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Section 1: 8-K (CACI INTERNATIONAL INC 8-K)

U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

January 29, 2020
(Date of Report)

CACI International Inc
(Exact name of registrant as specified in its Charter)

Delaware
 
001-31400
 
54-1345888
(State or other jurisdiction
of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification Number)

1100 N. Glebe Road
Arlington, Virginia 22201
(Address of Principal executive offices)(ZIP code)

(703) 841-7800
(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   

Pre-commencement communications pursuant to Rule 14d-2(b) under the exchange Act (17 CFR 240.14d-2(b))
   

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class
  Trading Symbol(s)
  Name of each exchange on which registered
Common Stock
  CACI
  New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 



If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act  ☐


ITEMS 2.02
RESULTS OF OPERATIONS AND FINANCIAL CONDITION;
and 7.01: REGULATION FD DISCLOSURE

On January 29, 2020, the Registrant released its financial results for the second quarter fiscal year 2020.

A copy of the Registrant’s press release announcing the financial results as well as the schedule for a conference call and webcast on January 30, 2020 is attached as Exhibit 99 to this current report on Form 8-K.

ITEM 9.01:
FINANCIAL STATEMENTS AND EXHIBITS

(d)                  Exhibits

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 
CACI International Inc
     
Date: January 29, 2020
By:
/s/ J. William Koegel, Jr.
   
J. William Koegel, Jr.
   
Executive Vice President, General Counsel and Secretary

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Section 2: EX-99 (EXHIBIT 99)

Exhibit 99

CACI Reports Results for Its Fiscal 2020 Second Quarter and Raises Annual Guidance

Revenue of $1.4 billion, +18.1% year-over-year

Net income of $79.2 million, +15.5% year-over-year

Adjusted EBITDA margin of 10.1%

Robust cash flow from operations

Strong contract awards of $2.7 billion

ARLINGTON, Va.--(BUSINESS WIRE)--January 29, 2020--CACI International Inc (NYSE: CACI), a leading provider of expertise and technology to government enterprise and mission customers, announced results today for its second fiscal quarter ended December 31, 2019.

CEO Commentary and Outlook

John Mengucci, CACI’s President and CEO, said, “CACI again delivered strong financial performance across the board. We grew revenue, including accelerating organic growth, and generated significant profitability and cash flow. Our success in winning business and executing on our growing backlog is driving increasing organic growth. As a result, we are raising our guidance for Fiscal Year 2020 and remain confident in our ability to deliver value to our customers and shareholders.”

Second Quarter Results

(in millions except earnings per share and DSO)

Q2, FY20

Q2, FY19

% Change

Revenue

$1,395.5

$1,181.6

18.1%

Operating income

$110.2

$102.3

7.7%

Net income

$79.2

$68.6

15.5%

Diluted earnings per share

$3.11

$2.71

15.0%

Net cash provided by operating activities1

$133.8

$56.4

137.1%

Adjusted earnings before interest, taxes, depreciation and amortization (EBITDA), a non-GAAP measure2

$140.9

$123.0

14.6%

Days sales outstanding (DSO)3

51

73

 

(1)

 

 

Second quarter FY20 net cash provided by operating activities includes CACI’s Master Accounts Receivable Purchase Agreement (MARPA). For more details, see the Reconciliation of Net Cash Provided by Operating Activities to Net Cash Provided by Operating Activities Excluding MARPA on page 9 of this release.

(2)

 

See the Reconciliation of Net Income to Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) on page 9 of this release.

(3)

 

 

The DSO calculation for Q2 FY20 includes the impact of the Company’s MARPA, which was 9 days. The DSO calculation for Q2 FY19 excludes amounts related to the Navy Systems Engineering business acquired during Q1 FY19.

The year-over-year increase in Q2 FY20 net income was due to higher revenue and operating income and a lower tax rate, partially offset by higher interest expense. The increase in cash from operations was driven by enhanced billing and collections processes as well as the Company’s MARPA.


