CACI INTERNATIONAL INC /DE/, 10-Q filed on 5/2/2016
Quarterly Report
v3.4.0.3
Document And Entity Information - shares
9 Months Ended
Mar. 31, 2016
May. 02, 2016
Document And Entity Information [Abstract]    
Entity Registrant Name CACI INTERNATIONAL INC /DE/  
Entity Central Index Key 0000016058  
Trading Symbol caci  
Current Fiscal Year End Date --06-30  
Entity Filer Category Large Accelerated Filer  
Entity Common Stock, Shares Outstanding   24,319,046
Document Type 10-Q  
Document Period End Date Mar. 31, 2016  
Amendment Flag false  
Document Fiscal Year Focus 2016  
Document Fiscal Period Focus Q3  
v3.4.0.3
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 9 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Mar. 31, 2016
Mar. 31, 2015
Condensed Consolidated Statements Of Operations [Abstract]        
Revenue $ 977,274 $ 817,797 $ 2,630,153 $ 2,447,946
Costs of revenue:        
Direct costs 647,489 542,841 1,732,053 1,626,139
Indirect costs and selling expenses 249,477 205,174 668,321 610,407
Depreciation and amortization 16,632 16,067 46,113 50,098
Total costs of revenue 913,598 764,082 2,446,487 2,286,644
Income from operations 63,676 53,715 183,666 161,302
Interest expense and other, net 11,115 8,473 28,477 26,153
Income before income taxes 52,561 45,242 155,189 135,149
Income taxes 18,533 16,185 57,021 50,199
Net income 34,028 29,057 98,168 84,950
Noncontrolling interest   (18)   (139)
Net income attributable to CACI $ 34,028 $ 29,039 $ 98,168 $ 84,811
Basic earnings per share (in dollars per share) $ 1.40 $ 1.20 $ 4.05 $ 3.55
Diluted earnings per share (in dollars per share) $ 1.38 $ 1.18 $ 3.98 $ 3.49
Weighted-average basic shares outstanding (in shares) 24,277 24,165 24,243 23,871
Weighted-average diluted shares outstanding (in shares) 24,716 24,527 24,675 24,313
v3.4.0.3
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Mar. 31, 2016
Mar. 31, 2015
Consolidated Statements Of Comprehensive Income [Abstract]        
Net income $ 34,028 $ 29,057 $ 98,168 $ 84,950
Other comprehensive (loss) income:        
Foreign currency translation adjustment (3,270) (6,578) (11,017) (19,193)
Change in fair value of interest rate swap agreements, net of tax (3,581) (3,142) (2,783) (3,960)
Other comprehensive (loss) income, net of tax (6,851) (9,720) (13,800) (23,153)
Comprehensive income 27,177 19,337 84,368 61,797
Noncontrolling interest   (18)   (139)
Comprehensive income attributable to CACI $ 27,177 $ 19,319 $ 84,368 $ 61,658
v3.4.0.3
CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($)
$ in Thousands
Mar. 31, 2016
Jun. 30, 2015
Current assets:    
Cash and cash equivalents $ 34,813 $ 35,364
Accounts receivable, net 765,506 596,155
Prepaid expenses and other current assets 72,756 34,591
Total current assets 873,075 666,110
Goodwill 2,609,903 2,189,816
Intangible assets, net 286,476 195,182
Property and equipment, net 81,799 63,689
Supplemental retirement savings plan assets 88,885 89,012
Accounts receivable, long-term 7,889 8,188
Other long-term assets 31,391 30,033
Total assets 3,979,418 3,242,030 [1]
Current liabilities:    
Current portion of long-term debt 53,965 38,965
Accounts payable 112,065 56,840
Accrued compensation and benefits 214,000 185,830
Other accrued expenses and current liabilities 163,359 118,046
Total current liabilities 543,389 399,681
Long-term debt, net of current portion 1,431,437 1,024,599
Supplemental retirement savings plan obligations, net of current portion 77,323 76,860
Deferred income taxes 269,062 200,237
Other long-term liabilities 86,161 60,381
Total liabilities $ 2,407,372 $ 1,761,758
COMMITMENTS AND CONTINGENCIES
Shareholders' equity:    
Preferred stock $0.10 par value, 10,000 shares authorized, no shares issued
Common stock $0.10 par value, 80,000 shares authorized; 41,743 shares issued and 24,308 outstanding at March 31, 2016 and 41,622 shares issued and 24,184 outstanding at June 30, 2015 $ 4,174 $ 4,162
Additional paid-in capital 555,367 547,979
Retained earnings 1,617,317 1,519,149
Accumulated other comprehensive loss (28,760) (14,960)
Treasury stock, at cost (17,435 and 17,438 shares, respectively) (576,187) (576,193)
Total CACI shareholders' equity 1,571,911 1,480,137
Noncontrolling interest 135 135
Total shareholders' equity 1,572,046 1,480,272
Total liabilities and shareholders' equity $ 3,979,418 $ 3,242,030
[1] Balances have been adjusted for the reclassification of debt issuance costs and deferred taxes related to the adoption of ASU 2015-03 and ASU 2015-17. See Note 2 for additional information.
v3.4.0.3
CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parentheticals) - $ / shares
shares in Thousands
Mar. 31, 2016
Jun. 30, 2015
Condensed Consolidated Balance Sheets [Abstract]    
Preferred stock, par value (in dollars per share) $ 0.10 $ 0.10
Preferred stock, shares authorized 10,000 10,000
Preferred stock, shares issued 0 0
Common stock, par value (in dollars per share) $ 0.10 $ 0.10
Common stock, shares authorized 80,000 80,000
Common stock, shares issued 41,743 41,622
Common stock, shares outstanding 24,308 24,184
Treasury stock, shares at cost 17,435 17,438
v3.4.0.3
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($)
$ in Thousands
9 Months Ended
Mar. 31, 2016
Mar. 31, 2015
CASH FLOWS FROM OPERATING ACTIVITIES    
Net income $ 98,168 $ 84,950
Reconciliation of net income to net cash provided by operating activities:    
Depreciation and amortization 46,113 50,098
Amortization of deferred financing costs 2,101 2,062
Stock-based compensation expense 13,329 10,051
Deferred income tax expense 14,212 25,682
Equity in earnings of unconsolidated ventures (229) (610)
Changes in operating assets and liabilities, net of effect of business acquisitions:    
Accounts receivable, net 42,184 15,774
Prepaid expenses and other assets (9,773) (5,605)
Accounts payable and other accrued expenses (4,020) 40,486
Accrued compensation and benefits (10,099) (6,644)
Income taxes payable and receivable (892) (25,538)
Supplemental retirement savings plan obligations and other long-term liabilities (2,750) (298)
Net cash provided by operating activities 188,344 190,408
CASH FLOWS FROM INVESTING ACTIVITIES    
Capital expenditures (13,232) (13,128)
Cash paid for business acquisitions, net of cash acquired (587,821)  
Net investments in unconsolidated joint ventures   542
Other 151 793
Net cash used in investing activities (600,902) (11,793)
CASH FLOWS FROM FINANCING ACTIVITIES    
Proceeds from borrowings under bank credit facilities 844,000 294,633
Principal payments made under bank credit facilities (414,973) (498,140)
Payment of financing costs under bank credit facilities (9,290)  
Proceeds from employee stock purchase plans 2,289 2,499
Proceeds from exercise of stock options   691
Repurchases of common stock (2,400) (2,587)
Payment of taxes for equity transactions (7,479) (7,168)
Other 1,489 2,899
Net cash provided by (used in) financing activities 413,636 (207,173)
Effect of exchange rate changes on cash and cash equivalents (1,629) (2,351)
Net decrease in cash and cash equivalents (551) (30,909)
Cash and cash equivalents, beginning of period 35,364 64,461
Cash and cash equivalents, end of year 34,813 33,552
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION    
Cash paid during the period for income taxes, net of refunds 45,606 41,743
Cash paid during the period for interest 26,304 $ 25,251
Non-cash financing and investing activities:    
Accrued capital expenditures $ 956  
v3.4.0.3
Basis of Presentation
9 Months Ended
Mar. 31, 2016
Basis Of Presentation [Abstract]  
Basis of Presentation

1.

Basis of Presentation

The accompanying unaudited consolidated financial statements of CACI International Inc and subsidiaries (CACI or the Company) have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) and include the assets, liabilities, results of operations, comprehensive income and cash flows for the Company, including its subsidiaries and ventures that are more than 50 percent owned or otherwise controlled by the Company.  Certain information and note disclosures normally included in the annual financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP) have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information presented not misleading. All intercompany balances and transactions have been eliminated in consolidation.

The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and amounts included in other current assets and current liabilities that meet the definition of a financial instrument approximate fair value because of the short-term nature of these amounts.  The fair value of the Company’s debt outstanding as of March 31, 2016 under its bank credit facility approximates its carrying value.  The fair value of the Company’s debt under its bank credit facility was estimated using Level 2 inputs based on market data of companies with a corporate rating similar to CACI’s that have recently priced credit facilities.  See Notes 6 and 12.

In the opinion of management, the accompanying unaudited consolidated financial statements reflect all adjustments and reclassifications (all of which are of a normal, recurring nature) that are necessary for the fair presentation of the periods presented.  It is suggested that these unaudited consolidated financial statements be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Company’s latest annual report to the SEC on Form 10-K for the year ended June 30, 2015.  The results of operations for the three and nine months ended March 31, 2016 are not necessarily indicative of the results to be expected for any subsequent interim period or for the full fiscal year.
v3.4.0.3
Recent Accounting Pronouncements
9 Months Ended
Mar. 31, 2016
New Accounting Pronouncements and Changes in Accounting Principles [Abstract]  
Recent Accounting Pronouncements

2.

Recent Accounting Pronouncements

In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting, which simplifies several aspects of the accounting for share-based payments, including income tax consequences and classification on the statement of cash flows. Under the new standard, all excess tax benefits and tax deficiencies will be recognized as income tax expense or benefit in the income statement as discrete items in the reporting period in which they occur. Additionally, excess tax benefits will be classified as an operating activity on the statement of cash flows. In regards to forfeitures, the entity can make an accounting policy election to either recognize forfeitures as they occur or estimate the number of awards expected to be forfeited.  The guidance in ASU 2016-09 is effective for the fiscal year, and interim periods within that fiscal year, beginning after December 15, 2016.  The Company is currently evaluating the impact of the adoption of this standard on its consolidated financial statements.

