt	Short-term debt and current maturities of long-term debt	$	795	$	1,276	Short-term debt and current maturities of long-term debt	745		1,167
Accounts payable	Accounts payable	852		1,598		Accounts payable	724		914
Accrued payroll and related costs	Accrued payroll and related costs	741		630		Accrued payroll and related costs	645		698
Current operating lease liabilities	Current operating lease liabilities	450		482		Current operating lease liabilities	392		418
Accrued expenses and other current liabilities	Accrued expenses and other current liabilities	3,285		2,801		Accrued expenses and other current liabilities	3,120		3,476
Deferred revenue and advance contract payments	Deferred revenue and advance contract payments	1,102		1,021		Deferred revenue and advance contract payments	933		1,079
Income taxes payable	Income taxes payable	1,045		87		Income taxes payable	260		398

Total current liabilities	Total current liabilities	8,270		7,895		Total current liabilities	6,819		8,150

Long-term debt, net of current maturities	Long-term debt, net of current maturities	5,444		8,672		Long-term debt, net of current maturities	4,363		4,345
Non-current deferred revenue	Non-current deferred revenue	666		735		Non-current deferred revenue	775		622
Non-current operating lease liabilities	Non-current operating lease liabilities	1,113		1,063		Non-current operating lease liabilities	862		1,038
Non-current income tax liabilities and deferred tax liabilities	Non-current income tax liabilities and deferred tax liabilities	792		1,157		Non-current income tax liabilities and deferred tax liabilities	711		854
Other long-term liabilities	Other long-term liabilities	1,354		1,355		Other long-term liabilities	1,502		1,721

Total Liabilities	Total Liabilities	17,639		20,877		Total Liabilities	15,032		16,730

Commitments and contingencies	Commitments and contingencies	0		0		Commitments and contingencies	0		0

DXC stockholders’ equity:	DXC stockholders’ equity:					DXC stockholders’ equity:
Preferred stock, par value $.01 per share, 1,000,000 shares authorized, NaN issued as of December 31, 2020 and March 31, 2020		0		0
Common stock, par value $.01 per share, 750,000,000 shares authorized, 256,800,719 issued as of December 31, 2020 and 255,674,040 issued as of March 31, 2020		3		3
Preferred stock, par value $0.01 per share, 1,000,000 shares authorized, none issued as of September 30, 2021 and March 31, 2021						Preferred stock, par value $0.01 per share, 1,000,000 shares authorized, none issued as of September 30, 2021 and March 31, 2021	—		—
Common stock, par value $0.01 per share, 750,000,000 shares authorized, 255,003,243 issued as of September 30, 2021 and 257,052,533 issued as of March 31, 2021						Common stock, par value $0.01 per share, 750,000,000 shares authorized, 255,003,243 issued as of September 30, 2021 and 257,052,533 issued as of March 31, 2021	3		3
Additional paid-in capital	Additional paid-in capital	10,748		10,714		Additional paid-in capital	10,646		10,761
Accumulated deficit	Accumulated deficit	(4,533)		(5,177)		Accumulated deficit	(5,225)		(5,331)
Accumulated other comprehensive loss	Accumulated other comprehensive loss	(407)		(603)		Accumulated other comprehensive loss	(482)		(302)
Treasury stock, at cost, 2,410,917 and 2,148,708 shares as of December 31, 2020 and March 31, 2020		(156)		(152)
Treasury stock, at cost, 2,774,484 and 2,458,027 shares as of September 30, 2021 and March 31, 2021						Treasury stock, at cost, 2,774,484 and 2,458,027 shares as of September 30, 2021 and March 31, 2021	(170)		(158)
Total DXC stockholders’ equity	Total DXC stockholders’ equity	5,655		4,785		Total DXC stockholders’ equity	4,772		4,973
Non-controlling interest in subsidiaries	Non-controlling interest in subsidiaries	340		344		Non-controlling interest in subsidiaries	311		335
Total Equity	Total Equity	5,995		5,129		Total Equity	5,083		5,308
Total Liabilities and Equity	Total Liabilities and Equity	$	23,634	$	26,006	Total Liabilities and Equity	$	20,115	$	22,038


		Nine Months Ended					Six Months Ended
(in millions)	(in millions)	December 31, 2020		December 31, 2019		(in millions)	September 30, 2021		September 30, 2020
Cash flows from operating activities:	Cash flows from operating activities:					Cash flows from operating activities:
Net income (loss)	Net income (loss)	$	658	$	(1,857)	Net income (loss)	$	95	$	(445)
Adjustments to reconcile net loss to net cash provided by operating activities:
Adjustments to reconcile net income (loss) to net cash provided by operating activities:						Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	Depreciation and amortization	1,506		1,429		Depreciation and amortization	879		1,025
Goodwill impairment losses		0		2,940

