ORCL.NYSEOracle CORP

10-Q: Oracle's Q2 FY26 Soars on Cloud Growth, Ampere Sale

Sentiment:

Quarterly Report


Oracle Corporation reported strong second-quarter fiscal 2026 results driven by robust cloud revenue growth and a significant gain from the sale of its Ampere investment, despite increased capital expenditures.

Capital raiseIssued $18.0 billion par value of fixed-rate senior notes in September 2025.The proceeds from these senior notes are intended for general corporate purposes, including capital expenditures, repayment of indebtedness, future investments or acquisitions, and payment of cash dividends or repurchases of common stock.The company believes it could fund future acquisitions, dividend payments, and repurchases of common stock or debt with additional borrowings or issuance of additional securities.
Better than expectedNet income and diluted EPS significantly exceeded prior year figures, largely due to the Ampere sale.Cloud revenue growth, especially in cloud infrastructure, was robust, indicating strong demand for Oracle's cloud offerings.Remaining performance obligations saw a massive increase, signaling strong future revenue potential from new cloud contracts.

Summary

  • Total revenues increased by 14% to $16.06 billion for the three months ended November 30, 2025, and by 13% to $30.98 billion for the six months.
  • Cloud revenues surged by 34% to $7.98 billion for the quarter and 31% to $15.16 billion for the six months, with cloud infrastructure growing 68% and 62% respectively.
  • Net income nearly doubled to $6.14 billion for the quarter and rose 49% to $9.06 billion for the six months, significantly boosted by a $2.7 billion gain from the sale of Ampere Computing Holdings LLC.
  • Diluted earnings per share increased by 91% to $2.10 for the quarter and 46% to $3.11 for the six months.
  • Operating cash flow increased by 17% to $10.21 billion for the six months.
  • Remaining performance obligations dramatically increased to $523.3 billion as of November 30, 2025, up from $97.3 billion in the prior year, primarily due to significant cloud contracts.
  • Capital expenditures significantly increased by 227% to $20.54 billion for the six months, driven by data center expansion.
  • Free cash flow for the trailing four quarters turned negative, at $(13.18) billion, compared to $9.54 billion in the prior year.
  • Issued $18.0 billion in fixed-rate senior notes in September 2025 for general corporate purposes.
  • Initiated a Fiscal 2026 Restructuring Plan with estimated costs up to $1.6 billion, recording $826 million in expenses for the six months.

Sentiment

Score: 8

Explanation: The company demonstrated strong top-line growth, particularly in its strategic cloud segment, and a substantial increase in net income and EPS due to the Ampere sale. However, the significant increase in capital expenditures and the resulting negative free cash flow reflect aggressive investment, which, while strategic, impacts short-term liquidity metrics. The decline in software license revenue is a structural shift but needs monitoring.

Positives

  • Strong overall revenue growth, up 14% for the quarter and 13% for the six months.
  • Exceptional cloud revenue growth, with a 34% increase for the quarter and 31% for the six months.
  • Cloud infrastructure revenue showed particularly strong growth, up 68% for the quarter and 62% for the six months.
  • Net income nearly doubled for the quarter (up 95%) and increased 49% for the six months, largely due to the Ampere sale.
  • Diluted EPS saw substantial increases of 91% for the quarter and 46% for the six months.
  • Net cash provided by operating activities increased by 17% to $10.21 billion for the six months.
  • Remaining performance obligations surged to $523.3 billion, indicating strong future revenue visibility from cloud contracts.
  • Realized a significant $2.7 billion gain from the sale of investments in Ampere Computing Holdings LLC.
  • Declared a quarterly cash dividend of $0.50 per share, an increase from the prior year's $0.40.

Negatives

  • Software license revenues decreased by 21% for the quarter and 17% for the six months.
  • Total operating expenses increased by 15% for the quarter and 15% for the six months, primarily due to higher infrastructure expenses in cloud and software, and increased restructuring expenses.
  • Interest expense increased by 22% for the quarter and 16% for the six months due to higher average borrowings.
  • Capital expenditures dramatically increased by 227% to $20.54 billion for the six months, impacting cash flow.
  • Free cash flow for the trailing four quarters turned negative at $(13.18) billion, a significant decline from $9.54 billion in the prior year.
  • Recorded a net tax expense of $958 million in the first quarter of fiscal 2026 due to the U.S. One, Big, Beautiful Bill Act.
  • Restructuring expenses increased significantly by 387% for the quarter and 415% for the six months, totaling $808 million for the six months.

Risks

  • General economic and business conditions, including inflation, tariffs, trade policy, and geopolitical conditions, could affect customer demand.
  • Governmental budgetary constraints may impact sales to public sector clients.
  • Competition in the technology market could affect the strategy and competitive position of offerings.
  • Customer satisfaction with offerings is crucial for renewals and new sales.
  • The continued renewal of cloud and software support contracts is essential for revenue stability.
  • Ability to manage Oracle Cloud capacity requirements to meet existing and prospective customer demand is critical.
  • Foreign currency rate fluctuations can affect revenues and expenses from international operations.
  • Increases in supply chain and energy costs could adversely impact margins.
  • Hardware business revenues are difficult to predict and affected by manufacturing capabilities, pricing, and customer demand for competing offerings.
  • Customer decisions to either maintain or upgrade existing hardware infrastructure pose a risk.
  • Personnel reductions in customer IT departments and tighter controls over customer discretionary spending could reduce demand for services.
  • Outcomes of tax audits and related litigation could result in further charges to expense.
  • Legal proceedings, such as the Netherlands Privacy Class Action, could have an unpredictable final outcome, though a material impact is not currently expected.
  • Potential dilution from stock-based awards, which the stock repurchase program aims to partially offset but may be modified.