In February 2016, the FASB issued ASU No. 2016-02, Leases, which amends the existing guidance on accounting for leases.  The new standard requires lessees to put virtually all leases on the balance sheet by recognizing lease assets and lease liabilities. Lessor accounting is largely unchanged from that applied under previous guidance. The amended guidance is effective for the fiscal year, and interim periods within that fiscal year, beginning after December 15, 2018, and requires a modified retrospective approach.  Early adoption is permitted. The Company is currently evaluating the impact of the adoption of this standard on its consolidated financial statements.

In November 2015, the FASB issued ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes, which requires all deferred tax assets and liabilities to be classified as noncurrent on the balance sheet. The guidance in ASU 2015-17 is effective for the fiscal year, and interim periods within that fiscal year, beginning after December 15, 2016, with early adoption permitted.  The Company early adopted this standard as of January 1, 2016 and applied the standard retrospectively.  As a result of adopting this standard, current deferred tax assets of $10.4 million were reclassified to net non-current deferred tax liabilities as of June 30, 2015.

In September 2015, the FASB issued ASU No. 2015-16, Simplifying the Accounting for Measurement-Period Adjustments, which simplifies the accounting for adjustments made to preliminary amounts recognized in a business combination by eliminating the requirement to retrospectively account for those adjustments. Instead, adjustments will be recognized in the period in which the adjustments are determined, including the effect on earnings of any amounts that would have been recorded in previous periods if the accounting had been completed at the acquisition date. The Company early adopted this standard as of January 1, 2016, and will prospectively apply the standard to business combination adjustments identified after the date of adoption.

In April 2015, the FASB issued ASU No. 2015-03, Simplifying the Presentation of Debt Issuance Costs. Under the new standard, debt issuance costs related to a recognized debt liability are required to be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The guidance in ASU 2015-03 is effective for the fiscal year, and interim periods within that fiscal year, beginning after December 15, 2015.  The Company early adopted this standard as of January 1, 2016 and applied the standard retrospectively.  As a result of adopting this standard, $4.7 million of debt issuance costs were reclassified from other long-term assets to long-term debt as of June 30, 2015.

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which supersedes nearly all existing revenue recognition guidance under U.S. GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing U.S. GAAP. On July 9, 2015, the FASB approved a one-year deferral of the effective date of ASU 2014-09 to annual reporting periods, including interim reporting periods within those periods, beginning after December 15, 2017, using either a full retrospective approach or a modified approach. Early adoption up to the original effective date is permitted. The Company is currently evaluating the impact of the adoption of this standard on its consolidated financial statements and has not yet determined the method by which the Company will adopt the standard.

 

v3.4.0.3
Acquisitions
9 Months Ended
Mar. 31, 2016
Business Combinations [Abstract]  
Acquisitions

3.

Acquisitions

NSS Acquisition

On February 1, 2016, the Company acquired 100 percent of the outstanding shares of L-3 National Security Solutions, Inc. and L-3 Data Tactics Corporation (together, “NSS”).  NSS is a prime mission partner to the U.S. Department of Defense (DoD), U.S. government intelligence agencies, and U.S. federal civilian agencies.  The acquisition will expand CACI’s opportunities in many of our key market areas and expand our current customer base.  CACI financed the acquisition by borrowing $250.0 million under its existing revolving facility and by entering into an eighth amendment and first incremental facility amendment to its credit facility to allow for the incurrence of $300.0 million in additional term loans.

The initial purchase consideration paid at closing to acquire NSS was $550.0 million plus $11.2 million representing a preliminary net working capital adjustment.  Subsequent to closing, CACI estimated that a refund of $13.3 million is due from the sellers for the final net working capital adjustment, which is recorded within prepaid expenses and other current assets on the consolidated balance sheet.

 

CACI is in the process of finalizing its valuation of all the assets acquired and liabilities assumed. As the amounts recorded for certain assets and liabilities are preliminary in nature, they are subject to adjustment as additional information is obtained about the facts and circumstances that existed at the acquisition date.  The final determination of fair values of certain assets and liabilities will be completed within the measurement period of up to one year from the acquisition date as permitted under GAAP. The NSS acquisition could necessitate the need to use the full one year measurement period to adequately analyze and assess a number of factors used in establishing the asset and liability fair values as of the acquisition date, including receivables and deferred revenue, property and equipment, contractual obligations, income tax obligations, and certain reserves. Any potential adjustments made could be material in relation to the preliminary values presented in the table below. Based on the Company’s preliminary valuation, the total estimated consideration of$547.9 million has been allocated to assets acquired and liabilities assumed as follows (in thousands):

 

Cash and cash equivalents

 

$

2,596

 

Accounts receivable

 

 

210,441

 

Prepaid expenses and other current assets

 

 

11,574

 

Property and equipment

 

 

21,938

 

Intangible assets

 

 

110,500

 

Goodwill

 

 

385,755

 

Other long-term assets

 

 

437

 

Accounts payable

 

 

(57,616

)

Accrued compensation and benefits

 

 

(38,953

)

Other accrued expenses and current liabilities

 

 

(37,855

)

Deferred income taxes

 

 

(55,641

)

Other long-term liabilities

 

 

(5,280

)

Total estimated consideration

 

$

547,896

 

The goodwill of $385.8 million is largely attributable to the assembled workforce of NSS and expected synergies between the Company and NSS.  The estimated fair value attributed to intangible assets, which consists of customer contracts and related customer relationships, is being amortized on an accelerated basis over approximately 15 years.  The fair value attributed to the intangible assets acquired was based on preliminary estimates, assumptions, and other information compiled by management, including independent valuations that utilized established valuation techniques.  Of the value attributed to goodwill and intangible assets, $47.7 million is deductible for income tax purposes.

From the February 1, 2016 acquisition date through March 31, 2016, NSS generated $171.9 million of revenue and $5.6 million of net income. NSS’ net income includes the impact of $1.7 million of amortization of customer contracts and customer relationships. NSS’ net income does not include the impact of acquisition-related expenses incurred by CACI.

CACI incurred $7.3 million of acquisition-related expenses during the nine months ended March 31, 2016, which are included in indirect costs and selling expenses.  Additionally, CACI incurred $3.2 million of integration and restructuring costs from the acquisition date through March 31, 2016.

The following pro forma results are prepared for comparative purposes only and do not necessarily reflect the results that would have occurred had the acquisition occurred at the beginning of the years presented or the results which may occur in the future. The following unaudited pro forma results of operations assume the NSS acquisition had occurred on July 1, 2014 (in thousands except per share amounts):

 

 

 

Nine Months Ended March 31,

 

 

 

2016

 

 

2015

 

Revenue

 

$

3,305,097

 

 

$

3,270,509

 

Net loss attributable to CACI

 

 

(343,467

)

 

 

(58,454

)

Basic EPS

 

 

(14.17

)

 

 

(2.45

)

Diluted EPS

 

 

(14.17

)

 

 

(2.45

)

Pro forma net losses shown above include NSS’ historical goodwill impairment expense of $476.2 million and $158.7 million for the nine months ended March 31, 2016 and 2015, respectively.  Significant pro forma adjustments incorporated into the pro forma results above include the recognition of additional amortization expense related to acquired intangible assets and additional interest expense related to debt incurred to finance the acquisition. In addition, significant nonrecurring adjustments include the elimination of non-recurring acquisition-related expenses incurred during the nine months ended March 31, 2016.

 

Other Acquisitions

The Company also completed the following acquisitions during the nine months ended March 31, 2016:

 

·

On July 1, 2015, CACI Limited acquired 100 percent of the outstanding shares of Rockshore Group Ltd (Rockshore) and was integrated into the international operating segment.  Rockshore uses its expertise in data aggregation, event processing, and business logic integration to provide real-time event processing and situational awareness to the telecom, aviation, and rail sectors.

 

·

On December 4, 2015, the Company acquired 100 percent of the outstanding shares of a business in the United States which provides security technology services and was integrated into the domestic operating segment.

 

·

On March 1, 2016, CACI Limited acquired 100 percent of the outstanding shares of Purple Secure Systems Limited and was integrated into the international operating segment. Purple Secure Systems Limited is a provider of agile systems and software for national security, defense and government organizations.

 

·

On March 2, 2016, CACI Limited acquired 100 percent of the outstanding shares of Stream:20 Limited and was integrated into the international operating segment. Stream:20 Limited provides digital marketing and digital transformation consultancy services to commercial companies working in a variety of sectors.

The combined purchase consideration for these acquisitions was $55.4 million, which includes $31.8 million of initial cash payments, $8.2 million of deferred consideration and $15.4 estimated fair value of contingent consideration to be paid upon achieving certain metrics.  The Company recognized fair values of the assets acquired and liabilities assumed and preliminarily allocated $40.3 million to goodwill and $8.1 million to intangible assets.  The intangible assets primarily consist of customer relationships and acquired technology.

 

v3.4.0.3
Intangible Assets
9 Months Ended
Mar. 31, 2016
Intangible Assets [Abstract]  
Intangible Assets

4.

Intangible Assets

Intangible assets consisted of the following (in thousands):

 

 

 

March 31,

 

 

June 30,

 

 

 

2016

 

 

2015

 

Customer contracts and related customer relationships

 

$

636,765

 

 

$

520,213

 

Acquired technologies

 

 

28,121

 

 

 

27,177

 

Covenants not to compete

 

 

3,362

 

 

 

3,417

 

Other

 

 

1,566

 

 

 

1,581

 

Intangible assets

 

 

669,814

 

 

 

552,388

 

Accumulated amortization:

 

 

 

 

 

 

 

 

Customer contracts and related customer relationships

 

 

(353,550

)

 

 

(328,217

)

Acquired technologies

 

 

(25,474

)

 

 

(24,728

)

Covenants not to compete

 

 

(3,267

)

 

 

(3,241

)

Other

 

 

(1,047

)

 

 

(1,020

)

Less accumulated amortization

 

 

(383,338

)

 

 

(357,206

)

Total intangible assets, net

 

$

286,476

 

 

$

195,182

 

 

Intangible assets are primarily amortized on an accelerated basis over periods ranging from one to fifteen years.  The weighted-average period of amortization for all customer contracts and related customer relationships as of March 31, 2016 is 13.9 years, and the weighted-average remaining period of amortization is 12.1 years.  The weighted-average period of amortization for acquired technologies as of March 31, 2016 is 10.0 years, and the weighted-average remaining period of amortization is 5.8 years.

 

Expected amortization expense for the remainder of the fiscal year ending June 30, 2016, and for each of the fiscal years thereafter, is as follows (in thousands):

 

Fiscal year ending June 30,

 

Amount

 

2016 (three months)

 

$

10,804

 

2017

 

 

40,795

 

2018

 

 

36,200

 

2019

 

 

31,555

 

2020

 

 

27,073

 

Thereafter

 

 

140,049

 

Total intangible assets, net

 

$

286,476

 

v3.4.0.3
Goodwill
9 Months Ended
Mar. 31, 2016
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill

5.