Operating right-of-use expense	Operating right-of-use expense	463		506		Operating right-of-use expense	254		307
Pension and other post-employment benefits, actuarial and settlement losses		2		0
Pension & other post-employment benefits, actuarial & settlement losses						Pension & other post-employment benefits, actuarial & settlement losses	—		2
Share-based compensation	Share-based compensation	42		57		Share-based compensation	51		36
Deferred taxes	Deferred taxes	(319)		(28)		Deferred taxes	(41)		—
(Gain) loss on dispositions	(Gain) loss on dispositions	(2,023)		6		(Gain) loss on dispositions	(415)		14
Provision for losses on accounts receivable		52		0
Unrealized foreign currency exchange (gain) loss		(60)		14
Provision for (gains) losses on accounts receivable						Provision for (gains) losses on accounts receivable	(2)		45
Unrealized foreign currency exchange gain						Unrealized foreign currency exchange gain	(19)		(43)
Impairment losses and contract write-offs	Impairment losses and contract write-offs	68		20		Impairment losses and contract write-offs	17		42

Debt extinguishment costs						Debt extinguishment costs	309		—

Other non-cash charges, net	Other non-cash charges, net	(2)		(13)		Other non-cash charges, net	3		(5)
Changes in assets and liabilities, net of effects of acquisitions and dispositions:	Changes in assets and liabilities, net of effects of acquisitions and dispositions:					Changes in assets and liabilities, net of effects of acquisitions and dispositions:
Decrease in assets	Decrease in assets	88		141		Decrease in assets	348		57

Decrease in operating lease liability	Decrease in operating lease liability	(463)		(506)		Decrease in operating lease liability	(254)		(307)
Increase (decrease) in other liabilities		392		(647)
Decrease in other liabilities						Decrease in other liabilities	(691)		(137)

Net cash provided by operating activities	Net cash provided by operating activities	404		2,062		Net cash provided by operating activities	534		591

Cash flows from investing activities:	Cash flows from investing activities:					Cash flows from investing activities:
Purchases of property and equipment	Purchases of property and equipment	(215)		(240)		Purchases of property and equipment	(165)		(156)
Payments for transition and transformation contract costs	Payments for transition and transformation contract costs	(189)		(220)		Payments for transition and transformation contract costs	(107)		(136)
Software purchased and developed	Software purchased and developed	(209)		(178)		Software purchased and developed	(162)		(102)

Payments for acquisitions, net of cash acquired	Payments for acquisitions, net of cash acquired	(10)		(1,997)		Payments for acquisitions, net of cash acquired	—		(10)
Business dispositions	Business dispositions	4,942		0		Business dispositions	513		—
Cash collections related to deferred purchase price receivable	Cash collections related to deferred purchase price receivable	159		513		Cash collections related to deferred purchase price receivable	—		159
Proceeds from sale of assets	Proceeds from sale of assets	27		55		Proceeds from sale of assets	87		8
Short-term investing	Short-term investing	0		(75)		Short-term investing	24		—
Other investing activities, net	Other investing activities, net	(5)		20		Other investing activities, net	9		3
Net cash provided by (used in) investing activities	Net cash provided by (used in) investing activities	4,500		(2,122)		Net cash provided by (used in) investing activities	199		(234)

Cash flows from financing activities:	Cash flows from financing activities:					Cash flows from financing activities:
Borrowings of commercial paper	Borrowings of commercial paper	854		4,010		Borrowings of commercial paper	703		830
Repayments of commercial paper	Repayments of commercial paper	(1,327)		(3,893)		Repayments of commercial paper	(679)		(508)
Borrowings under lines of credit	Borrowings under lines of credit	2,500		0		Borrowings under lines of credit	—		2,500
Repayment of borrowings under lines of credit	Repayment of borrowings under lines of credit	(4,000)		0		Repayment of borrowings under lines of credit	—		(2,750)
Borrowings on long-term debt, net of discount		993		2,198
Borrowings on long-term debt						Borrowings on long-term debt	19		—
Principal payments on long-term debt	Principal payments on long-term debt	(2,926)		(1,029)		Principal payments on long-term debt	(2,871)		(1,476)
Payments on finance leases and borrowings for asset financing	Payments on finance leases and borrowings for asset financing	(694)		(646)		Payments on finance leases and borrowings for asset financing	(671)		(487)

Proceeds from bond issuance						Proceeds from bond issuance	2,918		993

Proceeds from stock options and other common stock transactions	Proceeds from stock options and other common stock transactions	1		11		Proceeds from stock options and other common stock transactions	12		—
Taxes paid related to net share settlements of share-based compensation awards	Taxes paid related to net share settlements of share-based compensation awards	(5)		(15)		Taxes paid related to net share settlements of share-based compensation awards	(13)		(3)

Payments for debt extinguishment costs						Payments for debt extinguishment costs	(344)		—
Repurchase of common stock and advance payment for accelerated share repurchase	Repurchase of common stock and advance payment for accelerated share repurchase	0		(736)		Repurchase of common stock and advance payment for accelerated share repurchase	(150)		—
Dividend payments	Dividend payments	(53)		(161)		Dividend payments	—		(53)