Future Outlook

Oracle expects total cloud and software revenues to continue increasing due to expected growth in cloud offerings and sustained demand for software. The company anticipates continued growth in cloud and software expenses and capital expenditures to expand data center capacity and establish new data centers to meet current and projected customer demand. The proportion of cloud revenues relative to total revenues is expected to continue its upward trend. Oracle believes its current liquidity and borrowing arrangements are sufficient for working capital, capital expenditures, and contractual obligations, and that future acquisitions, dividends, and share/debt repurchases can be funded through available cash, operations, additional borrowings, or new security issuances. The Advocate General is scheduled to provide an opinion on the Netherlands Privacy Class Action by January 30, 2026.

Management Comments

  • "On a constant currency basis, we expect that our total cloud and software revenues generally will continue to increase due to expected growth in our cloud offerings; and continued demand for our software offerings."
  • "We believe these factors should contribute to future growth in our cloud and software business total revenues, which should enable us to continue to make investments in research and development and our cloud operations to develop, improve, increase the capacity of and expand the geographic footprint of our cloud and software products and services."
  • "Our cloud and software expenses have grown in recent periods, and we expect this trend to continue during fiscal 2026 and in the next few fiscal years as we increase our existing data center capacity and establish data centers in new geographic locations in order to meet current and expected customer demand."
  • "We expect this upward trend [in capital expenditures] to continue throughout the remainder of fiscal 2026 and in the next few fiscal years as we increase our existing data center capacity and establish data centers in new geographic locations in order to meet current and expected customer demand."
  • "We believe that our current cash, cash equivalents and marketable securities balances, cash generated from operations and our borrowing arrangements will be sufficient to meet our working capital, capital expenditures and contractual obligations requirements."
  • "We believe that we could fund our future acquisitions, dividend payments and repurchases of common stock or debt with our internally available cash, cash generated from operations, additional borrowings or from the issuance of additional securities."
  • "We believe that we have meritorious defenses against this action [Netherlands Privacy Class Action], including defenses to the quantum of damages claimed, and we will continue to vigorously defend it."

Industry Context

The strong growth in Oracle's cloud revenues, particularly cloud infrastructure, aligns with the broader industry trend of increasing enterprise adoption of cloud services and digital transformation initiatives. The significant capital expenditures for data center expansion reflect the intense competition and investment required to scale cloud infrastructure to meet growing demand from customers migrating workloads to the cloud. The decline in software license revenue, while software support remains stable, indicates a continued shift from traditional on-premise software licensing to cloud-based subscription models, a key trend across the enterprise software industry.

Legal Proceedings

  • Netherlands Privacy Class Action: The Privacy Collective (TPC) filed a class action lawsuit against Oracle alleging violations of EU Charter of Fundamental Rights, GDPR, and Dutch Telecommunications Act. TPC claims immaterial damages of €500 per Dutch internet user, material damages, compensation for alleged data breach (€100 per user), and litigation funder costs (10%-25% of compensation). The case was initially deemed inadmissible but the Court of Appeal overturned this, referring it back to the District Court. Oracle has appealed to the Dutch Supreme Court, which has suspended District Court proceedings. Oracle believes it has meritorious defenses and does not expect a material impact on financial position or results of operations.
  • Other Litigation: Oracle is party to various other legal proceedings and claims arising in the ordinary course of business, including those related to acquisitions. The outcome of these matters is not expected to result in losses materially in excess of amounts already recognized.

Stakeholder Impact

  • Shareholders: Positive impact from increased net income and EPS, a higher dividend declaration ($0.50 vs $0.40), and strong cloud growth. However, significant capital expenditures and negative free cash flow could be a concern for some. The stock repurchase program provides some support.
  • Employees: Impacted by the Fiscal 2026 Restructuring Plan, which primarily involves employee severance costs, but also by continued investments in cloud operations and R&D, potentially creating new opportunities. Stock-based compensation is a key component of compensation.
  • Customers: Benefit from continued investment in cloud infrastructure and applications, leading to increased capacity and new offerings. The shift to cloud-based models offers flexibility.
  • Creditors: The issuance of $18.0 billion in senior notes increases the company's debt load, but the company maintains it has sufficient liquidity.
  • Suppliers: Increased capital expenditures for data centers likely benefit suppliers of computer equipment and related services.