Goodwill

The changes in the carrying amount of goodwill for the year ended June 30, 2015 and the nine months ended March 31, 2016 are as follows (in thousands):

 

 

 

Domestic

 

 

International

 

 

Total

 

Balance at June 30, 2014

 

$

2,099,822

 

 

$

88,747

 

 

$

2,188,569

 

Goodwill acquired

 

 

8,946

 

 

 

 

 

 

8,946

 

Foreign currency translation

 

 

 

 

 

(7,699

)

 

 

(7,699

)

Balance at June 30, 2015

 

 

2,108,768

 

 

 

81,048

 

 

 

2,189,816

 

Goodwill acquired

 

 

396,413

 

 

 

29,627

 

 

 

426,040

 

Foreign currency translation

 

 

 

 

 

(5,953

)

 

 

(5,953

)

Balance at March 31, 2016

 

$

2,505,181

 

 

$

104,722

 

 

$

2,609,903

 

v3.4.0.3
Long-term Debt
9 Months Ended
Mar. 31, 2016
Long-Term Debt [Abstract]  
Long-term Debt

 

6.

Long-term Debt 

Long-term debt consisted of the following (in thousands):

 

 

 

March 31,

 

 

June 30,

 

 

 

2016

 

 

2015

 

Bank credit facility – term loans

 

$

1,046,324

 

 

$

779,297

 

Bank credit facility – revolver loans

 

 

457,000

 

 

 

295,000

 

Principal amount of long-term debt

 

 

1,503,324

 

 

 

1,074,297

 

Less unamortized debt issuance costs (1)

 

 

(17,922

)

 

 

(10,733

)

Total long-term debt

 

 

1,485,402

 

 

 

1,063,564

 

Less current portion

 

 

(53,965

)

 

 

(38,965

)

Long-term debt, net of current portion

 

$

1,431,437

 

 

$

1,024,599

 

 

 (1)

Balance as of June 30, 2015 has been adjusted for the reclassification of debt issuance costs related to the adoption of ASU 2015-03. See Note 2 for additional information.

 

Bank Credit Facility

The Company has a $1,981.3 million credit facility (the Credit Facility), which consists of an $850.0 million revolving credit facility (the Revolving Facility) and a $1,131.3 million term loan (the Term Loan). The Revolving Facility has subfacilities of $100.0 million for same-day swing line loan borrowings and $25.0 million for stand-by letters of credit.  At any time and so long as no default has occurred, the Company has the right to increase the Revolving Facility or the Term Loan in an aggregate principal amount of up to the greater of $400.0 million or an amount subject to 2.75 times senior secured leverage, calculated assuming the Revolving Facility is fully drawn, with applicable lender approvals.  The Credit Facility is available to refinance existing indebtedness and for general corporate purposes, including working capital expenses and capital expenditures.

 

The Credit Facility was amended during the third quarter of FY16 in connection with the Company’s acquisition of NSS (see Note 3).  CACI financed the transaction by borrowing $250.0 million under its existing Revolving Facility and by entering into an eighth amendment and first incremental facility amendment to its Credit Facility to allow for the incurrence of $300.0 million in additional Term Loans.

The Revolving Facility is a secured facility that permits continuously renewable borrowings of up to $850.0 million. As of March 31, 2016, the Company had $457.0 million outstanding under the Revolving Facility, no borrowings on the swing line and an outstanding letter of credit of $0.4 million.  The Company pays a quarterly facility fee for the unused portion of the Revolving Facility.

The Term Loan is a five-year secured facility under which principal payments are due in quarterly installments of $13.5 million through June 30, 2018 and $27.0 million thereafter until the balance is due in full on June 1, 2020. As of March 31, 2016, the Company had $1,046.3 million outstanding under the Term Loan.

The interest rates applicable to loans under the Credit Facility are floating interest rates that, at the Company’s option, equal a base rate or a Eurodollar rate plus, in each case, an applicable rate based upon the Company’s consolidated total leverage ratio.  As of March 31, 2016, the effective interest rate, including the impact of the Company’s floating-to-fixed interest rate swap agreements and excluding the effect of amortization of debt financing costs, for the outstanding borrowings under the Credit Facility was 3.0 percent.

The Credit Facility requires the Company to comply with certain financial covenants, including a maximum senior secured leverage ratio, a maximum total leverage ratio and a minimum fixed charge coverage ratio.  The Credit Facility also includes customary negative covenants restricting or limiting the Company’s ability to guarantee or incur additional indebtedness, grant liens or other security interests to third parties, make loans or investments, transfer assets, declare dividends or redeem or repurchase capital stock or make other distributions, prepay subordinated indebtedness and engage in mergers, acquisitions or other business combinations, in each case except as expressly permitted under the Credit Facility.  As of March 31, 2016, the Company was in compliance with all of the financial covenants.  A majority of the Company’s assets serve as collateral under the Credit Facility.

The Company recorded $18.7 million of debt issuance costs as of March 31, 2016. All debt issuance costs are being amortized from the date incurred to the expiration date of the Credit Facility. As of March 31, 2016, the unamortized balance of $17.9 million is included as a reduction to the carrying value of long-term debt.

Convertible Notes Payable

Effective May 16, 2007, the Company issued at par value $300.0 million convertible notes (the Convertible Notes) which matured on May 1, 2014. Upon maturity, the aggregate conversion value was $406.8 million. Accordingly, the Company paid note holders the outstanding principal value totaling $300.0 million in cash and issued approximately 1.4 million shares of our common stock for the remaining aggregate conversion value. Concurrently with the issuance of our common stock upon conversion, the Company received 1.4 million shares of our common stock pursuant to the terms of the call option hedge transaction described below. The Company included these shares within treasury stock on our consolidated balance sheet.

In connection with the issuance of the Convertible Notes in May 2007, we entered into separate call option hedge and warrant transactions to reduce the potential dilutive impact upon the conversion of the Convertible Notes. The Call Options and the Warrants (each as defined below) are separate and legally distinct instruments that bind CACI and the counterparties and have no binding effect on the holders of the Convertible Notes.

Call Options and Warrants

The Company purchased in a private transaction at a cost of $84.4 million call options (the Call Options) to purchase approximately 5.5 million shares of its common stock at a price equal to the conversion price of $54.65 per share. The cost of the Call Options was recorded as a reduction of additional paid-in capital. The Call Options allowed CACI to receive shares of its common stock from the counterparties equal to the amount of common stock related to the excess conversion value that CACI would pay the holders of the Convertible Notes upon conversion. The Company exercised the call options upon the maturity and conversion of the Convertible Notes and received 1.4 million shares of our common stock.

In addition, the Company sold warrants (the Warrants) to issue approximately 5.5 million shares of CACI common stock at a strike price of $68.31 per share. The proceeds from the sale of the Warrants totaled $56.5 million and were recorded as an increase to additional paid-in capital. The Warrants settled daily over 90 trading days which began in August 2014 and ended in December 2014.  We issued 497,550 shares for settlement of the Warrants.

Cash Flow Hedges

The Company periodically uses derivative financial instruments as part of a strategy to manage exposure to market risks associated with interest rate fluctuations.  The Company has entered into several floating-to-fixed interest rate swap agreements for an aggregate notional amount of $600.0 million which hedge a portion of the Company’s floating rate indebtedness.  The swaps mature at various dates through 2020.  The Company has designated the swaps as cash flow hedges. Unrealized gains are recognized as assets while unrealized losses are recognized as liabilities. The interest rate swap agreements are highly correlated to the changes in interest rates to which the Company is exposed. Unrealized gains and losses on these swaps are designated as effective or ineffective. Realized gains and losses in connection with each required interest payment are reclassified from accumulated other comprehensive income or loss to interest expense.  The Company does not hold or issue derivative financial instruments for trading purposes.

The effect of derivative instruments in the consolidated statements of operations and accumulated other comprehensive loss for the three and nine months ended March 31, 2016 and 2015 is as follows (in thousands):

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

March 31,

 

 

March 31,

 

 

 

2016

 

 

2015

 

 

2016

 

 

2015

 

Gain (loss) recognized in other comprehensive income

 

$

(5,621

)

 

$

(5,050

)

 

$

(9,637

)

 

$

(9,064

)

Amounts reclassified to earnings from accumulated other

   comprehensive loss

 

 

2,040

 

 

 

1,908

 

 

 

6,854

 

 

 

5,104

 

Net current period other comprehensive income (loss)

 

$

(3,581

)

 

$

(3,142

)

 

$

(2,783

)

 

$

(3,960

)

The aggregate maturities of long-term debt at March 31, 2016 are as follows (in thousands):

 

Twelve months ending March 31,

 

 

 

 

2017

 

$

53,965

 

2018

 

 

53,965

 

2019

 

 

94,438

 

2020

 

 

107,930

 

2021

 

 

1,193,026

 

Principal amount of long-term debt

 

 

1,503,324

 

Less unamortized debt issuance costs

 

 

(17,922

)

Total long-term debt

 

$

1,485,402

 

 

v3.4.0.3
Commitments and Contingencies
9 Months Ended
Mar. 31, 2016
Commitments And Contingencies [Abstract]  
Commitments and Contingencies

7.

Commitments and Contingencies 

The Company is involved in various lawsuits, claims, and administrative proceedings arising in the normal course of business. Management is of the opinion that any liability or loss associated with such matters, either individually or in the aggregate, will not have a material adverse effect on the Company’s operations and liquidity.

Government Contracting

Payments to the Company on cost-plus-fee and time-and-materials contracts are subject to adjustment upon audit by the Defense Contract Audit Agency (DCAA) and other government agencies that do not utilize DCAA’s services. The DCAA is currently nearing completion of its audit of the Company’s incurred cost submissions for the years ended June 30, 2009 and 2010, and an intelligence agency is currently nearing completion of its audit of direct costs on selected contracts through our fiscal year ended June 30, 2012. DCAA audits of our incurred cost submissions for the years ended June 30, 2011 and 2012 have commenced, and an intelligence agency has commenced audits of direct costs on selected contracts through our fiscal year ended June 30, 2015. In the opinion of management, adjustments that may result from these audits and the audits not yet started are not expected to have a material effect on the Company’s financial position, results of operations, or cash flows as the Company has accrued its best estimate of potential disallowances. Additionally, the DCAA continually reviews the cost accounting and other practices of government contractors, including the Company. In the course of those reviews, cost accounting and other issues are identified, discussed and settled.