Other financing activities, net	Other financing activities, net	(14)		(44)		Other financing activities, net	13		(9)
Net cash used in financing activities	Net cash used in financing activities	(4,671)		(305)		Net cash used in financing activities	(1,063)		(963)
Effect of exchange rate changes on cash and cash equivalents	Effect of exchange rate changes on cash and cash equivalents	20		26		Effect of exchange rate changes on cash and cash equivalents	(2)		9
Net increase (decrease) in cash and cash equivalents including cash classified within current assets held for sale		253		(339)
Less: cash classified within current assets held for sale		(13)		0
Net increase (decrease) in cash and cash equivalents		240		(339)
Net decrease in cash and cash equivalents including cash classified within current assets held for sale						Net decrease in cash and cash equivalents including cash classified within current assets held for sale	(332)		(597)
Cash classified within current assets held for sale						Cash classified within current assets held for sale	63		(3)
Net decrease in cash and cash equivalents						Net decrease in cash and cash equivalents	(269)		(600)
Cash and cash equivalents at beginning of year	Cash and cash equivalents at beginning of year	3,679		2,899		Cash and cash equivalents at beginning of year	2,968		3,679
Cash and cash equivalents at end of period	Cash and cash equivalents at end of period	$	3,919	$	2,560	Cash and cash equivalents at end of period	$	2,699	$	3,079


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


			DXC TECHNOLOGY COMPANY
			(Exact name of registrant as specified in its charter)


Item		Page
	PART I - FINANCIAL INFORMATION

1.	Financial Statements (unaudited)	1
2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	50
3.	Quantitative and Qualitative Disclosures About Market Risk	69
4.	Controls and Procedures	69

	PART II - OTHER INFORMATION

1.	Legal Proceedings	72
1A.	Risk Factors	72
2.	Unregistered Sales of Equity Securities and Use of Proceeds	72
3.	Defaults Upon Senior Securities	73
4.	Mine Safety Disclosure	73
5.	Other Information	73
6.	Exhibits	73


Item		Page
	PART I – FINANCIAL INFORMATION

1.	Financial Statements (unaudited)	1
2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	47
3.	Quantitative and Qualitative Disclosures About Market Risk	65
4.	Controls and Procedures	65

	PART II – OTHER INFORMATION

1.	Legal Proceedings	67
1A.	Risk Factors	67
2.	Unregistered Sales of Equity Securities and Use of Proceeds	68
3.	Defaults Upon Senior Securities	68
4.	Mine Safety Disclosures	68
5.	Other Information	68
6.	Exhibits	69


	Three Months Ended December 31, 2020
(in millions, except shares in thousands)	Common Stock			Additional Paid-in Capital		Retained Earnings (Accumulated Deficit)		Accumulated Other Comprehensive Loss		Treasury Stock (1)		Total DXC Equity		Non- Controlling Interest		Total Equity
	Shares	Amount
Balance at September 30, 2020	256,522	$	3	$	10,746	$	(5,631)	$	(562)	$	(155)	$	4,401	$	350	$	4,751

Net income						1,098						1,098		5		1,103
Other comprehensive income								155				155		1		156
Share-based compensation expense				1								1				1
Acquisition of treasury stock										(1)		(1)				(1)

Stock option exercises and other common stock transactions	279			1								1				1

Non-controlling interest distributions and other												0		(16)		(16)

Balance at December 31, 2020	256,801	$	3	$	10,748	$	(4,533)	$	(407)	$	(156)	$	5,655	$	340	$	5,995

	Three Months Ended December 31, 2019
(in millions, except shares in thousands)	Common Stock			Additional Paid-in Capital		Retained Earnings (Accumulated Deficit)		Accumulated Other Comprehensive Loss		Treasury Stock		Total DXC Equity		Non- Controlling Interest		Total Equity
	Shares	Amount
Balance at September 30, 2019	257,626	$	3	$	10,793	$	(1,668)	$	(428)	$	(150)	$	8,550	$	320	$	8,870
Net income						82						82		8		90
Other comprehensive income								252				252		31		283
Share-based compensation expense				6								6				6
Acquisition of treasury stock										(1)		(1)				(1)
Share repurchase program	(2,354)			(98)		12						(86)				(86)
Stock option exercises and other common stock transactions	334											—				—
Dividends declared ($0.21 per share)						(54)						(54)				(54)
Non-controlling interest distributions and other												0		(7)		(7)

Balance at December 31, 2019	255,606	$	3	$	10,701	$	(1,628)	$	(176)	$	(151)	$	8,749	$	352	$	9,101


	Three Months Ended September 30, 2021
(in millions, except shares in thousands)	Common Stock			Additional Paid-in Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Treasury Stock(1)		Total DXC Equity		Non- Controlling Interest		Total Equity
	Shares	Amount
Balance at June 30, 2021	256,681	$	3	$	10,713	$	(5,045)	$	(426)	$	(168)	$	5,077	$	309	$	5,386
Net loss						(188)						(188)		1		(187)
Other comprehensive loss								(56)				(56)		1		(55)
Share-based compensation expense				22								22				22
Acquisition of treasury stock										(2)		(2)				(2)
Share repurchase program	(2,112)			(89)		6						(83)				(83)
Stock option exercises and other common stock transactions	434			3								3				3
Non-controlling interest distributions and other				(3)		2						(1)		—		(1)

