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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

August 17, 2016
(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))


ITEMS 2.02

and 7.01:

RESULTS OF OPERATIONS AND FINANCIAL CONDITION;
REGULATION FD DISCLOSURE

On August 17, 2016, the Registrant released its financial results for the fourth quarter and year end fiscal year 2016.

A copy of the Registrant’s press release announcing the financial results as well as the schedule for a conference call and “web cast” on August 18, 2016 is attached as Exhibit 99 to this current report on Form 8-K.

ITEM 9.01: FINANCIAL STATEMENTS AND EXHIBITS

(d)           Exhibits

Exhibit 99 Press Release dated August 17, 2016 announcing CACI’s financial results for the fourth quarter and year end fiscal year 2016.

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.

CACI International Inc
 
Registrant


By:

/s/ J. William Koegel, Jr.

J. William Koegel, Jr.

Executive Vice President,

General Counsel and Secretary

(Back To Top)

Section 2: EX-99 (EXHIBIT 99)

Exhibit 99

CACI Reports Results for Its Fiscal 2016 Fourth Quarter and Full Year

Net income of $43.6 million in the quarter, up 5.4%; $142.8 million for the year, up 13.2%

Revenue of $1.1 billion in the quarter, up 28.7%; $3.7 billion for the year, up 13.0%

Cash from operations of $53.2 million in the quarter, up 61.7%; $242.6 million for the year, up 6.9%

Contract awards of $1.6 billion in the quarter, up 104%; $5.3 billion for the year

Contract funding of $1.1 billion in the quarter, up 30.0%; $4.1 billion for the year

Fiscal Year 2017 guidance reiterated

ARLINGTON, Va.--(BUSINESS WIRE)--August 17, 2016--CACI International Inc (NYSE MKT: CACI), a leading information solutions and services provider to the federal government, announced results today for its full year and fourth fiscal quarter ended June 30, 2016.

CEO Commentary and Outlook

Ken Asbury, CACI’s President and CEO, said, “We have completed an excellent year for CACI, delivering positive top and bottom line growth. Revenue, net income, and cash flow increased as a result of strong contract performance and the acquisition of the National Security Solutions business. Our awards this quarter reflect our customers’ demand for higher-end solutions and services, and more closely align us with their most critical missions. Our Fiscal Year 2016 (FY16) finish positions us well as we start Fiscal Year 2017.”

Fourth Quarter Results

             
(in millions except per-share data)   Q4, FY16   Q4, FY15   % Change
Revenue   $1,113.9   $865.5   28.7%
Operating income   $81.1   $75.1   8.0%
Net income attributable to CACI   $43.6   $41.4   5.4%
Diluted earnings per share   $1.75   $1.68   4.1%
     

Revenue for the fourth quarter of FY16 increased compared to the fourth quarter of Fiscal Year 2015 (FY15) driven by acquired revenue from the National Security Solutions (NSS) acquisition. The higher operating income was also due to the contribution of the NSS acquisition. The increase in net income was due to the factors noted above as well as a lower effective tax rate in the quarter. Cash provided by operations in the quarter was $53.2 million.

In our fourth quarter, we adopted a new accounting standard issued by the Financial Accounting Standards Board that modifies several aspects of the accounting for share-based payments, including income tax consequences and classification on the statement of cash flows. The guidance is effective for our current fiscal year and interim periods within it. As a result, we recognized certain excess tax benefits as an increase to net income attributable to CACI and cash flows from operating activities of $0.2 million ($0.01 per share) during the quarter. (See Adoption of ASU 2016-09, Improvements to Employee Share-based Payment Accounting on page 12 of this release.) Previous to the adoption of the new standard, the tax benefit was recognized in additional paid-in capital on the balance sheet and cash flows from financing activities on the statement of cash flows.

During our fourth quarter, NSS generated $255.3 million of revenue and $13.1 million of net income. NSS’s net income includes $1.6 million of after-tax acquisition-related intangible amortization, and does not include any interest expense on the debt incurred to finance the acquisition.


Additional Financial Metrics

             
    Q4, FY16   Q4, FY15   % Change
Adjusted earnings before interest, taxes, depreciation and amortization (EBITDA), a non-GAAP measure (in millions)   $100.1   $91.4   9.5%
Diluted adjusted earnings per share, a non-GAAP measure   $2.35   2.19   7.5%
Days sales outstanding   62   60    
     

Fourth Quarter Awards, Contract Funding Orders, Other Highlights, and Subsequent Events

Our contract awards in the quarter were $1.6 billion, more than double the awards received in the same quarter a year ago, and $5.3 billion for the full year. Over half of our awards in the quarter were for new business, and approximately one-third of our awards in the year were for new business. These award values exclude ceiling values of multi-award IDIQ contracts.