On March 26, 2012, the Company received a subpoena from the Defense Criminal Investigative Service seeking documents related to one of the Company’s contracts for the period of January 1, 2007 through March 26, 2012.  The Company is providing documents responsive to the subpoena and cooperating fully with the government’s investigation.  The Company has accrued its current best estimate of the potential outcome within its estimated range of zero to $1.8 million.

On April 9, 2012, the Company received a letter from the Department of Justice (DoJ) informing the Company that the DoJ is investigating whether the Company violated the civil False Claims Act by submitting false claims to receive federal funds pursuant to a GSA contract.  Specifically, the DoJ is investigating whether the Company failed to comply with contract requirements and applicable regulations by improperly billing for certain contracting personnel under the contract.  The Company has not accrued any liability as based on its present knowledge of the facts, it does not believe an unfavorable outcome is probable.

We are pursuing an appeal at the ASBCA of a determination made by the Army Contracting Command in response to an audit performed on behalf of the Special Inspector General for Afghanistan Reconstruction (SIGAR) of two task orders under which we performed work in Afghanistan.  We are appealing the Army’s determination that our methods for computing employee danger pay were incorrect, and needs to be changed.  The Company has accrued its current best estimate of the settlement with the Army for $0.1 million; however, in view of the inherent difficulty of predicting the outcome of the appeal the Company is unable to reasonably estimate a range of possible losses.

We are also pursuing appeals at the ASBCA of determinations and demands made by the DCMA associated with questioned direct costs from DCAA audits of our incurred cost submissions for our fiscal years ending June 30 2006, 2007, and 2008.  The Company has not accrued any liabilities for these determinations and demands and does not believe unfavorable outcomes are probable. 
German Value-Added Taxes

The Company is under audit by the German tax authorities for issues related to value-added tax returns.  At this time, the Company has not been assessed any deficiency and, based on sound factual and legal precedent, believes it is in compliance with the applicable value-added tax regulations.  The Company has not accrued any liability for this matter because an unfavorable outcome is not considered probable.  The Company estimates the range of reasonably possible losses to be from zero to $3.7 million.

Virginia Sales and Use Tax Audit

The Company is under audit for sales and use tax related issues by the Commonwealth of Virginia. The Company has accrued its current best estimate of the potential outcome within its estimated range of $3.0 million to $5.3 million.
v3.4.0.3
Stock-Based Compensation
9 Months Ended
Mar. 31, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Stock-Based Compensation

8.

Stock-Based Compensation

Stock-based compensation expense recognized, together with the income tax benefits recognized, is as follows (in thousands):

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

March 31,

 

 

March 31,

 

 

 

2016

 

 

2015

 

 

2016

 

 

2015

 

Total stock-based compensation related to RSUs

   included in indirect costs and selling expense

 

$

4,856

 

 

$

3,857

 

 

$

13,329

 

 

$

10,051

 

Income tax benefit recognized for stock-based

   compensation expense

 

$

1,719

 

 

$

1,378

 

 

$

4,897

 

 

$

3,737

 

Under the terms of its 2006 Stock Incentive Plan (the 2006 Plan), the Company may issue, among others, non-qualified stock options, restricted stock, RSUs, SSARs, and performance awards, collectively referred to herein as equity instruments. During the periods presented all equity instrument grants were made in the form of RSUs.  Other than performance-based RSUs (PRSUs) which contain a market-based element, the fair value of RSU grants was determined based on the closing price of a share of the Company’s common stock on the date of grant. The fair value of RSUs with market-based vesting features was also measured on the grant date, but was done so using a binomial lattice model.

In September 2014, the Company made its annual grant to key employees consisting of 180,570 PRSUs.  The final number of such PRSUs that are earned by participants and vest is based on the achievement of a specified earnings per share (EPS) for the year ended June 30, 2015 and on the average share price of Company stock for the 90 day period ending September 23, 2015, 2016 and 2017 as compared to the average share price for the 90 day period ended September 23, 2014.  The specified EPS for the year ended June 30, 2015 was met and the average share price of the Company’s stock for the 90 day period ending September 23, 2015 exceeded the average share price of the Company’s stock for the 90 day period ended September 23, 2014 resulting in an additional 7,884 RSUs earned by participants.
Annual grants under the 2006 Plan are generally made to the Company’s key employees during the first quarter of the Company’s fiscal year and to members of the Company’s Board of Directors during the second quarter of the Company’s fiscal year. With the approval of its Chief Executive Officer, the Company also issues equity instruments to strategic new hires and to employees who have demonstrated superior performance. In September 2015, the Company made its annual grant to its key employees consisting of 208,160 PRSUs. The final number of such performance-based RSUs which will be considered earned by the participants and eventually vest is based on the achievement of a specified earnings per share (EPS) for the year ending June 30, 2016 and on the average share price of Company stock for the 90 day periods ending September 18, 2016, 2017 and 2018 as compared to the average share price for the 90 day period ended September 18, 2015. No PRSUs will be earned if the specified EPS for the fiscal year ending June 30, 2016 is not met. If EPS for the year ending June 30, 2016 exceeds the specified EPS and the average share price of the Company’s stock for the 90 day periods ending September 18, 2016, 2017 and 2018 exceeds the average share price of the Company’s stock for the 90 day period ended September 18, 2015 by 100 percent or more, then an additional 208,160 RSUs could be earned by participants. This is the maximum number of additional RSUs that can be earned related to the September 2015 annual grant. In addition to the performance and market conditions, there is a service vesting condition which stipulates that 50 percent of the earned award will vest on September 18, 2018 and 50 percent of the earned award will vest on September 18, 2019, in both cases dependent upon continuing service by the grantee as an employee of the Company, unless the grantee is eligible for earlier vesting upon retirement or certain other events.

The total number of shares authorized by shareholders for grants under the 2006 Plan and its predecessor plan is 12,450,000 as of March 31, 2016. The aggregate number of grants that may be made may exceed this approved amount as forfeited SSARs, stock options, restricted stock and RSUs, and vested but unexercised SSARs and stock options that expire, become available for future grants. As of March 31, 2016, cumulative grants of 13,758,930 equity instruments underlying the shares authorized have been awarded, and 4,202,991 of these instruments have been forfeited.

Activity related to SSARs/non-qualified stock options and RSUs during the nine months ended March 31, 2016 is as follows:

 

 

 

SSARs/

Non-qualified

Stock Options

 

 

RSUs

 

Outstanding, June 30, 2015

 

 

42,660

 

 

 

864,566

 

Granted

 

 

 

 

 

270,767

 

Exercised/Issued

 

 

(35,860

)

 

 

(189,105

)

Forfeited/Lapsed

 

 

(6,800

)

 

 

(39,256

)

Outstanding, March 31, 2016

 

 

 

 

 

906,972

 

Weighted-average grant date fair value for RSUs

 

 

 

 

 

$

80.42

 

As of March 31, 2016, there was $37.6 million of total unrecognized compensation costs related to RSUs scheduled to be recognized over a weighted-average period of 2.6 years.
v3.4.0.3
Earnings Per Share
9 Months Ended
Mar. 31, 2016
Earnings Per Share [Abstract]  
Earnings Per Share

 

9.

Earnings Per Share 

ASC 260, Earnings Per Share (ASC 260), requires dual presentation of basic and diluted earnings per share on the face of the income statement. Basic earnings per share excludes dilution and is computed by dividing income by the weighted-average number of common shares outstanding for the period.  Diluted earnings per share reflects potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock but not securities that are anti-dilutive, including stock options and SSARs with an exercise price greater than the average market price of the Company’s common stock. Using the treasury stock method, diluted earnings per share include the incremental effect of SSARs, stock options, restricted shares, and those RSUs that are no longer subject to a market or performance condition.  There were no anti-dilutive common stock equivalents for the three or nine months ended March 31, 2016 and 2015.  The PRSUs granted in September 2015 are excluded from the calculation of diluted earnings per share as the underlying shares are considered to be contingently issuable shares.  These shares will be included in the calculation of diluted earnings per share beginning in the first reporting period in which the performance metric is achieved.  The Warrants were included in the computation of diluted earnings per share during the three and nine months ended March 31, 2015 because the strike price was lower than the average market price of a share of the Company stock during the period.  The chart below shows the calculation of basic and diluted earnings per share (in thousands, except per share amounts):

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

March 31,

 

 

March 31,

 

 

 

2016

 

 

2015

 

 

2016

 

 

2015

 

Net income attributable to CACI

 

$

34,028

 

 

$

29,039

 

 

$

98,168

 

 

$

84,811

 

Weighted-average number of basic shares outstanding

   during the period

 

 

24,277

 

 

 

24,165

 

 

 

24,243

 

 

 

23,871

 

Dilutive effect of SSARs/stock options and RSUs after

   application of treasury stock method

 

 

439

 

 

 

362

 

 

 

432

 

 

 

367

 

Dilutive effect of the Warrants

 

 

 

 

 

 

 

 

 

 

 

75

 

Weighted-average number of diluted shares outstanding

   during the period

 

 

24,716

 

 

 

24,527

 

 

 

24,675

 

 

 

24,313

 

Basic earnings per share

 

$

1.40

 

 

$

1.20

 

 

$

4.05

 

 

$

3.55

 

Diluted earnings per share

 

$

1.38

 

 

$

1.18

 

 

$

3.98

 

 

$

3.49

 

 

v3.4.0.3
Income Taxes
9 Months Ended
Mar. 31, 2016
Income Tax Disclosure [Abstract]  
Income Taxes

10.

Income Taxes

The Company is subject to income taxes in the U.S. and various state and foreign jurisdictions. Tax statutes and regulations within each jurisdiction are subject to interpretation and require the application of significant judgment.  The Company’s total liability for unrecognized tax benefits as of March 31, 2016 and June 30, 2015 was $0.4 million and $6.2 million, respectively. The $0.4 million unrecognized tax benefit at March 31, 2016, if recognized, would impact the Company’s effective tax rate.  During the nine months ended March 31, 2016, unrecognized tax benefits decreased because the Company settled its U.K. audit with the local tax authorities.

v3.4.0.3
Business Segment Information
9 Months Ended
Mar. 31, 2016
Business Segment Information [Abstract]  
Business Segment Information

 

11.