Balance at September 30, 2021	255,003	$	3	$	10,646	$	(5,225)	$	(482)	$	(170)	$	4,772	$	311	$	5,083


	Three Months Ended September 30, 2020
(in millions, except shares in thousands)	Common Stock			Additional Paid-in Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Treasury Stock		Total DXC Equity		Non- Controlling Interest		Total Equity
	Shares	Amount
Balance at June 30, 2020	256,383	$	3	$	10,729	$	(5,386)	$	(599)	$	(154)	$	4,593	$	349	$	4,942

Net loss						(244)						(244)		(2)		(246)
Other comprehensive income								37				37		3		40
Share-based compensation expense				17								17				17
Acquisition of treasury stock										(1)		(1)				(1)
Stock option exercises and other common stock transactions	139											—				—
Non-controlling interest distributions and other						(1)						(1)				(1)
Balance at September 30, 2020	256,522	$	3	$	10,746	$	(5,631)	$	(562)	$	(155)	$	4,401	$	350	$	4,751


																				Six Months Ended September 30, 2021
(in millions, except shares in thousands)																			(in millions, except shares in thousands)	Common Stock			Additional Paid-in Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Treasury Stock(1)		Total DXC Equity		Non- Controlling Interest		Total Equity
																				Shares	Amount
Balance at March 31, 2021																			Balance at March 31, 2021	257,053	$	3	$	10,761	$	(5,331)	$	(302)	$	(158)	$	4,973	$	335	$	5,308
Net income																			Net income						90						90		5		95
Other comprehensive loss																			Other comprehensive loss								(180)				(180)		10		(170)
Share-based compensation expense																			Share-based compensation expense				40								40				40
Acquisition of treasury stock																			Acquisition of treasury stock										(12)		(12)				(12)
Share repurchase program																			Share repurchase program	(3,862)			(163)		13						(150)				(150)
Stock option exercises and other common stock transactions																			Stock option exercises and other common stock transactions	1,812			11								11				11
Non-controlling interest distributions and other																			Non-controlling interest distributions and other				(3)		3						—		(39)		(39)

Balance at September 30, 2021																			Balance at September 30, 2021	255,003	$	3	$	10,646	$	(5,225)	$	(482)	$	(170)	$	4,772	$	311	$	5,083

		Nine Months Ended December 31, 2020																		Six Months Ended September 30, 2020
(in millions, except shares in thousands)	(in millions, except shares in thousands)	Common Stock			Additional Paid-in Capital		Retained Earnings (Accumulated Deficit)		Accumulated Other Comprehensive Loss		Treasury Stock (1)		Total DXC Equity		Non- Controlling Interest		Total Equity		(in millions, except shares in thousands)	Common Stock			Additional Paid-in Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Treasury Stock		Total DXC Equity		Non- Controlling Interest		Total Equity
		Shares	Amount																	Shares	Amount
Balance at March 31, 2020	Balance at March 31, 2020	255,674	$	3	$	10,714	$	(5,177)	$	(603)	$	(152)	$	4,785	$	344	$	5,129	Balance at March 31, 2020	255,674	$	3	$	10,714	$	(5,177)	$	(603)	$	(152)	$	4,785	$	344	$	5,129
Cumulative effect of adopting ASU 2016-13	Cumulative effect of adopting ASU 2016-13						(4)						(4)				(4)		Cumulative effect of adopting ASU 2016-13						(4)						(4)				(4)
Net income							649						649		9		658
Other comprehensive income									196				196		3		199
Share-based compensation expense					33								33				33
Acquisition of treasury stock											(4)		(4)				(4)

Stock option exercises and other common stock transactions		1,127			1								1				1

Non-controlling interest distributions and other							(1)						(1)		(16)		(17)

Balance at December 31, 2020		256,801	$	3	$	10,748	$	(4,533)	$	(407)	$	(156)	$	5,655	$	340	$	5,995

		Nine Months Ended December 31, 2019
(in millions, except shares in thousands)		Common Stock			Additional Paid-in Capital		Retained Earnings (Accumulated Deficit)		Accumulated Other Comprehensive Loss		Treasury Stock		Total DXC Equity		Non- Controlling Interest		Total Equity
		Shares	Amount
Balance at March 31, 2019		270,214	$	3	$	11,301	$	478	$	(244)	$	(136)	$	11,402	$	323	$	11,725
Net loss	Net loss						(1,874)						(1,874)		17		(1,857)		Net loss						(449)						(449)		4		(445)
Other comprehensive income	Other comprehensive income								68				68		9		77		Other comprehensive income								41				41		2		43
Share-based compensation expense	Share-based compensation expense				55								55				55		Share-based compensation expense				32								32				32
Acquisition of treasury stock	Acquisition of treasury stock										(15)		(15)				(15)		Acquisition of treasury stock										(3)		(3)				(3)
Share repurchase program		(15,934)			(669)		(67)						(736)				(736)
Stock option exercises and other common stock transactions	Stock option exercises and other common stock transactions	1,326			14								14				14		Stock option exercises and other common stock transactions	848											—				—
Dividends declared ($0.63 per share)							(165)						(165)				(165)
Non-controlling interest distributions and other	Non-controlling interest distributions and other												0		3		3		Non-controlling interest distributions and other						(1)						(1)				(1)
Balance at September 30, 2020																			Balance at September 30, 2020	256,522	$	3	$	10,746	$	(5,631)	$	(562)	$	(155)	$	4,401	$	350	$	4,751