Second Quarter Contract Awards

Contract awards in Q2 FY20 totaled $2.7 billion, a year-over-year increase of 108%. Approximately 60% of contract award value is for new business to CACI. These awards exclude ceiling values of multi-award, indefinite delivery, indefinite quantity (IDIQ) contracts. Some notable awards during the quarter were:

  • A five-year task order, with a ceiling value of $1.1 billion, for new work to provide enterprise and mission technology with advanced and full lifecycle information technology support. This contract is one of the largest Agile software development programs in the federal government.
  • A five-year task order, with a ceiling value of nearly $93 million, to provide enterprise technology for advanced architecture engineering.
  • More than $530 million in previously unannounced awards on classified contracts with federal government customers safeguarding our nation's security.

Total backlog as of December 31, 2019 was $20.3 billion compared with $12.6 billion a year ago, an increase of 61%. Funded backlog as of December 31, 2019 was $2.8 billion compared with $2.5 billion a year ago, an increase of 14%.

Additional Highlights

  • CACI named Lt. Gen. Michael Nagata, U.S. Army (Ret.), a Corporate Strategic Advisor and Senior Vice President to enhance the positioning of CACI's national security related expertise and technology offerings. In this role, Mr. Nagata will support the development of CACI corporate strategy and the expansion of key client relationships.
  • CACI named Maj. Gen. Darryl W. Burke, USAF (Ret.) Senior Vice President to provide strategic advice in support of CACI's offerings to the U.S. Air Force. Mr. Burke will use expertise from his more than three-decades with the Air Force to grow CACI's long-term business pipeline with the military service.
  • CACI Board of Directors member Debora Plunkett has been named a 2019 Most Influential Corporate Board Director by Women Inc. Magazine. The list features a directory of top women leaders on the boards of S&P 500/Big-Cap publicly held companies.
  • The Washington Business Hall of Fame inducted CACI Board of Directors member Michael Daniels as a laureate. The Hall of Fame honors outstanding business leadership and entrepreneurs who, through their work, have made a significant contribution to the quality of life in Greater Washington.

Raising FY20 Guidance

We are raising our FY20 guidance to account for the Company’s strong operating performance. The table below summarizes our FY20 guidance and represents our views as of January 29, 2020.

 

 

(in millions except earnings per share)

 

Current Fiscal Year
2020 Guidance

 

Previous Fiscal Year
2020 Guidance

Revenue

$5,600 - $5,800

$5,550 - $5,750

Net income

$305 - $325

$298 - $318

Diluted earnings per share

$11.91 - $12.70

$11.64 - $12.42

Diluted weighted average shares

25.6

25.6

Net cash provided by operating activities

at least $430

at least $420

Conference Call Information

We have scheduled a conference call for 8:30 AM Eastern Time Thursday, January 30, 2020 during which members of our senior management will be making a brief presentation focusing on second quarter results and operating trends followed by a question-and-answer session. You can listen to the webcast and view the accompanying exhibits on CACI’s investor relations website at http://investor.caci.com/news/#upcomingevent at the scheduled time. A replay of the call will also be available on CACI’s investor relations website at http://investor.caci.com/.

About CACI

CACI’s 23,000 talented employees are vigilant in providing the unique expertise and distinctive technology that address our customers’ greatest enterprise and mission challenges. Our culture of good character, innovation, and excellence drives our success and earns us recognition as a Fortune World’s Most Admired Company. As a member of the Fortune 1000 Largest Companies, the Russell 1000 Index, and the S&P MidCap 400 Index, we consistently deliver strong shareholder value. Visit us at www.caci.com.