Next Steps

  • Continue to increase existing data center capacity and establish additional data centers in new geographic locations to meet current and expected customer demand.
  • Further evaluate the impact of pending accounting pronouncements (ASU 2023-09, ASU 2024-03, ASU 2025-06) on consolidated financial statements.
  • The Advocate General is scheduled to provide an opinion to the court on the Netherlands Privacy Class Action on or before January 30, 2026.
  • The Board declared a quarterly cash dividend of $0.50 per share, payable on January 23, 2026, to stockholders of record as of January 9, 2026.
  • Douglas Kehring's Rule 10b5-1 trading plan is scheduled to terminate on July 17, 2026.

Key Dates

DateDescription
August 14, 2020The Privacy Collective (TPC) filed a class action lawsuit against Oracle in the District Court of Amsterdam.
March 3, 2021Oracle filed its defense in the Netherlands Privacy Class Action.
December 29, 2021District Court of Amsterdam issued a judgment holding TPC's claims inadmissible.
June 18, 2024Court of Appeal overturned the District Court's decision regarding admissibility in the Netherlands Privacy Class Action.
September 24, 2024Court of Appeal confirmed TPC's claims are admissible and granted Oracle's request for an interim appeal to the Supreme Court.
November 2024FASB issued ASU 2024-03, effective for Oracle's annual reporting for fiscal 2028 and interim reporting beginning fiscal 2029.
December 20, 2024Oracle filed its statement of appeal with the Dutch Supreme Court.
January 31, 2025TPC appeared in the Dutch Supreme Court proceedings.
February 27, 2025TPC filed its statement of defense and a counter appeal in the Dutch Supreme Court.
March 19, 2025SoftBank Group Corp. announced agreement to acquire Ampere Computing Holdings LLC.
March 28, 2025Oracle filed its statement of defense to TPC's counter appeal.
July 4, 2025U.S. One, Big, Beautiful Bill Act signed into law, resulting in a $958 million net tax expense for Oracle.
July 18, 2025TPC and Oracle filed written submissions in the Dutch Supreme Court.
August 28, 2025Parties filed further written replies and rejoinders in the Dutch Supreme Court.
September 2025FASB issued ASU 2025-06, effective for Oracle in Q1 fiscal 2029.
September 2025Oracle issued $18.0 billion par value of fixed-rate senior notes.
September 24, 2025TPC filed a motion in the District Court to lift the suspension of proceedings.
September 25, 2025Oracle opposed TPC's motion to lift suspension.
September 26, 2025Hearing held on the Netherlands Privacy Class Action.
October 9, 2025Douglas Kehring, EVP, Principal Financial Officer, adopted a new Rule 10b5-1 trading plan.
November 25, 2025Ampere Acquisition consummated; Oracle received $4.3 billion cash proceeds.
November 30, 2025End of the quarterly period covered by the report.
December 5, 2025Number of shares of common stock outstanding was 2,873,130,000.
December 11, 2025Date of signing for the 10-Q report.
December 2025Board declared a quarterly cash dividend of $0.50 per share.
January 9, 2026Record date for the declared dividend.
January 23, 2026Payment date for the declared dividend.
January 30, 2026Advocate General scheduled to provide an opinion to the court on the Netherlands Privacy Class Action.
Remainder of fiscal 2026Estimated future amortization related to intangible assets is $812 million.
Fiscal 2026ASU 2023-09 is effective for Oracle's annual reporting.
Fiscal 2027Estimated future amortization related to intangible assets is $672 million.
Fiscal 2028Estimated future amortization related to intangible assets is $635 million.
Fiscal 2029Estimated future amortization related to intangible assets is $561 million.
First quarter of fiscal 2029ASU 2025-06 is effective for Oracle.
Fiscal 2030Estimated future amortization related to intangible assets is $522 million.
September 2030$3.0 billion of 4.45% senior notes due.
Fiscal 2031Estimated future amortization related to intangible assets is $332 million.
September 2032$3.0 billion of 4.80% senior notes due.
September 2035$4.0 billion of 5.20% senior notes due.
September 2045$2.5 billion of 5.875% senior notes due.
September 2055$3.5 billion of 5.95% senior notes due.
September 2065$2.0 billion of 6.10% senior notes due.
July 17, 2026Douglas Kehring's Rule 10b5-1 trading plan is scheduled to terminate.

Recommendation

hold

Oracle's Q2 FY26 results show strong growth in its strategic cloud business and a significant one-time gain from the Ampere sale, leading to impressive net income and EPS figures. The substantial increase in remaining performance obligations indicates robust future revenue potential. However, the aggressive capital expenditure program has led to negative free cash flow, which is a notable concern for short-term liquidity and could pressure margins. The decline in software license revenue, while expected due to the cloud transition, bears watching. Given the mixed financial signals—strong growth in key areas offset by heavy investment and negative free cash flow—a "hold" recommendation is appropriate. Investors should monitor the company's ability to translate cloud bookings into profitable revenue growth and manage its capital intensity while navigating the ongoing legal proceedings and macroeconomic uncertainties.

Keywords

Oracle, ORCL, 10-Q, Quarterly Report, Cloud Computing, Software, Infrastructure, Financial Results, Earnings, Revenue, Net Income, EPS, Capital Expenditures, Cash Flow, Debt, Senior Notes, Ampere, Restructuring, Dividends, Legal Proceedings, Data Center, Corporate Governance

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