Balance at December 31, 2019		255,606	$	3	$	10,701	$	(1,628)	$	(176)	$	(151)	$	8,749	$	352	$	9,101


Date Issued and ASU	Date Adopted and Method	Description	Impact
~~June 2016~~ December 2019 ~~ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”~~	~~April 1, 2020~~ ~~Modified Retrospective~~	This update requires the measurement and recognition of expected credit losses using the current expected credit loss model for financial assets held at amortized cost, which includes the Company’s trade accounts receivable, certain financial instruments and contract assets. It replaces the existing incurred loss impairment model with an expected loss methodology. The recorded credit losses are adjusted each period for changes in expected lifetime credit losses. The standard requires a cumulative effect adjustment to the statement of financial position as of the beginning of the first reporting period in which the guidance is effective.	~~The Company adopted this standard using the modified retrospective approach and recorded an immaterial cumulative effect adjustment in retained earnings as of April 1, 2020.~~
~~August 2018~~ ~~ASU 2018-15,~~ ~~"Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract"~~	~~April 1, 2020~~ ~~Prospective~~	This update helps entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement (hosting arrangement) by providing guidance for determining when the arrangement includes a software license. Entities have the option to apply this standard prospectively to all implementation costs incurred after the date of adoption or retrospectively.	~~The Company adopted this standard using the prospective method and determined that the adoption of ASU 2018-15 had no material impact to its condensed consolidated financial statements.~~


~~Date Issued and ASU~~	~~DXC Effective Date~~	~~Description~~	~~Impact~~
~~December 2019~~ ASU 2019-12, ~~"Income~~“Income Taxes (Topic 740): Simplifying the Accounting for Income ~~Taxes"~~ Taxes”	~~Fiscal 2022~~April 1, 2021 Multiple Methods	This update is intended to simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify GAAP for other areas of Topic 740 by clarifying and amending existing guidance. ~~Early adoption of this update~~The transition method (retrospective, modified retrospective, or prospective basis) related to the amendments depends on the applicable guidance, and all amendments for which there is ~~permitted.~~no transition guidance specified are applied on a prospective basis.	The Company ~~is currently evaluating the potential impact~~determined that this standard ~~may have on~~had no material impact to its condensed consolidated financial statements ~~in future reporting periods.~~following adoption.
July 2021 ASU 2021-05, “Leases (Topic 842): Lessors–Certain Leases with Variable Lease Payments”	Second quarter of fiscal 2022 Prospective	The amendments in this update modify lease classification requirements for lessors, providing that lease contracts with variable lease payments that do not depend on a reference index or a rate should be classified as operating leases if they would have been classified as a sales-type or direct financing lease and resulted in the recognition of a selling loss at lease commencement.



			Upon adoption, on a prospective basis, customer leases with variable payments that would have resulted in an upfront loss when meeting sales type lease classification are classified as operating leases upon commencement or modification. Associated revenues, cost of services, or depreciation are subsequently recognized over their related lease terms or useful life. Before adopting this standard, leases with similar variable payments were classified as sales-type leases. These similar leases resulted in the recognition of upfront losses upon commencement or modification prior to the adoption, even when the overall economics of the lease arrangements were expected to be profitable.


						~~Estimated Useful Lives (Years)~~
~~Customer related intangibles~~						10
~~Trade names~~						20
~~Developed technology~~						3

~~Third-party purchased software~~						3


		Three Months Ended		Nine Months Ended			Three Months Ended		Six Months Ended
		December 31, 2020	December 31, 2019	December 31, 2020	December 31, 2019		September 30, 2021(1)	September 30, 2020(1)	September 30, 2021	September 30, 2020(1)
Stock Options	Stock Options	1,519,611	621,028	1,582,568	818,490	Stock Options	745,357	1,625,591	521,967	1,735,395
Restricted Stock Units	Restricted Stock Units	1,418,752	2,125,734	1,628,968	2,116,898	Restricted Stock Units	1,990,916	2,598,301	205,014	2,554,090
Performance-based Restricted Stock Units		836,866	0	723,754	351,410
Performance Stock Units						Performance Stock Units	2,829,237	83,125	1,309,752	158,444


	Fiscal Year
(in millions)	Remainder of 2022		2023		2024		2025		2026		Thereafter		Total
Operating lease payments	$	225	$	366	$	267	$	198	$	113	$	202	$	1,371
Less: imputed interest													(117)
Total operating lease liabilities													$	1,254