Business Segment Information 

The Company reports operating results and financial data in two segments: domestic operations and international operations. Domestic operations provide information solutions and services to its customers. Its customers are primarily U.S. federal government agencies. Other customers of the Company’s domestic operations include state and local governments and commercial enterprises.  The Company places employees in locations around the world in support of its clients. International operations offer services to both commercial and non-U.S. government customers primarily within the Company’s business systems and enterprise IT markets. The Company evaluates the performance of its operating segments based on net income attributable to CACI. Summarized financial information concerning the Company’s reportable segments is as follows (in thousands):

 

 

 

Domestic

 

 

International

 

 

Total

 

Three Months Ended March 31, 2016

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from external customers

 

$

940,714

 

 

$

36,560

 

 

$

977,274

 

Net income attributable to CACI

 

 

30,624

 

 

 

3,404

 

 

 

34,028

 

Three Months Ended March 31, 2015

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from external customers

 

$

781,618

 

 

$

36,179

 

 

$

817,797

 

Net income attributable to CACI

 

 

26,237

 

 

 

2,802

 

 

 

29,039

 

Nine Months Ended March 31, 2016

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from external customers

 

$

2,519,934

 

 

$

110,219

 

 

$

2,630,153

 

Net income attributable to CACI

 

 

88,390

 

 

 

9,778

 

 

 

98,168

 

Nine Months Ended March 31, 2015

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from external customers

 

$

2,340,501

 

 

$

107,445

 

 

$

2,447,946

 

Net income attributable to CACI

 

 

76,454

 

 

 

8,357

 

 

 

84,811

 

 

As of March 31, 2016, there were material changes in total assets by reportable segment since June 30, 2015 due to FY16 acquisitions (see Note 3).  Segment assets are as follows (in thousands):

 

 

 

March 31,

 

 

June 30,

 

 

 

2016

 

 

2015 (1)

 

Domestic

 

$

3,782,024

 

 

$

3,055,782

 

International

 

 

197,394

 

 

 

186,248

 

Total

 

$

3,979,418

 

 

$

3,242,030

 

 

 (1)       

Balances have been adjusted for the reclassification of debt issuance costs and deferred taxes related to the adoption of ASU 2015-03 and ASU 2015-17.  See Note 2 for additional information.

v3.4.0.3
Fair Value of Financial Instruments
9 Months Ended
Mar. 31, 2016
Fair Value Disclosures [Abstract]  
Fair Value of Financial Instruments

12.

Fair Value of Financial Instruments

ASC 820, Fair Value Measurements and Disclosures, defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements.  Fair value is the price that would be received to sell an asset or paid to transfer a liability between market participants in an orderly transaction.  The market in which the reporting entity would sell the asset or transfer the liability with the greatest volume and level of activity for the asset or liability is known as the principal market.  When no principal market exists, the most advantageous market is used.  This is the market in which the reporting entity would sell the asset or transfer the liability with the price that maximizes the amount that would be received or minimizes the amount that would be paid.  Fair value is based on assumptions market participants would make in pricing the asset or liability.  Generally, fair value is based on observable quoted market prices or derived from observable market data when such market prices or data are available.  When such prices or inputs are not available, the reporting entity should use valuation models.

The Company’s financial assets and liabilities recorded at fair value on a recurring basis are categorized based on the priority of the inputs used to measure fair value. The inputs used in measuring fair value are categorized into three levels, as follows:

 

·

Level 1 Inputs – unadjusted quoted prices in active markets for identical assets or liabilities.

 

·

Level 2 Inputs – unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data.

 

·

Level 3 Inputs – amounts derived from valuation models in which unobservable inputs reflect the reporting entity’s own assumptions about the assumptions of market participants that would be used in pricing the asset or liability.

The Company’s financial instruments measured at fair value included interest rate swap agreements and contingent consideration in connection with business combinations.  The following table summarizes the financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2016 and June 30, 2015, and the level they fall within the fair value hierarchy (in thousands):

 

 

 

 

 

 

 

March 31,

 

 

June 30,

 

 

 

Financial Statement

 

Fair Value

 

2016

 

 

2015

 

Description of Financial Instrument

 

Classification

 

Hierarchy

 

Fair Value

 

Contingent consideration

 

Other long-term liabilities

 

Level 3

 

$

15,707

 

 

$

 

Interest rate swap agreements

 

Other long-term liabilities

 

Level 2

 

$

16,317

 

 

$

11,728

 

Changes in the fair value of the interest rate swap agreements are recorded as a component of accumulated other comprehensive income or loss.

Various acquisitions completed during the nine months ended March 31, 2016 (see Note 3) contained provisions requiring that the Company pay contingent consideration in the event the acquired businesses achieved certain specified earnings results during the two and three year periods subsequent to each acquisition.  The Company determined the fair value of the contingent consideration as of each acquisition date using a valuation model which included the evaluation of the most likely outcome and the application of an appropriate discount rate.  At the end of each reporting period, the fair value of the contingent consideration was remeasured and any changes were recorded in indirect costs and selling expenses.  During the nine months ended March 31, 2016, this remeasurement did not result in a significant change to the liability recorded.

 

v3.4.0.3
Subsequent Events
9 Months Ended
Mar. 31, 2016
Subsequent Events [Abstract]  
Subsequent Events

13.

Subsequent Events
In April 2016, the Company entered into four additional floating-to-fixed interest rate swap agreement for an aggregate notional amount of $300.0 million.  These swaps will become effective during FY17 and mature at various dates through FY22. The Company has designated these swaps as cash flow hedges.
v3.4.0.3
Accounting Policies (Policies)
9 Months Ended
Mar. 31, 2016
Accounting Policies [Abstract]  
Basis of Presentation


Basis of Presentation

The accompanying unaudited consolidated financial statements of CACI International Inc and subsidiaries (CACI or the Company) have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) and include the assets, liabilities, results of operations, comprehensive income and cash flows for the Company, including its subsidiaries and ventures that are more than 50 percent owned or otherwise controlled by the Company.  Certain information and note disclosures normally included in the annual financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP) have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information presented not misleading. All intercompany balances and transactions have been eliminated in consolidation.

The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and amounts included in other current assets and current liabilities that meet the definition of a financial instrument approximate fair value because of the short-term nature of these amounts.  The fair value of the Company’s debt outstanding as of March 31, 2016 under its bank credit facility approximates its carrying value.  The fair value of the Company’s debt under its bank credit facility was estimated using Level 2 inputs based on market data of companies with a corporate rating similar to CACI’s that have recently priced credit facilities.  See Notes 6 and 12.

In the opinion of management, the accompanying unaudited consolidated financial statements reflect all adjustments and reclassifications (all of which are of a normal, recurring nature) that are necessary for the fair presentation of the periods presented.  It is suggested that these unaudited consolidated financial statements be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Company’s latest annual report to the SEC on Form 10-K for the year ended June 30, 2015.  The results of operations for the three and nine months ended March 31, 2016 are not necessarily indicative of the results to be expected for any subsequent interim period or for the full fiscal year.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

 

In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting, which simplifies several aspects of the accounting for share-based payments, including income tax consequences and classification on the statement of cash flows. Under the new standard, all excess tax benefits and tax deficiencies will be recognized as income tax expense or benefit in the income statement as discrete items in the reporting period in which they occur. Additionally, excess tax benefits will be classified as an operating activity on the statement of cash flows. In regards to forfeitures, the entity can make an accounting policy election to either recognize forfeitures as they occur or estimate the number of awards expected to be forfeited. The guidance in ASU 2016-09 is effective for the fiscal year, and interim periods within that fiscal year, beginning after December 15, 2016. The Company is currently evaluating the impact of the adoption of this standard on its consolidated financial statements.
 
In February 2016, the FASB issued ASU No. 2016-02, Leases, which amends the existing guidance on accounting for leases. The new standard requires lessees to put virtually all leases on the balance sheet by recognizing lease assets and lease liabilities. Lessor accounting is largely unchanged from that applied under previous guidance. The amended guidance is effective for the fiscal year, and interim periods within that fiscal year, beginning after December 15, 2018, and requires a modified retrospective approach. Early adoption is permitted. The Company is currently evaluating the impact of the adoption of this standard on its consolidated financial statements.
 
In November 2015, the FASB issued ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes, which requires all deferred tax assets and liabilities to be classified as noncurrent on the balance sheet. The guidance in ASU 2015-17 is effective for the fiscal year, and interim periods within that fiscal year, beginning after December 15, 2016, with early adoption permitted. The Company early adopted this standard as of January 1, 2016 and applied the standard retrospectively. As a result of adopting this standard, current deferred tax assets of $10.4 million were reclassified to net non-current deferred tax liabilities as of June 30, 2015.
 
In September 2015, the FASB issued ASU No. 2015-16, Simplifying the Accounting for Measurement-Period Adjustments, which simplifies the accounting for adjustments made to preliminary amounts recognized in a business combination by eliminating the requirement to retrospectively account for those adjustments. Instead, adjustments will be recognized in the period in which the adjustments are determined, including the effect on earnings of any amounts that would have been recorded in previous periods if the accounting had been completed at the acquisition date. The Company early adopted this standard as of January 1, 2016, and will prospectively apply the standard to business combination adjustments identified after the date of adoption.
 
In April 2015, the FASB issued ASU No. 2015-03, Simplifying the Presentation of Debt Issuance Costs. Under the new standard, debt issuance costs related to a recognized debt liability are required to be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The guidance in ASU 2015-03 is effective for the fiscal year, and interim periods within that fiscal year, beginning after December 15, 2015. The Company early adopted this standard as of January 1, 2016 and applied the standard retrospectively. As a result of adopting this standard, $4.7 million of debt issuance costs were reclassified from other long-term assets to long-term debt as of June 30, 2015.
 