There are statements made herein which do not address historical facts and, therefore, could be interpreted to be forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Such statements are subject to factors that could cause actual results to differ materially from anticipated results. The factors that could cause actual results to differ materially from those anticipated include, but are not limited to, the following: legal, regulatory, and political change from successive presidential administrations that could result in economic uncertainty; changes in U.S. federal agencies, current agreements with other nations, foreign events, or any other events which may affect the global economy; regional and national economic conditions in the United States and globally; terrorist activities or war; changes in interest rates; currency fluctuations; significant fluctuations in the equity markets; changes in our effective tax rate; failure to achieve contract awards in connection with re-competes for present business and/or competition for new business; the risks and uncertainties associated with client interest in and purchases of new products and/or services; continued funding of U.S. government or other public sector projects, based on a change in spending patterns, implementation of spending cuts (sequestration) under the Budget Control Act of 2011, or any legislation that amends or changes discretionary spending levels under that act; changes in budgetary priorities or in the event of a priority need for funds, such as homeland security; government contract procurement (such as bid protest, small business set asides, loss of work due to organizational conflicts of interest, etc.) and termination risks; the results of government audits and reviews conducted by the Defense Contract Audit Agency, the Defense Contract Management Agency, or other governmental entities with cognizant oversight; individual business decisions of our clients; paradigm shifts in technology; competitive factors such as pricing pressures and/or competition to hire and retain employees (particularly those with security clearances); market speculation regarding our continued independence; material changes in laws or regulations applicable to our businesses, particularly in connection with (i) government contracts for services, (ii) outsourcing of activities that have been performed by the government, and (iii) competition for task orders under Government Wide Acquisition Contracts (GWACs) and/or schedule contracts with the General Services Administration; the potential impact of the announcement or consummation of a proposed transaction and our ability to successfully integrate the operations of our recent and any future acquisitions; our own ability to achieve the objectives of near term or long range business plans; and other risks described in our Securities and Exchange Commission filings.

CACI-Earnings Release


Selected Financial Data












 
CACI International Inc










Condensed Consolidated Statements of Operations (Unaudited)







(Amounts in thousands, except per share amounts)





















 


Quarter Ended


Six Months Ended



12/31/2019


12/31/2018


% Change


12/31/2019


12/31/2018


% Change

Revenue

$

1,395,469


$

1,181,641


18.1%


$

2,758,861


$

2,347,505


17.5%

Costs of revenue











Direct costs

 

904,867


 

790,849


14.4%


 

1,783,748


 

1,573,609


13.4%


Indirect costs and selling expenses

 

352,448


 

269,677


30.7%


 

710,040


 

534,434


32.9%


Depreciation and amortization

 

27,967


 

18,852


48.4%


 

54,729


 

37,599


45.6%

Total costs of revenue

 

1,285,282


 

1,079,378


19.1%


 

2,548,517


 

2,145,642


18.8%

Operating income

 

110,187


 

102,263


7.7%


 

210,344


 

201,863


4.2%

Interest expense and other, net

 

14,714


 

9,421


56.2%


 

31,525


 

18,307


72.2%

Income before income taxes

 

95,473


 

92,842


2.8%


 

178,819


 

183,556


-2.6%

Income taxes

 

16,278


 

24,246


-32.9%


 

31,647


 

36,127


-12.4%

Net income

$

79,195


$

68,596


15.5%


$

147,172


$

147,429


-0.2%













 
Basic earnings per share

$

3.16


$

2.76


14.5%


$

5.89


$

5.95


-0.9%

Diluted earnings per share

$

3.11


$

2.71


15.0%


$

5.78


$

5.81


-0.6%













 
Weighted average shares used in per share computations:








Basic

 

25,065


 

24,856




 

24,979


 

24,796




Diluted

 

25,435


 

25,338




 

25,483


 

25,381















 

Statement of Operations Data (Unaudited)



Quarter Ended




Six Months Ended





12/31/2019


12/31/2018




12/31/2019


12/31/2018









% Change




% Change
Operating income margin

 

7.9%


 

8.7%




 

7.6%


 

8.6%



Tax rate

 

17.1%


 

26.1%




 

17.7%


 

19.7%



Net income margin

 

5.7%


 

5.8%




 

5.3%


 

6.3%















 
Adjusted EBITDA*

$

140,902


$

122,951


14.6%


$

269,213


$

240,017


12.2%

Adjusted EBITDA Margin

 

10.1%


 

10.4%




 

9.8%


 

10.2%















 

*See Reconciliation of Net Income to Adjusted Earnings before Interest, Taxes, Depreciation and Amortization on page 9












 


Selected Financial Data (Continued)




 
CACI International Inc


Condensed Consolidated Balance Sheets (Unaudited)


(Amounts in thousands)






 


12/31/2019


6/30/2019

ASSETS:


Current assets



Cash and cash equivalents

$

68,645


$

72,028


Accounts receivable, net

 

828,795


 

869,840


Prepaid expenses and other current assets

 

126,629


 

89,652

Total current assets

 

1,024,069


 

1,031,520





 
Goodwill and intangible assets, net

 

3,848,376


 