	As of
	December 31, 2020		March 31, 2020
Weighted Average remaining lease term:	Years
Operating leases	4.8		4.8
Finance leases	2.7		2.7

Weighted average remaining discount rate:	Rate
Operating leases	4.0	%	4.0	%
Finance leases	3.8	%	6.4	%


(in millions)	~~Fair Value~~As of April 1, 2021
Assets:
Cash and cash equivalents	$	~~113~~34
Accounts receivable, net	~~233~~62
Prepaid expenses	6

Total current assets	102
Intangible assets, net	101
Operating right-of-use assets, net	3
Goodwill	81
Deferred income taxes, net	62
Property and equipment, net	4
Other ~~current~~ assets	15
Total ~~current~~non-current assets	~~361~~
~~Property and equipment~~	31
~~Intangible assets~~	~~577~~
~~Other assets~~	99266
Total assets ~~acquired~~	~~1,068~~ $	368

Liabilities:
Accounts payable ~~accrued~~	$	4
Accrued payroll ~~accrued~~and related costs	7
Current operating lease liabilities	1
Accrued expenses and other current liabilities	~~(121)~~14
Deferred revenue and advance contract payments	~~(8)~~45
Total current liabilities	71
Non-current deferred revenue	10
Long-term ~~deferred tax~~operating lease liabilities ~~and income tax payable~~	~~(106)~~2
Other long-term liabilities	~~(72)~~3
Total long-term liabilities	15
Total liabilities ~~assumed~~	~~(307)~~$
~~Net identifiable assets acquired~~	~~761~~86

~~Goodwill~~	~~1,262~~
~~Total consideration transferred~~	$	~~2,023~~


(in millions)	As of October 1, 2020
Assets:
Cash and cash equivalents	$	8
Accounts receivable, net	295
Prepaid expenses	39
Other current assets	2
Total current assets	344
Intangible assets, net	1,308
Operating right-of-use assets, net	74
Goodwill	1,354
Property and equipment, net	46
Other assets	54
Total non-current assets	2,836
Total assets	$	3,180

Liabilities:
Accounts payable	$	79
Accrued payroll and related costs	13
Current operating lease liabilities	27
Accrued expenses and other current liabilities	36
Deferred revenue and advance contract payments	20
Total current liabilities	175
Non-current deferred revenue	32
Long-term operating lease liabilities	48
Other ~~long term~~long-term liabilities	2
Total long-term liabilities	82
Total liabilities	$	257


(in millions)	As of ~~and for the Nine Months Ended December 31,~~September 30, 2020
Beginning balance, as of April 1, 2020	$	103
Transfers of receivables	417
Collections	(420)
Change in funding availability	2
Facility amendments	(102)

Ending balance	$	0—


~~(in millions)~~	~~As of and for the Nine Months Ended~~
	~~December 31, 2020~~
~~Beginning balance~~	$	74
~~Impact of adoption of the Credit Loss Standard~~	4
~~Provisions for losses on accounts receivable~~	52
~~Other adjustments to allowance and write-off's~~	69


~~Ending balance~~	$	~~199~~


		As of
(in millions)	Balance Sheet Line Item	September 30, 2021		March 31, 2021
ROU operating lease assets	Operating right-of-use assets, net	$	1,174	$	1,366

Operating lease liabilities	Current operating lease liabilities	$	392	$	418
Operating lease liabilities	Non-current operating lease liabilities	862		1,038
Total operating lease liabilities		$	1,254	$	1,456


	Fair Value Hierarchy
(in millions)	December 31, 2020
Assets:	Fair Value		Level 1		Level 2		Level 3
Money market funds and money market deposit accounts	$	262	$	262	$	0	$	0
U.S. treasury bills(1)	250		250		0		0
Time deposits(1)	349		349		0		0
Other debt securities(2)	62		0		59		3

Total assets	$	923	$	861	$	59	$	3

Liabilities:
Contingent consideration	$	40	$	0	$	0	$	40
Total liabilities	$	40	$	0	$	0	$	40


			For the Three Months Ended			For the Nine Months Ended							For the Three Months Ended			For the Six Months Ended
(in millions)	(in millions)	Statement of Operations Line Item		December 31, 2020		December 31, 2019		December 31, 2020		December 31, 2019		(in millions)	Statement of Operations Line Item	September 30, 2021		September 30, 2020		September 30, 2021		September 30, 2020

Foreign currency forward contracts	Foreign currency forward contracts	Other expense (income), net		$	16	$	1	$	74	$	(21)	Foreign currency forward contracts	Other income, net	$	13	$	33	$	48	$	58


	Derivative Assets
		As of
(in millions)	Balance Sheet Line Item	December 31, 2020		March 31, 2020

Derivatives designated for hedge accounting:

Foreign currency forward contracts	Other current assets	$	9	$	0
Total fair value of derivatives designated for hedge accounting		$	9	$	0

Derivatives not designated for hedge accounting:
Foreign currency forward contracts	Other current assets	$	6	$	16
Total fair value of derivatives not designated for hedge accounting		$	6	$	16