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which supersedes nearly all existing revenue recognition guidance under U.S. GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing U.S. GAAP. On July 9, 2015, the FASB approved a one-year deferral of the effective date of ASU 2014-09 to annual reporting periods, including interim reporting periods within those periods, beginning after December 15, 2017, using either a full retrospective approach or a modified approach. Early adoption up to the original effective date is permitted. The Company is currently evaluating the impact of the adoption of this standard on its consolidated financial statements and has not yet determined the method by which the Company will adopt the standard.
v3.4.0.3
Acquisitions (Tables)
9 Months Ended
Mar. 31, 2016
Business Combinations [Abstract]  
Schedule of assets acquired and liabilities assumed
 

 

Cash and cash equivalents

 

$

2,596

 

Accounts receivable

 

 

210,441

 

Prepaid expenses and other current assets

 

 

11,574

 

Property and equipment

 

 

21,938

 

Intangible assets

 

 

110,500

 

Goodwill

 

 

385,755

 

Other long-term assets

 

 

437

 

Accounts payable

 

 

(57,616

)

Accrued compensation and benefits

 

 

(38,953

)

Other accrued expenses and current liabilities

 

 

(37,855

)

Deferred income taxes

 

 

(55,641

)

Other long-term liabilities

 

 

(5,280

)

Total estimated consideration

 

$

547,896

 

Schedule of unaudited pro forma results of operations
 
 

 

 

Nine Months Ended March 31,

 

 

 

2016

 

 

2015

 

Revenue

 

$

3,305,097

 

 

$

3,270,509

 

Net loss attributable to CACI

 

 

(343,467

)

 

 

(58,454

)

Basic EPS

 

 

(14.17

)

 

 

(2.45

)

Diluted EPS

 

 

(14.17

)

 

 

(2.45

)

 
v3.4.0.3
Intangible Assets (Tables)
9 Months Ended
Mar. 31, 2016
Intangible Assets [Abstract]  
Schedule of intangible assets

 

 

March 31,

 

 

June 30,

 

 

 

2016

 

 

2015

 

Customer contracts and related customer relationships

 

$

636,765

 

 

$

520,213

 

Acquired technologies

 

 

28,121

 

 

 

27,177

 

Covenants not to compete

 

 

3,362

 

 

 

3,417

 

Other

 

 

1,566

 

 

 

1,581

 

Intangible assets

 

 

669,814

 

 

 

552,388

 

Accumulated amortization:

 

 

 

 

 

 

 

 

Customer contracts and related customer relationships

 

 

(353,550

)

 

 

(328,217

)

Acquired technologies

 

 

(25,474

)

 

 

(24,728

)

Covenants not to compete

 

 

(3,267

)

 

 

(3,241

)

Other

 

 

(1,047

)

 

 

(1,020

)

Less accumulated amortization

 

 

(383,338

)

 

 

(357,206

)

Total intangible assets, net

 

$

286,476

 

 

$

195,182

 

Schedule of expected amortization expense
 

 

Fiscal year ending June 30,

 

Amount

 

2016 (three months)

 

$

10,804

 

2017

 

 

40,795

 

2018

 

 

36,200

 

2019

 

 

31,555

 

2020

 

 

27,073

 

Thereafter

 

 

140,049

 

Total intangible assets, net

 

$

286,476

 

 
v3.4.0.3
Goodwill (Tables)
9 Months Ended
Mar. 31, 2016
Goodwill and Intangible Assets Disclosure [Abstract]  
Changes in the carrying amount of goodwill

 

 

Domestic

 

 

International

 

 

Total

 

Balance at June 30, 2014

 

$

2,099,822

 

 

$

88,747

 

 

$

2,188,569

 

Goodwill acquired

 

 

8,946

 

 

 

 

 

 

8,946

 

Foreign currency translation

 

 

 

 

 

(7,699

)

 

 

(7,699

)

Balance at June 30, 2015

 

 

2,108,768

 

 

 

81,048

 

 

 

2,189,816

 

Goodwill acquired

 

 

396,413

 

 

 

29,627

 

 

 

426,040

 

Foreign currency translation

 

 

 

 

 

(5,953

)

 

 

(5,953

)

Balance at March 31, 2016

 

$

2,505,181

 

 

$

104,722

 

 

$

2,609,903

 

 

v3.4.0.3
Long-term Debt (Tables)
9 Months Ended
Mar. 31, 2016
Long-Term Debt [Abstract]  
Schedule of long-term debt

 

 

March 31,

 

 

June 30,

 

 

 

2016

 

 

2015

 

Bank credit facility – term loans

 

$

1,046,324

 

 

$

779,297

 

Bank credit facility – revolver loans

 

 

457,000

 

 

 

295,000

 

Principal amount of long-term debt

 

 

1,503,324

 

 

 

1,074,297

 

Less unamortized debt issuance costs (1)

 

 

(17,922

)

 

 

(10,733

)

Total long-term debt

 

 

1,485,402

 

 

 

1,063,564

 

Less current portion

 

 

(53,965

)

 

 

(38,965

)

Long-term debt, net of current portion

 

$

1,431,437

 

 

$

1,024,599

 

 

(1)

Balance as of June 30, 2015 has been adjusted for the reclassification of debt issuance costs related to the adoption of ASU 2015-03.  See Note 2 for additional information.

Schedule of effect of derivative instruments in the condensed consolidated statements of operations and accumulated other comprehensive loss
 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

March 31,

 

 

March 31,

 

 

 

2016

 

 

2015

 

 

2016

 

 

2015

 

Gain (loss) recognized in other comprehensive income

 

$

(5,621

)

 

$

(5,050

)

 

$

(9,637

)

 

$

(9,064

)

Amounts reclassified to earnings from accumulated other

   comprehensive loss

 

 

2,040

 

 

 

1,908

 

 

 

6,854

 

 

 

5,104

 

Net current period other comprehensive income (loss)

 

$

(3,581

)

 

$

(3,142

)

 

$

(2,783

)

 

$

(3,960

)

Schedule of aggregate maturities of long-term debt
 

Twelve months ending March 31,

 

 

 

 

2017

 

$

53,965

 

2018

 

 

53,965

 

2019

 

 

94,438

 

2020

 

 

107,930

 

2021

 

 

1,193,026

 

Principal amount of long-term debt

 

 

1,503,324

 

Less unamortized debt issuance costs

 

 

(17,922

)

Total long-term debt

 

$

1,485,402

 

v3.4.0.3
Stock-Based Compensation (Tables)
9 Months Ended
Mar. 31, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Schedule of stock-based compensation expense recognized
 
 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

March 31,

 

 

March 31,

 

 

 

2016

 

 

2015

 

 

2016

 

 

2015

 

Total stock-based compensation related to RSUs
   included in indirect costs and selling expense

 

$

4,856

 

 

$

3,857

 

 

$

13,329

 

 

$

10,051

 

Income tax benefit recognized for stock-based

   compensation expense

 

$

1,719

 

 

$

1,378

 

 

$

4,897

 

 

$

3,737

 

 
Schedule of activity related to SSARs/non-qualified stock options and RSUs
 
 

 

 

SSARs/

Non-qualified

Stock Options

 

 

RSUs

 

Outstanding, June 30, 2015

 

 

42,660

 

 

 

864,566

 

Granted

 

 

 

 

 

270,767

 

Exercised/Issued

 

 

(35,860

)

 

 

(189,105

)

Forfeited/Lapsed

 

 

(6,800

)

 

 

(39,256

)

Outstanding, March 31, 2016

 

 

 

 

 

906,972

 

Weighted-average grant date fair value for RSUs

 

 

 

 

 

$

80.42

 

 
v3.4.0.3
Earnings Per Share (Tables)
9 Months Ended
Mar. 31, 2016
Earnings Per Share [Abstract]  
Schedule of calculation of basic and diluted earnings per share
 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

March 31,

 

 

March 31,

 

 

 

2016

 

 

2015

 

 

2016

 

 

2015

 

Net income attributable to CACI

 

$

34,028

 

 

$

29,039

 

 

$

98,168

 

 

$

84,811

 

Weighted-average number of basic shares outstanding

   during the period

 

 

24,277

 

 

 

24,165

 

 

 

24,243

 

 

 

23,871

 

Dilutive effect of SSARs/stock options and RSUs after

   application of treasury stock method

 

 

439

 

 

 

362

 

 

 

432

 

 

 

367

 

Dilutive effect of the Warrants

 

 

 

 

 

 

 

 

 

 

 

75

 

Weighted-average number of diluted shares outstanding

   during the period

 

 

24,716

 

 

 

24,527

 

 

 

24,675

 

 

 

24,313

 

Basic earnings per share

 

$

1.40

 

 

$

1.20

 

 

$

4.05

 

 

$

3.55

 

Diluted earnings per share

 

$

1.38

 

 

$

1.18

 

 

$

3.98

 

 

$

3.49

 

v3.4.0.3
Business Segment Information (Tables)
9 Months Ended
Mar. 31, 2016
Business Segment Information [Abstract]  
Schedule of summarized financial information concerning the company's reportable segments
 

 

 

Domestic

 

 

International

 

 

Total

 

Three Months Ended March 31, 2016

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from external customers

 

$

940,714

 

 

$

36,560

 

 

$

977,274

 

Net income attributable to CACI

 

 

30,624

 

 

 

3,404

 

 

 

34,028

 

Three Months Ended March 31, 2015

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from external customers

 

$

781,618

 

 

$

36,179

 

 

$

817,797

 

Net income attributable to CACI

 

 

26,237

 

 

 

2,802

 

 

 

29,039

 

Nine Months Ended March 31, 2016

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from external customers

 

$

2,519,934

 

 

$

110,219

 

 

$

2,630,153

 

Net income attributable to CACI

 

 

88,390

 

 

 

9,778

 

 

 

98,168

 

Nine Months Ended March 31, 2015

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from external customers

 

$

2,340,501

 

 

$

107,445

 

 

$

2,447,946

 

Net income attributable to CACI

 

 

76,454

 

 

 

8,357

 

 

 

84,811

 

Schedule of segment assets

 

 

 

 

March 31,

 

 

June 30,

 

 

 

2016

 

 

2015 (1)

 

Domestic

 

$

3,782,024

 

 

$

3,055,782

 

International

 

 

197,394

 

 

 

186,248

 

Total

 

$

3,979,418

 

 

$

3,242,030

 

 

(1)

Balances have been adjusted for the reclassification of debt issuance costs and deferred taxes related to the adoption of ASU 2015-03 and ASU 2015-17.  See Note 2 for additional information.

v3.4.0.3
Fair Value Of Financial Instruments (Tables)
9 Months Ended
Mar. 31, 2016
Fair Value Disclosures [Abstract]  
Schedule of financial assets and liabilities measured at fair value on a recurring basis
 

 

 

 

 

 

 

March 31,

 

 

June 30,

 

 

 

Financial Statement

 

Fair Value

 

2016

 

 

2015

 

Description of Financial Instrument

 

Classification

 

Hierarchy

 

Fair Value

 

Contingent consideration

 

Other long-term liabilities

 

Level 3

 

$

15,707

 

 

$

 

Interest rate swap agreements

 

Other long-term liabilities

 

Level 2

 

$

16,317

 

 