3,772,194

Property and equipment, net

 

168,786


 

149,676

Operating lease right-of-use assets

 

347,515


 

-

Other long-term assets

 

137,950


 

133,453

Total assets

$

5,526,696


$

5,086,843





 
LIABILITIES AND SHAREHOLDERS' EQUITY:


Current liabilities



Current portion of long-term debt

$

46,920


$

46,920


Accounts payable

 

135,125


 

118,917


Accrued compensation and benefits

 

294,444


 

290,274


Other accrued expenses and current liabilities

 

292,902


 

235,611

Total current liabilities

 

769,391


 

691,722





 
Long-term debt, net of current portion

 

1,550,809


 

1,618,093

Other long-term liabilities

 

697,916


 

405,562

Total liabilities

 

3,018,116


 

2,715,377





 
Shareholders' equity

 

2,508,580


 

2,371,466

Total liabilities and shareholders' equity

$

5,526,696


$

5,086,843





 

Selected Financial Data (Continued)




 
CACI International Inc


Condensed Consolidated Statements of Cash Flows (Unaudited)


(Amounts in thousands)






 


Six Months Ended


12/31/2019


12/31/2018

CASH FLOWS FROM OPERATING ACTIVITIES:


Net income

$

147,172


$

147,429

Reconciliation of net income to net cash provided by


operating activities:



Depreciation and amortization

 

54,729


 

37,599


Non-cash lease expense

 

35,850


-

 

Amortization of deferred financing costs

 

1,176


 

1,156


Stock-based compensation expense

 

14,499


 

12,047


Deferred income taxes

 

14,104


 

9,123

Changes in operating assets and liabilities, net of


effect of business acquisitions:



Accounts receivable, net

 

51,458


 

(136,177)


Prepaid expenses and other assets

 

(28,921)


 

(2,739)


Accounts payable and other accrued expenses

 

8,121


 

110,007


Accrued compensation and benefits

 

1,529


 

(27,116)


Income taxes payable and receivable

 

(21,384)


 

(10,781)


Operating lease liabilities

 

(37,989)


 

-


Long-term liabilities

 

(3,319)


 

(1,008)

Net cash provided by operating activities

 

237,025


 

139,540





 
CASH FLOWS FROM INVESTING ACTIVITIES:


Capital expenditures

 

(41,035)


 

(17,813)

Purchases of businesses, net of cash acquired

 

(102,056)


 

(91,151)

Other

 

-


 

1,876

Net cash used in investing activities

 

(143,091)


 

(107,088)





 
CASH FLOWS FROM FINANCING ACTIVITIES:


Net borrowings (payments) under credit facilities

 

(68,460)


 

(8,460)

Payment of contingent consideration

 

-


 

(616)

Proceeds from employee stock purchase plans

 

3,665


 

2,827

Repurchases of common stock

 

(3,596)


 

(2,756)

Payment of taxes for equity transactions

 

(29,083)


 

(18,039)

Net cash provided by (used in) financing activities

 

(97,474)


 

(27,044)

Effect of exchange rate changes on cash and cash equivalents

 

157


 

(874)

Net increase (decrease) in cash and cash equivalents

 

(3,383)


 

4,534

Cash and cash equivalents, beginning of period

 

72,028


 

66,194

Cash and cash equivalents, end of period

$

68,645


$

70,728





 

Selected Financial Data (Continued)











 
Revenue by Customer Type (Unaudited)

Quarter Ended



(dollars in thousands) 12/31/2019
12/31/2018
$ Change
% Change
Department of Defense

$

990,381


71.0%


$


834,797


70.6%


$


155,584


18.6%

Federal Civilian Agencies

 

342,029


24.5%


 


287,915


24.4%


 


54,114


18.8%

Commercial and other

 

63,059


4.5%


 


58,929


5.0%


 


4,130


7.0%

Total

$

1,395,469


100.0%


$


1,181,641


100.0%


$


213,828


18.1%












 
Revenue by Contract Type (Unaudited)

Quarter Ended



(dollars in thousands) 12/31/2019
12/31/2018
$ Change
% Change
Cost reimbursable

$

818,477


58.7%


$


657,050


55.6%


$


161,427


24.6%

Fixed price

 

388,867


27.9%


 