	Derivative Liabilities
					As of
(in millions)					Balance Sheet Line Item	December 31, 2020		March 31, 2020

Derivatives designated for hedge accounting:

Foreign currency forward contracts					Accrued expenses and other current liabilities	$	5	$	20
Total fair value of derivatives designated for hedge accounting:	$	5	$	20

Derivatives not designated for hedge accounting:
Foreign currency forward contracts					Accrued expenses and other current liabilities	$	17	$	12
Total fair value of derivatives not designated for hedge accounting	$	17	$	12


	As of December 31, 2020
(in millions)	Gross Carrying Value		Accumulated Amortization		Net Carrying Value
Software	$	4,001	$	2,891	$	1,110
Customer related intangible assets	4,296		1,606		2,690
Other intangible assets	267		48		219
Total intangible assets	$	8,564	$	4,545	$	4,019


	As of September 30, 2021
(in millions)	Gross Carrying Value		Accumulated Amortization		Net Carrying Value
Software	$	4,096	$	2,944	$	1,152
Customer related intangible assets	4,176		1,817		2,359
Other intangible assets	235		55		180
Total intangible assets	$	8,507	$	4,816	$	3,691


		As of March 31, 2020							As of March 31, 2021
(in millions)	(in millions)	Gross Carrying Value		Accumulated Amortization		Net Carrying Value		(in millions)	Gross Carrying Value		Accumulated Amortization		Net Carrying Value
Software	Software	$	4,048	$	2,614	$	1,434	Software	$	4,014	$	2,733	$	1,281
Customer related intangible assets	Customer related intangible assets	5,795		1,697		4,098		Customer related intangible assets	4,212		1,641		2,571
Other intangible assets	Other intangible assets	235		36		199		Other intangible assets	239		48		191
Total intangible assets	Total intangible assets	$	10,078	$	4,347	$	5,731	Total intangible assets	$	8,465	$	4,422	$	4,043


(in millions)	GBS		GIS		Total
Goodwill, gross	$	6,507	$	5,066	$	11,573
Accumulated impairment losses	(4,490)		(5,066)		(9,556)
Balance as of March 31, 2020, net	$	2,017	$	0	$	2,017

Acquisition related adjustments	18		0		18
Divestitures	(1,355)		0		(1,355)
Assets held for sale	(4)		0		(4)
Foreign currency translation	60		0		60


Goodwill, gross	5,226		5,066		10,292
Accumulated impairment losses	(4,490)		(5,066)		(9,556)
Balance as of December 31, 2020, net	$	736	$	0	$	736


(in millions)	Interest Rates	Fiscal Year Maturities	December 31, 2020		March 31, 2020
Short-term debt and current maturities of long-term debt
Commercial paper(1)	(0.22)% - 0.44%	2021 - 2022	$	112	$	542
Current maturities of long-term debt	Various	2021 - 2022	252		290
Current maturities of finance lease liabilities	0.62% - 18.47%	2021 - 2022	431		444
Short-term debt and current maturities of long-term debt			$	795	$	1,276

Long-term debt, net of current maturities
AUD term loan	0.94% - 0.96%	2022	0		489
GBP term loan	0.88% - 1.46%	2022	0		556
EUR term loan	0.65%	2022 - 2023	0		822
EUR term loan	0.80%(2)	2023 - 2024	488		821
USD term loan	1.40% - 2.24%	2025	0		480


$274 million Senior notes	4.45%	2023	276		276
$171 million Senior notes	4.45%	2023	172		172
$500 million Senior notes	4.25%	2025	504		505
$500 million Senior notes	4.00%	2024	497		0
$500 million Senior notes	4.13%	2026	496		0
£250 million Senior notes	2.75%	2025	339		307
€650 million Senior notes	1.75%	2026	792		709
$500 million Senior notes	4.75%	2028	507		507
$234 million Senior notes	7.45%	2030	269		271

Revolving credit facility	1.26% - 2.08%	2024 - 2025	0		1,500
Lease credit facility	1.15% - 1.99%	2021 - 2023	0		11
Finance lease liabilities	0.62% - 18.47%	2021 - 2027	976		1,046
Borrowings for assets acquired under long-term financing	0.00% - 6.39%	2021 - 2027	742		802
Mandatorily redeemable preferred stock outstanding	6.00%	2023	63		62
Other borrowings	Various	2021 - 2022	6		70
Long-term debt			6,127		9,406
Less: current maturities			683		734
Long-term debt, net of current maturities			$	5,444	$	8,672


	Nine Months Ended
(in millions)	December 31, 2020(1)		December 31, 2019
Balance, beginning of period	$	1,756	$	1,886
Deferred revenue	2,111		2,091
Recognition of deferred revenue	(2,137)		(2,137)
Currency translation adjustment	146		12
Other	(108)		(36)
Balance, end of period	$	1,768	$	1,816