$

11,728

 

 
v3.4.0.3
Basis Of Presentation (Detail Textuals)
9 Months Ended
Mar. 31, 2016
Basis Of Presentation [Abstract]  
Variable interest entity, minimum ownership percentage 50.00%
v3.4.0.3
Recent Accounting Pronouncements (Details)
$ in Millions
Jun. 30, 2015
USD ($)
New Accounting Pronouncements and Changes in Accounting Principles [Abstract]  
Current deferred tax assets reclassified to net non-current deferred tax liabilities $ 10.4
Debt issuance costs reclassified from other long term assets to long term debt $ 4.7
v3.4.0.3
Acquisitions (Details) - USD ($)
$ in Thousands
Mar. 31, 2016
Feb. 01, 2016
Jun. 30, 2015
Jun. 30, 2014
Business Acquisition [Line Items]        
Goodwill $ 2,609,903   $ 2,189,816 $ 2,188,569
L-3 National Security Solutions, Inc. and L-3 Data Tactics, Inc. (together, "NSS")        
Business Acquisition [Line Items]        
Cash and cash equivalents   $ 2,596    
Accounts receivable   210,441    
Prepaid expenses and other current assets   11,574    
Property and equipment   21,938    
Intangible assets   110,500    
Goodwill   385,755    
Other long-term assets   437    
Accounts payable   (57,616)    
Accrued compensation and benefits   (38,953)    
Other accrued expenses and current liabilities   (37,855)    
Deferred income taxes   (55,641)    
Other long-term liabilities   (5,280)    
Total estimated consideration   $ 547,896    
v3.4.0.3
Acquisitions (Details 1) - USD ($)
$ / shares in Units, $ in Thousands
9 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Business Acquisition [Line Items]    
Revenue $ 3,305,097 $ 3,270,509
Net loss attributable to CACI $ (343,467) $ (58,454)
Basic EPS $ (14.17) $ (2.45)
Diluted EPS $ (14.17) $ (2.45)
v3.4.0.3
Acquisitions (Detail Textuals) - USD ($)
$ in Thousands
2 Months Ended 3 Months Ended 9 Months Ended
Feb. 01, 2016
Mar. 31, 2016
Mar. 31, 2016
Mar. 31, 2015
Mar. 31, 2016
Mar. 31, 2016
Mar. 31, 2015
Jun. 30, 2015
Jun. 30, 2014
Business Acquisition [Line Items]                  
Proceeds from borrowings under bank credit facilities         $ 844,000   $ 294,633    
Goodwill   $ 2,609,903 $ 2,609,903   2,609,903 $ 2,609,903   $ 2,189,816 $ 2,188,569
Revenue     977,274 $ 817,797 2,630,153   2,447,946    
Net income     $ 34,028 $ 29,039 98,168   84,811    
L-3 National Security Solutions, Inc. and L-3 Data Tactics, Inc. (together, "NSS")                  
Business Acquisition [Line Items]                  
Percentage of outstanding shares acquired 100.00%                
Cash consideration $ 550,000                
Consideration, initial net working capital payment 11,200                
Consideration, net working capital refund due from sellers 13,300                
Total estimated consideration 547,900                
Goodwill 385,755                
Amount of tax deductible goodwill and intangibles 47,700                
Revenue   171,900              
Net income   5,600              
Acquisition related expenses           7,300      
Integration and restructuring costs           $ 3,200      
Goodwill impairment expense         $ 476,200   $ 158,700    
L-3 National Security Solutions, Inc. and L-3 Data Tactics, Inc. (together, "NSS") | Existing revolving facility                  
Business Acquisition [Line Items]                  
Proceeds from borrowings under bank credit facilities 250,000                
L-3 National Security Solutions, Inc. and L-3 Data Tactics, Inc. (together, "NSS") | Additional term loans                  
Business Acquisition [Line Items]                  
Proceeds from term loan borrowings $ 300,000                
L-3 National Security Solutions, Inc. and L-3 Data Tactics, Inc. (together, "NSS") | Customer relationships and technology                  
Business Acquisition [Line Items]                  
Amortization period of acquired intangible assets 15 years                
Amortization of intangible assets   $ 1,700              
v3.4.0.3
Acquisitions (Detail Textuals 1) - USD ($)
$ in Thousands
9 Months Ended
Mar. 31, 2016
Mar. 02, 2016
Mar. 01, 2016
Dec. 04, 2015
Jul. 01, 2015
Jun. 30, 2015
Jun. 30, 2014
Business Acquisition [Line Items]              
Aggregate goodwill arising from other acquisitions $ 2,609,903         $ 2,189,816 $ 2,188,569
Rockshore Group Ltd (Rockshore)              
Business Acquisition [Line Items]              
Percentage of outstanding shares acquired         100.00%    
Business in United States              
Business Acquisition [Line Items]              
Percentage of outstanding shares acquired       100.00%      
Purple Secure Systems Limited              
Business Acquisition [Line Items]              
Percentage of outstanding shares acquired     100.00%        
Stream:20 Limited              
Business Acquisition [Line Items]              
Percentage of outstanding shares acquired   100.00%          
Combined Business Acquisitions              
Business Acquisition [Line Items]              
Combined purchase consideration 55,400            
Cash consideration 31,800            
Deferred consideration 8,200            
Contingent consideration 15,400            
Aggregate goodwill arising from other acquisitions 40,300            
Combined Business Acquisitions | Customer relationships and technology              
Business Acquisition [Line Items]              
Aggregate intangible assets arising from other acquisitions $ 8,100            
v3.4.0.3
Intangible Assets - Summary of intangible Assets (Details) - USD ($)
$ in Thousands
Mar. 31, 2016
Jun. 30, 2015
Finite-Lived Intangible Assets [Line Items]    
Intangible assets $ 669,814 $ 552,388
Less accumulated amortization (383,338) (357,206)
Total intangible assets, net 286,476 195,182
Customer contracts and related customer relationships    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets 636,765 520,213
Less accumulated amortization (353,550) (328,217)
Acquired technologies    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets 28,121 27,177
Less accumulated amortization (25,474) (24,728)
Covenants not to compete    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets 3,362 3,417
Less accumulated amortization (3,267) (3,241)
Other    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets 1,566 1,581
Less accumulated amortization $ (1,047) $ (1,020)
v3.4.0.3
Intangible Assets - Summary of expected amortization expense (Details 1) - USD ($)
$ in Thousands
Mar. 31, 2016
Jun. 30, 2015
Intangible Assets [Abstract]    
2016 (three months) $ 10,804  
2017 40,795  
2018 36,200  
2019 31,555  
2020 27,073  
Thereafter 140,049  
Total intangible assets, net $ 286,476 $ 195,182
v3.4.0.3
Intangible Assets (Detail Textuals)
9 Months Ended
Mar. 31, 2016
Minimum  
Finite-Lived Intangible Assets [Line Items]  
Intangible asset amortization period 1 year
Maximum  
Finite-Lived Intangible Assets [Line Items]  
Intangible asset amortization period 15 years
Customer contracts and related customer relationships  
Finite-Lived Intangible Assets [Line Items]  
Weighted-average amortization period 13 years 10 months 24 days
Weighted-average remaining amortization period 12 years 1 month 6 days
Acquired technologies  
Finite-Lived Intangible Assets [Line Items]  
Weighted-average amortization period 10 years
Weighted-average remaining amortization period 5 years 9 months 18 days
v3.4.0.3
Goodwill (Details) - USD ($)
$ in Thousands
9 Months Ended 12 Months Ended
Mar. 31, 2016
Jun. 30, 2015
Goodwill [Roll Forward]    
Goodwill, Beginning Balance   $ 2,188,569
Goodwill acquired $ 426,040 8,946
Foreign currency translation (5,953) (7,699)
Goodwill, Ending Balance 2,609,903 2,189,816
Domestic    
Goodwill [Roll Forward]    
Goodwill, Beginning Balance 2,108,768 2,099,822
Goodwill acquired $ 396,413 $ 8,946
Foreign currency translation
Goodwill, Ending Balance $ 2,505,181 $ 2,108,768
International    
Goodwill [Roll Forward]    
Goodwill, Beginning Balance 81,048 $ 88,747
Goodwill acquired 29,627
Foreign currency translation (5,953) $ (7,699)
Goodwill, Ending Balance $ 104,722 $ 81,048
v3.4.0.3
Long-term Debt - Summary of long-term debt (Details) - USD ($)
$ in Thousands
Mar. 31, 2016
Jun. 30, 2015
Debt Instrument [Line Items]    
Principal amount of long-term debt $ 1,503,324 $ 1,074,297
Less unamortized debt issuance costs [1] (17,922) (10,733)
Total long-term debt 1,485,402 1,063,564
Less current portion (53,965) (38,965)
Long-term debt, net of current portion 1,431,437 1,024,599
Bank credit facility - Term Loan    
Debt Instrument [Line Items]    
Principal amount of long-term debt 1,046,324 779,297
Bank credit facility - revolver loans    
Debt Instrument [Line Items]    
Principal amount of long-term debt $ 457,000 $ 295,000
[1] Balance as of June 30, 2015 has been adjusted for the reclassification of debt issuance costs related to the adoption of ASU 2015-03. See Note 2 for additional information.
v3.4.0.3
Long-term Debt - Effect of derivative instruments (Details 1) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Mar. 31, 2016
Mar. 31, 2015
Long-Term Debt [Abstract]        
Gain (loss) recognized in other comprehensive income $ (5,621) $ (5,050) $ (9,637) $ (9,064)
Amounts reclassified to earnings from accumulated other comprehensive loss 2,040 1,908 6,854 5,104
Net current period other comprehensive income (loss) $ (3,581) $ (3,142) $ (2,783) $ (3,960)
v3.4.0.3
Long-term Debt - Aggregate maturities of long-term debt (Details 2) - USD ($)
$ in Thousands
Mar. 31, 2016
Jun. 30, 2015
Long-Term Debt [Abstract]    
2017 $ 53,965  
2018 53,965  
2019 94,438  
2020 107,930  
2021 1,193,026  
Principal amount of long-term debt 1,503,324 $ 1,074,297
Less unamortized debt issuance costs [1] (17,922) (10,733)
Total long-term debt $ 1,485,402 $ 1,063,564
[1] Balance as of June 30, 2015 has been adjusted for the reclassification of debt issuance costs related to the adoption of ASU 2015-03. See Note 2 for additional information.
v3.4.0.3
Long-term Debt (Detail Textuals) - USD ($)
$ in Thousands
9 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Jun. 30, 2015
Debt Instrument [Line Items]      
Proceeds from borrowings under bank credit facilities $ 844,000 $ 294,633  
Outstanding amount under Credit Facility 1,503,324   $ 1,074,297
Unamortized debt issuance expense [1] 17,922   10,733
Principal Payment Through 30 June, 2018      
Debt Instrument [Line Items]      
Term loan principal payment 13,500    
Principal Payment Thereafter 30 June, 2018      
Debt Instrument [Line Items]      
Term loan principal payment 27,000    
Bank Credit Facility      
Debt Instrument [Line Items]      
Credit facility maximum borrowing capacity $ 1,981,300    