337,374


28.6%


 


51,493


15.3%

Time and materials

 

188,125


13.5%


 


187,217


15.8%


 


908


0.5%

Total

$

1,395,469


100.0%


$


1,181,641


100.0%


$


213,828


18.1%












 
Revenue Generated as a Prime versus Subcontractor (Unaudited)

Quarter Ended



(dollars in thousands) 12/31/2019
12/31/2018
$ Change
% Change
Prime

$

1,268,993


90.9%


$


1,091,956


92.4%


$


177,037


16.2%

Subcontractor

 

126,476


9.1%


 


89,685


7.6%


 


36,791


41.0%

Total

$

1,395,469


100.0%


$


1,181,641


100.0%


$


213,828


18.1%












 
Contract Awards Received (Unaudited)

Quarter Ended



(dollars in thousands) 12/31/2019
12/31/2018
$ Change
% Change
Contract Awards

$

2,711,484


$


1,303,553


$


1,407,931


108.0%


Reconciliation of Net Cash Provided by Operating Activities to
Net Cash Provided by Operating Activities Excluding MARPA
(Unaudited)

The Company defines net cash provided by operating activities excluding CACI’s Master Accounts Receivable Purchase Agreement (MARPA) as net cash provided by operating activities calculated in accordance with GAAP, adjusted to exclude net cash received from CACI’s MARPA for the sale of certain designated eligible U.S. government receivables. Under the MARPA, the Company can sell eligible receivables, including certain billed and unbilled receivables up to a maximum amount of $200.0 million. The Company provides net cash provided by operating activities excluding MARPA to allow investors to more easily compare current period results to prior period results and to results of our peers. This non-GAAP measure should not be considered in isolation or as a substitute for performance measures prepared in accordance with GAAP.



 
(dollars in thousands)

Quarter
Ended
12/31/2019

Net cash provided by operating activities

$

133,821


Cash used (provided) by MARPA

 

(16,334)

Net cash provided by operating activities excluding MARPA

$

117,487

Reconciliation of Net Income to Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA)
(Unaudited)

The Company views Adjusted EBITDA and Adjusted EBITDA margin, both of which are defined as non-GAAP measures, as important indicators of performance, consistent with the manner in which management measures and forecasts the Company’s performance. Adjusted EBITDA is a commonly used non-GAAP measure when comparing our results with those of other companies. We define Adjusted EBITDA as GAAP net income plus net interest expense, income taxes, depreciation and amortization expense, including depreciation within direct costs, and earnout adjustments. We consider Adjusted EBITDA to be a useful metric for management and investors to evaluate and compare the ongoing operating performance of our business on a consistent basis across reporting periods, as it eliminates the effect of non-cash items such as depreciation of tangible assets, amortization of intangible assets primarily recognized in business combinations, as well as the effect of earnout gains and losses, which we do not believe are indicative of our core operating performance. Adjusted EBITDA margin is adjusted EBITDA divided by revenue. These non-GAAP measures should not be considered in isolation or as a substitute for performance measures prepared in accordance with GAAP.




 
 


Quarter Ended
(dollars in thousands)

12/31/2019

 

12/31/2018

% Change

Net income

$

79,195

 

$

68,596

15.5%

Plus:
 


Income taxes

 

16,278

 

 

24,246

-32.9%


Interest income and expense, net

 

14,714

 

 

9,421

56.2%


Depreciation and amortization expense, including depreciation within direct costs

 

28,615

 

 

19,488

46.8%


Earnout adjustments

 

2,100

 

 

1,200

75.0%

Adjusted EBITDA

$

140,902

 

$

122,951

14.6%




 
 


Quarter Ended
(dollars in thousands)

12/31/2019

 

12/31/2018

% Change

Revenue, as reported

$

1,395,469

 

$

1,181,641

18.1%

Adjusted EBITDA

 

140,902

 

 

122,951

14.6%

Adjusted EBITDA margin

 

10.1%

 

 

10.4%





 
 

 

Contacts

Corporate Communications and Media:
Jody Brown, Executive Vice President, Public Relations
(703) 841-7801, [email protected]

Investor Relations:
Dan Leckburg, Senior Vice President, Investor Relations
(703) 841-7666, [email protected]

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