Key awards during the quarter included:

Contract funding orders in the fourth quarter were a record $1.1 billion, an increase of 30.0 percent over the fourth quarter of FY15. Contract funding orders for FY16 were a record $4.1 billion, a 9.8 percent increase over FY15. Total backlog at June 30, 2016 increased a net of 14.7 percent to $11.0 billion compared with $9.6 billion at the end of FY15. As we prepare for the required adoption of the new ASC 606 revenue recognition standard in our Fiscal Year 2019 (FY19), which includes mandatory backlog reporting, we have reviewed our backlog reporting processes and definitions. As a result, we have made some modifications and reduced our backlog on a number of programs for which we deemed it unlikely that we will realize further revenue. This has resulted in a $2.5 billion reduction in total backlog, of which $0.4 billion was in funded backlog. Funded backlog at June 30, 2016 increased a net of 14.4 percent to $2.3 billion compared with $2.0 billion at June 30, 2015.

CACI was ranked ninth on Washington Technology’s annual Top 100 Federal Prime Contractors list. Our rising placement reflects CACI’s success as an employer of choice for the industry’s top professionals and our strategy to acquire companies that align with our growth goals and ethical culture.


CACI was again named to The Washington Post’s 2016 Top Workplaces based on the survey results of thousands of local-area CACI employees, with employees from hundreds of other area companies also submitting surveys on their organizations. This feedback from our employees reflects the pride they take in CACI’s cultural emphasis on integrity and ethics, high expectations, and employee well-being while delivering valuable support for our customers’ most critical missions.

CACI’s Logistics and Material Readiness (LMR) business was reappraised at maturity level (ML) 5 of the CMMI Institute's Capability Maturity Model Integration (CMMI)®. This is the third CMMI ML5 the LMR team has received, attesting to its strong commitment to the highest levels of process quality.

Recognizing CACI’s commitment to hiring veterans, Forbes named the company a Top Employer for Veterans and CivilianJobs.com ranked CACI among the Most Valuable Employers for the Military.

CACI was named a Tier 1 “Superior Supplier” by the U.S. Army and U.S. Air Force. Superior Supplier assessments are made on a contract-by-contract basis using the Contractor Performance Assessment Reporting System (CPARS), which government customers use to rate the quality of their contractors’ support. Only companies that consistently earn the highest CPARS ratings achieve Tier 1 status.

Twelve Months Results

             
(in millions except per-share data)  

Twelve
Months,

FY16

 

Twelve
Months,

FY15

  % Change
Revenue   $3,744.1   $3,313.5   13.0%
Operating income   $264.8   $236.4   12.0%
Net income attributable to CACI   $142.8   $126.2   13.2%
Diluted earnings per share   $5.76   $5.17   11.3%
     

The higher revenue, operating, and net income in FY16 was due primarily to the contribution of the NSS acquisition, offset by one-time pre-tax acquisition-related expenses of $14.0 million. Net cash provided by operations in the 12 months of FY16 was $242.6 million.

As a result of adopting the new accounting standard for share-based payments described above, we recognized excess tax benefits as an increase to net income attributable to CACI and operating cash flows of $1.2 million ($0.05 per share) in the year. (See Adoption of ASU 2016-09, Improvements to Employee Share-based Payment Accounting on page 12 of this release.)

In FY16, NSS generated $427.2 million of revenue and $18.8 million of net income. NSS’s net income includes $2.7 million of after-tax acquisition-related intangible amortization, and does not include any interest expense on the debt incurred to finance the acquisition.


Additional Financial Metrics

             
   

Twelve
Months,

FY16

 

Twelve
Months,
FY15

 

%
Change

Adjusted earnings before interest, taxes, depreciation and amortization (EBITDA), a non-GAAP measure (in millions)   $330.4   $303.2   8.9%
Diluted adjusted earnings per share, a non-GAAP measure   $7.87   $7.23   8.9%
     

CACI Reiterates Its FY17 Guidance

We are reiterating the FY17 guidance we issued on June 22, 2016. The table below summarizes our FY17 guidance ranges and represents our views as of August 17, 2016:

     

 

(In millions except for tax rate and earnings per share)

 