															Restructuring Liability as of March 31, 2021		Costs Expensed, Net of Reversals		Costs Not Affecting Restructuring Liability(1)		Cash Paid		Other(2)		Restructuring Liability as of September 30, 2021
Fiscal 2022 Plan														Fiscal 2022 Plan
Workforce Reductions														Workforce Reductions	$	—	$	163	$	(1)	$	(51)	$	(2)	$	109
Facilities Costs														Facilities Costs	—		50		(35)		(12)		—		3
Total														Total	$	—	$	213	$	(36)	$	(63)	$	(2)	$	112
		Restructuring Liability as of March 31, 2020		Costs Expensed, Net of Reversals(1)		Costs Not Affecting Restructuring Liability(2)		Cash Paid		Other(3)		Restructuring Liability as of December 31, 2020
Fiscal 2021 Plan	Fiscal 2021 Plan													Fiscal 2021 Plan
Workforce Reductions	Workforce Reductions	$	0	$	416	$	(9)	$	(210)	$	9	$	206	Workforce Reductions	$	180	$	(3)	$	—	$	(105)	$	(1)	$	71
Facilities Costs	Facilities Costs	0		25		(9)		(11)		(1)		4		Facilities Costs	3		5		(5)		(1)		—		2
Total	Total	$	0	$	441	$	(18)	$	(221)	$	8	$	210	Total	$	183	$	2	$	(5)	$	(106)	$	(1)	$	73

Fiscal 2020 Plan	Fiscal 2020 Plan													Fiscal 2020 Plan
Workforce Reductions (4)		$	74	$	7	$	2	$	(49)	$	5	$	39
Facilities Costs		2		(4)		4		(2)		0		0
Total		$	76	$	3	$	6	$	(51)	$	5	$	39

Fiscal 2019 Plan
Workforce Reductions	Workforce Reductions	$	25	$	(2)	$	(3)	$	(13)	$	2	$	9	Workforce Reductions	$	27	$	(2)	$	—	$	(10)	$	—	$	15
Facilities Costs	Facilities Costs	5		(3)		2		0		1		5		Facilities Costs	—		—		—		—		—		—
Total	Total	$	30	$	(5)	$	(1)	$	(13)	$	3	$	14	Total	$	27	$	(2)	$	—	$	(10)	$	—	$	15

Other Prior Year Plans	Other Prior Year Plans													Other Prior Year Plans
Workforce Reductions	Workforce Reductions	$	24	$	1	$	2	$	(14)	$	2	$	15	Workforce Reductions	$	19	$	1	$	—	$	(13)	$	—	$	7
Facilities Costs	Facilities Costs	0		0		0		0		0		0		Facilities Costs	6		—		—		(3)		—		3
Total	Total	$	24	$	1	$	2	$	(14)	$	2	$	15	Total	$	25	$	1	$	—	$	(16)	$	—	$	10

Acquired Liabilities	Acquired Liabilities													Acquired Liabilities
Workforce Reductions	Workforce Reductions	$	39	$	1	$	0	$	(7)	$	1	$	34	Workforce Reductions	$	34	$	(2)	$	—	$	(5)	$	(2)	$	25
Facilities Costs	Facilities Costs	11		0		1		(3)		0		9		Facilities Costs	$	1	—		—		(1)		—		—
Total	Total	$	50	$	1	$	1	$	(10)	$	1	$	43	Total	$	35	$	(2)	$	—	$	(6)	$	(2)	$	25


	Fiscal 2020
Fiscal Period		Number of Shares Repurchased	Average Price Per Share		Amount (in millions)
1st Quarter
Open market purchases		5,510,415	$	54.44	$	300
Accelerated stock repurchases		1,849,194	$	54.08	100
1st Quarter Total		7,359,609	$	54.35	400
2nd Quarter
Open market purchases		4,414,840	$	33.96	150
Accelerated stock repurchases		1,805,350	$	55.39	100
2nd Quarter Total		6,220,190	$	40.18	250
3rd Quarter
Open market purchases		2,353,852	$	36.68	86
Accelerated stock repurchases		0	$	0	0
3rd Quarter Total		2,353,852	$	36.68	86
Total		15,933,651	$	46.21	$	736


	Fiscal 2022
Fiscal Period	Number of Shares Repurchased	Average Price Per Share		Amount (in millions)
1st Quarter	1,750,000	$	38.52	$	67
2nd Quarter	2,112,212	$	39.10	83
Total	3,862,212	$	38.84	$	150


(in millions)	Foreign Currency Translation Adjustments		Cash Flow Hedges		Available-for-sale Securities		Pension and Other Post-retirement Benefit Plans		Accumulated Other Comprehensive Loss
Balance at March 31, 2020	$	(851)	$	(20)	$	9	$	259	$	(603)
Current-period other comprehensive income	197		12		(6)		0		203
Amounts reclassified from accumulated other comprehensive loss	0		6		0		(13)		(7)
Balance at December 31, 2020	$	(654)	$	(2)	$	3	$	246	$	(407)


	As of December 31, 2020
	Reserved for Issuance	Available for Future Grants
DXC Employee Equity Plan	51,200,000	32,794,274
DXC Director Equity Plan	745,000	435,951
DXC Share Purchase Plan	250,000	165,185
Total	52,195,000	33,395,410