Fiscal Year 2017

Guidance

Revenue   $4,050 - $4,250
Net income attributable to CACI   $150 - $160
Effective corporate tax rate   38.0%
Diluted earnings per share   $6.02 - $6.43
Diluted weighted average shares   24.9
 

Conference Call Information

We have scheduled a conference call for 8:30 AM Eastern Time Thursday, August 18, 2016 during which members of our senior management team will be making a brief presentation focusing on fourth quarter results and operating trends followed by a question-and-answer session. You can listen to the conference call and view the accompanying exhibits over the Internet by logging on to our homepage, www.caci.com, at the scheduled time, or you may dial 1-888-771-4371 and enter the confirmation code 42972057. A replay of the call will also be available over the Internet and can be accessed through our homepage (www.caci.com) by clicking on the CACI Investor Info button.

CACI provides information solutions and services in support of national security missions and government transformation for Intelligence, Defense, and Federal Civilian customers. A Fortune magazine World’s Most Admired Company in the IT Services industry, CACI is a member of the Fortune 1000 Largest Companies, the Russell 2000 Index, and the S&P SmallCap 600 Index. CACI provides dynamic careers for over 20,000 employees worldwide. Visit 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: 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 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.

Capability Maturity Model Integration and CMMI are registered marks of Carnegie Mellon University.

CACI-Financial


           
Selected Financial Data
 
CACI International Inc
Condensed Consolidated Statements of Operations (Unaudited)
(Amounts in thousands, except per share amounts)
 
Quarter Ended Twelve Months Ended
6/30/2016 6/30/2015 % Change 6/30/2016 6/30/2015 % Change
Revenue $ 1,113,900   $ 865,506   28.7 % $ 3,744,053   $ 3,313,452   13.0 %
Costs of revenue
Direct costs 755,580 567,446 33.2 % 2,487,633 2,193,585 13.4 %
Indirect costs and selling expenses 258,597 206,996 24.9 % 926,918 817,403 13.4 %
Depreciation and amortization   18,639     15,985   16.6 %   64,752     66,083   -2.0 %
Total costs of revenue   1,032,816     790,427   30.7 %   3,479,303     3,077,071   13.1 %
Operating income 81,084 75,079 8.0 % 264,750 236,381 12.0 %
Interest expense and other, net   12,661     8,605   47.1 %   41,138     34,758   18.4 %
Income before income taxes 68,423 66,474 2.9 % 223,612 201,623 10.9 %
Income taxes1   24,824     25,128   -1.2 %   80,813     75,327   7.3 %
Net income1 43,599 41,346 5.4 % 142,799 126,296 13.1 %
Noncontrolling interest   -     38     -     (101 )
Net income attributable to CACI1 $ 43,599   $ 41,384   5.4 % $ 142,799   $ 126,195   13.2 %
 
Basic earnings per share $ 1.79 $ 1.71 4.8 % $ 5.89 $ 5.27 11.7 %
Diluted earnings per share $ 1.75 $ 1.68 4.1 % $ 5.76 $ 5.17 11.3 %
 
Weighted average shares used in per share computations:
Basic 24,319 24,180 24,262 23,948
Diluted 24,900 24,613 24,802 24,388
 
Statement of Operations Data (Unaudited)
Quarter Ended Twelve Months Ended
6/30/2016 6/30/2015 % Change 6/30/2016 6/30/2015 % Change
Operating income margin 7.3 % 8.7 % 7.1 % 7.1 %
Tax rate 36.3 % 37.8 % 36.1 % 37.4 %
Net income margin 3.9 % 4.8 % 3.8 % 3.8 %
 
Adjusted EBITDA2 $ 100,057 $ 91,366 9.5 % $ 330,365 $ 303,237 8.9 %
Adjusted EBITDA Margin 9.0 % 10.6 % 8.8 % 9.2 %
 
Adjusted net income attributable to
CACI2 $ 58,591 $ 53,867 8.8 % $ 195,296 $ 176,405 10.7 %
Diluted adjusted earnings per share $ 2.35 $ 2.19 7.5 % $ 7.87 $ 7.23 8.9 %
 
  1 See Adoption of Improvements to Employee Share-based Payment Accounting on page 12.

2 See Reconciliation of Net Income to Earnings before Interest, Taxes, Depreciation and Amortization and to Adjusted Net Income on page 11.

 

   
Selected Financial Data (Continued)
 
CACI International Inc
Condensed Consolidated Balance Sheets (Unaudited)
(Amounts in thousands)
 
6/30/2016 6/30/2015
ASSETS:
Current assets
Cash and cash equivalents $ 49,082 $ 35,364
Accounts receivable, net 803,817 596,155
Prepaid expenses and other current assets   68,939   34,591
Total current assets 921,838 666,110
 
Goodwill and intangible assets, net 2,860,715 2,384,998
Property and equipment, net 81,362 63,689
Other long-term assets   123,426   127,233
Total assets $ 3,987,341 $ 3,242,030
 
LIABILITIES AND SHAREHOLDERS' EQUITY:
Current liabilities
Current portion of long-term debt $ 53,965 $ 38,965
Accounts payable 95,270 56,840
Accrued compensation and benefits 228,362 185,830
Other accrued expenses and current liabilities   192,125   118,046
Total current liabilities 569,722 399,681
 
Long-term debt, net of current portion 1,402,079 1,024,599
Other long-term liabilities   408,227   337,478
Total liabilities   2,380,028   1,761,758
 
Shareholders' equity   1,607,313   1,480,272
Total liabilities and shareholders' equity $ 3,987,341 $ 3,242,030
 

   
Selected Financial Data (Continued)
 
CACI International Inc
Condensed Consolidated Statements of Cash Flows (Unaudited)
(Amounts in thousands)
 
Twelve Months Ended
6/30/2016 6/30/2015
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 142,799 $ 126,296

Reconciliation of net income to net cash provided by operating activities:

Depreciation and amortization 64,752 66,083
Amortization of deferred financing costs 3,234 2,639
Stock-based compensation expense 17,919 14,072
Provision for deferred income taxes 9,022 27,022
Undistributed earnings of unconsolidated joint ventures (204 ) (874 )

Changes in operating assets and liabilities, net of effect of acquisitions:

Accounts receivable, net (105 ) 18,889
Prepaid expenses and other assets (8,408 ) (2,057 )
Accounts payable and accrued expenses (7,204 ) (25,807 )
Accrued compensation and benefits 4,320 2,776
Income taxes receivable and payable1 19,414 17
Other liabilities   (2,962 )   (2,194 )
Net cash provided by operating activities   242,577     226,862  
 
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (20,835 ) (17,444 )
Purchases of businesses, net of cash acquired (587,821 ) (14,972 )
Investment in unconsolidated joint venture - 391
Other   1,069     629  
Net cash used in investing activities   (607,587 )   (31,396 )
 
CASH FLOWS FROM FINANCING ACTIVITIES:
Net borrowings (payments) under credit facilities 389,245 (213,451 )
Proceeds from employee stock purchase plans 3,086 3,287
Proceeds from exercise of stock options - 691
Repurchases of common stock (3,230 ) (3,400 )
Payment of taxes for equity transactions (8,045 ) (7,378 )
Other1   451     (2,257 )
Net cash provided by (used in) financing activities   381,507     (222,508 )
Effect of exchange rate changes on cash and cash equivalents   (2,779 )   (2,055 )
Net increase (decrease) in cash and cash equivalents 13,718 (29,097 )
Cash and cash equivalents, beginning of year   35,364     64,461  
Cash and cash equivalents, end of year $ 49,082   $ 35,364  
 
1 See Adoption of Improvements to Employee Share-based Payment Accounting on page 12.
 

         
Selected Financial Data (Continued)
 
Revenue by Customer Type (Unaudited)
Quarter Ended        
(dollars in thousands) 6/30/2016   6/30/2015   $ Change   % Change
Department of Defense $ 714,698 64.1 % $ 576,284 66.6 % $ 138,414 24.0 %
Federal Civilian Agencies 324,787 29.2 % 236,979 27.4 % 87,808 37.1 %
Commercial and other   74,415   6.7 %     52,243   6.0 %     22,172     42.4 %
Total $ 1,113,900   100.0 %   $ 865,506   100.0 %   $ 248,394     28.7 %
 
Twelve Months Ended        
(dollars in thousands) 6/30/2016   6/30/2015   $ Change   % Change
Department of Defense $ 2,439,329 65.1 % $ 2,217,031 66.9 % $ 222,298 10.0 %
Federal Civilian Agencies 1,062,508 28.4 % 888,191 26.8 % 174,317 19.6 %
Commercial and other   242,216   6.5 %     208,230   6.3 %     33,986     16.3 %
Total $ 3,744,053   100.0 %   $ 3,313,452   100.0 %   $ 430,601     13.0 %
 
Revenue by Contract Type (Unaudited)
Quarter Ended        
(dollars in thousands) 6/30/2016   6/30/2015   $ Change   % Change
Cost reimbursable $ 551,704 49.5 % $ 407,407 47.1 % $ 144,297 35.4 %
Fixed price 349,026 31.3 % 296,935 34.3 % 52,091 17.5 %
Time and materials   213,170   19.2 %     161,164   18.6 %     52,006     32.3 %
Total $ 1,113,900   100.0 %   $ 865,506   100.0 %   $ 248,394     28.7 %
 
Twelve Months Ended        
(dollars in thousands) 6/30/2016   6/30/2015   $ Change   % Change
Cost reimbursable $ 1,817,923 48.5 % $ 1,534,864 46.3 % $ 283,059 18.4 %
Fixed price 1,245,269 33.3 % 1,179,139 35.6 % 66,130 5.6 %
Time and materials   680,861   18.2 %     599,449   18.1 %     81,412     13.6 %
Total $ 3,744,053   100.0 %   $ 3,313,452   100.0 %   $ 430,601     13.0 %
 
Revenue Received as a Prime versus Subcontractor (Unaudited)
Quarter Ended        
(dollars in thousands) 6/30/2016   6/30/2015   $ Change   % Change
Prime $ 1,027,582 92.3 % $ 780,187 90.1 % $ 247,395 31.7 %
Subcontractor   86,318   7.7 %     85,319   9.9 %     999     1.2 %
Total $ 1,113,900   100.0 %   $ 865,506   100.0 %   $ 248,394     28.7 %
 

Twelve Months Ended

       
(dollars in thousands) 6/30/2016   6/30/2015   $ Change   % Change
Prime $ 3,421,817 91.4 % $ 2,965,683 89.5 % $ 456,134 15.4 %
Subcontractor   322,236   8.6 %     347,769   10.5 %     (25,533 )   -7.3 %
Total $ 3,744,053   100.0 %   $ 3,313,452   100.0 %   $ 430,601     13.0 %
 

     
Selected Financial Data (Continued)
 
Contract Funding Orders Received (Unaudited)
Quarter Ended        
(dollars in thousands) 6/30/2016   6/30/2015   $ Change   % Change
Contract Funding Orders $ 1,133,098   $ 871,345   $ 261,753   30.0 %
Twelve Months Ended        
(dollars in thousands) 6/30/2016   6/30/2015   $ Change   % Change
Contract Funding Orders $ 4,125,910   $ 3,756,631   $ 369,279   9.8 %
 
           
Direct Costs by Category (Unaudited)
Quarter Ended
(dollars in thousands) 6/30/2016   6/30/2015   $ Change   % Change
Direct labor $ 344,927 45.7 % $ 276,326 48.7 % $ 68,601 24.8 %
Other direct costs   410,653   54.3 %     291,120   51.3 %     119,533   41.1 %
Total direct costs $ 755,580   100.0 %   $ 567,446   100.0 %   $ 188,134   33.2 %
 
Twelve Months Ended
(dollars in thousands) 6/30/2016   6/30/2015   $ Change   % Change
Direct labor $ 1,197,838 48.2 % $ 1,062,882 48.5 % $ 134,956 12.7 %
Other direct costs   1,289,795   51.8 %     1,130,703   51.5 %     159,092   14.1 %
Total direct costs $ 2,487,633   100.0 %   $ 2,193,585   100.0 %   $ 294,048   13.4 %
 

 

Selected Financial Data (Continued)

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

(Unaudited)
 

The Company views Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Net Income attributable to CACI and Diluted Adjusted Earnings Per Share, all 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 attributable to CACI plus net interest expense, income taxes, depreciation and amortization, 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.  We define Adjusted Net Income attributable to CACI as GAAP net income attributable to CACI plus stock-based compensation expense, depreciation and amortization, amortization of financing costs, and earnout adjustments, net of related tax effects.  We believe Adjusted Net Income attributable to CACI is an important measure of long-term value and is used by investors to measure our performance.  This measure in particular assists readers in further understanding our results and trends from period-to-period by removing certain non-cash items that do not impact the cash flow performance of our business.  Diluted Adjusted Earnings Per Share is Adjusted Net Income  attributable to CACI divided by diluted weighted-average shares, as reported.  Adjusted EBITDA and Adjusted Net Income attributable to CACI as defined by us may not be computed in the same manner as similarly titled measures used by other companies.  These non-GAAP measures should not be considered in isolation or as a substitute for performance measures prepared in accordance with GAAP.

 
           
Quarter Ended   Twelve Months Ended
(dollars in thousands) 6/30/2016   6/30/2015   % Change   6/30/2016   6/30/2015   % Change
Net income attributable to CACI, as reported $ 43,599 $ 41,384 5.4 % $ 142,799 $ 126,195 13.2 %
Plus:
Income taxes 24,824 25,128 -1.2 % 80,813 75,327 7.3 %
Interest income and expense, net 12,636 8,869 42.5 % 41,342 35,632 16.0 %
Depreciation and amortization 18,639 15,985 16.6 % 64,752 66,083 -2.0 %
Earnout adjustments   359       -           659       -      
Adjusted EBITDA $ 100,057     $ 91,366     9.5 %   $ 330,365     $ 303,237     8.9 %
 
Quarter Ended   Twelve Months Ended
(dollars in thousands) 6/30/2016   6/30/2015   % Change   6/30/2016   6/30/2015   % Change
Revenue, as reported $ 1,113,900 $ 865,506 28.7 % $ 3,744,053 $ 3,313,452 13.0 %
Adjusted EBITDA $ 100,057     $ 91,366     9.5 %   $ 330,365     $ 303,237     8.9 %
Adjusted EBITDA margin   9.0 %     10.6 %         8.8 %     9.2 %    
 
Quarter Ended   Twelve Months Ended
(dollars in thousands) 6/30/2016   6/30/2015   % Change   6/30/2016   6/30/2015   % Change
Net income attributable to CACI, as reported $ 43,599 $ 41,384 5.4 % $ 142,799 $ 126,195 13.2 %
Plus:
Stock-based compensation 4,590 4,021 14.2 % 17,919 14,072 27.3 %
Depreciation and amortization 18,639 15,985 16.6 % 64,752 66,083 -2.0 %
Amortization of financing costs 1,133 577 96.4 % 3,234 2,639 22.5 %
Earn-out adjustments 359 - 659 -
Less:
Related tax effect   (9,729 )     (8,100 )   20.1 %     (34,067 )     (32,584 )   4.6 %

Adjusted net income attributable to CACI

$ 58,591     $ 53,867     8.8 %   $ 195,296     $ 176,405     10.7 %
 
Quarter Ended   Twelve Months Ended
(shares in thousands) 6/30/2016   6/30/2015   % Change   6/30/2016   6/30/2015   % Change

Diluted weighted average shares, as reported

24,900 24,613 24,802 24,388
Diluted earnings per share, as reported $ 1.75     $ 1.68     4.1 %   $ 5.76     $ 5.17     11.3 %
Diluted adjusted earnings per share $ 2.35     $ 2.19     7.5 %   $ 7.87     $ 7.23     8.9 %
 

 
Selected Financial Data (Continued)
Adoption of ASU 2016-09, Improvements to Employee Share-based Payment Accounting
 

In our fourth quarter, we adopted a new accounting standard issued by the Financial Accounting Standards Board that modifies several aspects of the accounting for share-based payments, including income tax consequences and classification on the statement of cash flows.  The guidance is effective for our current fiscal year and interim periods within it.  As a result, we recognized excess tax benefits as an increase to net income attributable to CACI and operating cash flows of $1.2 million ($0.05 per share) for the year.  Previous to adoption of the new standard, the tax benefit was recognized in additional paid-in capital on the balance sheet and cash flows from financing activities in the statement of cash flows.

 
     
Quarter ended
(Amounts in thousands, except per share amounts)

9/30/2015

12/31/2015

3/31/2016

6/30/2016

Revenue $ 822,442 $ 830,437 $ 977,274 $ 1,113,900
Income from operations $ 64,508 $ 55,482 $ 63,676 $ 81,084
Income taxes1 $ 20,693 $ 16,851 $ 18,445 $ 24,824
Net income attributable to CACI1 $ 34,632 $ 30,452 $ 34,116 $ 43,599
Basic earnings per share1 $ 1.43 $ 1.26 $ 1.41 $ 1.79
Diluted earnings per share1 $ 1.40 $ 1.23 $ 1.38 $ 1.75
 
Weighted-average shares used in per share computations:
Basic 24,208 24,246 24,277 24,319

Diluted1

24,721 24,786 24,801 24,900
 
1 Quarterly FY16 balances have been adjusted to reflect the adoption of ASU 2016-09 as of the beginning of the fiscal year.
 

CONTACT:
CACI International Inc
Corporate Communications and Media:
Jody Brown, Executive Vice President,
Public Relations
703-841-7801
jbrown@caci.com
or
Investor Relations:
David Dragics, Senior Vice President,
Investor Relations
866-606-3471
ddragics@caci.com

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