Credit facility borrowing capacity, description At any time and so long as no default has occurred, the Company has the right to increase the Revolving Facility or the Term Loan in an aggregate principal amount of up to the greater of $400.0 million or an amount subject to 2.75 times senior secured leverage, calculated assuming the Revolving Facility is fully drawn, with applicable lender approvals.    
Outstanding borrowings interest rate 3.00%    
Debt issuance cost $ 18,700    
Bank Credit Facility | Long-term Debt      
Debt Instrument [Line Items]      
Unamortized debt issuance expense 17,900    
Revolving Credit Facility      
Debt Instrument [Line Items]      
Credit facility maximum borrowing capacity 850,000    
Proceeds from borrowings under bank credit facilities 250,000    
Outstanding amount under Credit Facility 457,000   295,000
Same-Day Swing Line Loan Revolving Credit Sub Facility      
Debt Instrument [Line Items]      
Credit facility maximum borrowing capacity 100,000    
Stand-By Letters Of Credit Revolving Credit Sub Facility      
Debt Instrument [Line Items]      
Credit facility maximum borrowing capacity 25,000    
Outstanding Letters of Credit 400    
Term Loan      
Debt Instrument [Line Items]      
Credit facility maximum borrowing capacity 1,131,300    
Proceeds from term loan borrowings $ 300,000    
Term loan period 5 years    
Term loan frequency of payment quarterly    
Outstanding amount under Credit Facility $ 1,046,324   $ 779,297
[1] Balance as of June 30, 2015 has been adjusted for the reclassification of debt issuance costs related to the adoption of ASU 2015-03. See Note 2 for additional information.
v3.4.0.3
Long-term Debt (Detail Textuals 1) - USD ($)
$ / shares in Units, $ in Millions
1 Months Ended 9 Months Ended 12 Months Ended
May. 01, 2014
May. 16, 2007
Mar. 31, 2016
Dec. 31, 2014
Cash Flow Hedging | Interest Rate Swap Agreements        
Debt Instrument [Line Items]        
Swap agreements     $ 600.0  
Convertible Notes Payable        
Debt Instrument [Line Items]        
Convertible senior subordinated notes, issuance date   May 16, 2007    
Par value of convertible notes   $ 300.0    
Convertible senior subordinated notes, maturity date   May 01, 2014    
Convertible Notes - Aggregate Conversion Value $ 406.8      
Settlement of Convertible Notes in cash $ 300.0      
Settlement of Convertible Notes in shares 1,400,000      
Convertible Notes Payable | Call Options        
Debt Instrument [Line Items]        
Call options, cost     $ 84.4  
Call options, maximum number of shares that can be purchased     5,500,000  
Call options, strike price     $ 54.65  
Number of shares received upon exercise of options 1,400,000      
Convertible Notes Payable | Warrants        
Debt Instrument [Line Items]        
Warrants, maximum number of shares that can be issued     5,500,000  
Warrants, strike price     $ 68.31  
Warrants, proceeds from sale     $ 56.5  
Warrants, number of shares issued upon settlement       497,550
v3.4.0.3
Commitments And Contingencies (Detail Textuals)
$ in Millions
9 Months Ended
Mar. 31, 2016
USD ($)
Loss Contingencies [Line Items]  
Accrued estimates of the possible losses, low $ 0.0
Accrued estimates of the possible losses, high 1.8
Reserve for estimated settlement amount 0.1
Minimum  
Loss Contingencies [Line Items]  
Value added tax examination, range of possible losses 0.0
Sales and use tax examination, range of possible losses 3.0
Maximum  
Loss Contingencies [Line Items]  
Value added tax examination, range of possible losses 3.7
Sales and use tax examination, range of possible losses $ 5.3
v3.4.0.3
Stock-Based Compensation - Summary of stock-based compensation expense recognized (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Mar. 31, 2016
Mar. 31, 2015
Stock-based compensation included in indirect costs and selling expenses:        
Total stock-based compensation related to RSUs included in indirect costs and selling expense $ 4,856 $ 3,857 $ 13,329 $ 10,051
Income tax benefit recognized for stock-based compensation expense $ 1,719 $ 1,378 $ 4,897 $ 3,737
v3.4.0.3
Stock-Based Compensation - Summary of activity related to SSARs/non-qualified stock options and RSUs/restricted shares issued (Details 1)
shares in Thousands
9 Months Ended
Mar. 31, 2016
$ / shares
shares
SSARs/ Non-qualified Stock Options  
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]  
Outstanding, June 30, 2015 42,660
Granted
Exercised/Issued (35,860)
Forfeited/Lapsed (6,800)
Outstanding, March 31, 2016
RSUs  
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]  
Outstanding, June 30, 2015 864,566
Granted 270,767
Exercised/Issued (189,105)
Forfeited/Lapsed (39,256)
Outstanding, March 31, 2016 906,972
Weighted-average grant date fair value for RSUs | $ / shares $ 80.42
v3.4.0.3
Stock-Based Compensation (Detail Textuals)
$ in Millions
9 Months Ended
Mar. 31, 2016
USD ($)
shares
2006 Stock Incentive Plan | PRSUs  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
PRSUs granted 208,160
Period to establish average share price for performance measurement 90 days
Description of issuance of awards condition If EPS for the year ending June 30, 2016 exceeds the specified EPS and the average share price of the Company's stock for the 90 day period ending September 18, 2016, 2017 and 2018 exceeds the average share price of the Company's stock for the 90 day period ended September 18, 2015 by 100 percent or more, then an additional 208,160 RSUs could be earned by participants.
Number of additional awards to be issued pursuant to condition 208,160
Description of vesting of awards In addition to the performance and market conditions, there is a service vesting condition which stipulates that 50 percent of the earned award will vest on September 18, 2018 and 50 percent of the earned award will vest on September 18, 2019, in both cases dependent upon continuing service by the grantee as an employee of the Company, unless the grantee is eligible for earlier vesting upon retirement or certain other events.
2006 Stock Incentive Plan | PRSUs | September 2014  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
PRSUs granted 180,570
2006 Stock Incentive Plan | RSUs  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Unrecognized compensation cost | $ $ 37.6
Weighted-average period to recognize unrecognized compensation cost (in years) 2 years 7 months 6 days
2006 Stock Incentive Plan | RSUs | September 2019  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Vesting percentage of awards 50.00%
2006 Stock Incentive Plan | RSUs | September 2018  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Vesting percentage of awards 50.00%
2006 Stock Incentive Plan | RSUs | September 2014  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Number of additional awards to be issued pursuant to condition 7,884
2006 Plan And Predecessor Plan  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Number of shares authorized for grants 12,450,000
Cumulative grants of equity instruments 13,758,930
Number of equity instruments forfeited 4,202,991
v3.4.0.3
Earnings Per Share - Computation of earnings per share and weighted average number of basic and diluted shares (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended 9 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Mar. 31, 2016
Mar. 31, 2015
Earnings Per Share [Abstract]        
Net income attributable to CACI $ 34,028 $ 29,039 $ 98,168 $ 84,811
Weighted-average number of basic shares outstanding during the period 24,277 24,165 24,243 23,871
Dilutive effect of SSARs/stock options and RSUs after application of treasury stock method 439 362 432 367
Dilutive effect of the Warrants 75
Weighted-average number of diluted shares outstanding during the period 24,716 24,527 24,675 24,313
Basic earnings per share (in dollars per share) $ 1.40 $ 1.20 $ 4.05 $ 3.55
Diluted earnings per share (in dollars per share) $ 1.38 $ 1.18 $ 3.98 $ 3.49
v3.4.0.3
Income Taxes (Detail Textuals) - USD ($)
$ in Millions
Mar. 31, 2016
Jun. 30, 2015
Income Tax Disclosure [Abstract]    
Unrecognized tax benefits $ 0.4 $ 6.2
Unrecognized tax benefit that would impact the company's effective tax rate $ 0.4  
v3.4.0.3
Business Segment Information - Summary of financial information concerning reportable segments (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Mar. 31, 2016
Mar. 31, 2015
Revenues from External Customers and Long-Lived Assets [Line Items]        
Revenues $ 977,274 $ 817,797 $ 2,630,153 $ 2,447,946
Net income attributable to CACI 34,028 29,039 98,168 84,811
Reportable Geographical Components        
Revenues from External Customers and Long-Lived Assets [Line Items]        
Revenues 977,274 817,797 2,630,153 2,447,946
Net income attributable to CACI 34,028 29,039 98,168 84,811
Reportable Geographical Components | Domestic        
Revenues from External Customers and Long-Lived Assets [Line Items]        
Revenues 940,714 781,618 2,519,934 2,340,501
Net income attributable to CACI 30,624 26,237 88,390 76,454
Reportable Geographical Components | International        
Revenues from External Customers and Long-Lived Assets [Line Items]        
Revenues 36,560 36,179 110,219 107,445
Net income attributable to CACI $ 3,404 $ 2,802 $ 9,778 $ 8,357
v3.4.0.3
Business Segment Information - Summary of segments assets (Details 1) - USD ($)
$ in Thousands
Mar. 31, 2016
Jun. 30, 2015
[1]
Revenues from External Customers and Long-Lived Assets [Line Items]    
Total assets $ 3,979,418 $ 3,242,030
Reportable Geographical Components | Domestic    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Total assets 3,782,024 3,055,782
Reportable Geographical Components | International    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Total assets $ 197,394 $ 186,248
[1] Balances have been adjusted for the reclassification of debt issuance costs and deferred taxes related to the adoption of ASU 2015-03 and ASU 2015-17. See Note 2 for additional information.
v3.4.0.3
Business Segment Information (Detail Textuals)
9 Months Ended
Mar. 31, 2016
Segment
Reportable Geographical Components  
Revenues from External Customers and Long-Lived Assets [Line Items]  
Number of operating segments 2
v3.4.0.3
Fair Value of Financial Instruments - Summary of financial assets and liabilities measured at fair value on a recurring basis and fair value hierarchy (Details) - Fair Value, Measurements, Recurring - Other long-term liabilities - USD ($)
$ in Thousands
Mar. 31, 2016
Jun. 30, 2015
Level 3 | Contingent Consideration    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Contingent consideration $ 15,707
Level 2 | Interest Rate Swap Agreements    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Interest rate swap agreements $ 16,317 $ 11,728
v3.4.0.3
Fair Value of Financial Instruments (Detail Textuals)
9 Months Ended
Mar. 31, 2016
Fair Value Disclosures [Abstract]  
Business combination contingent consideration period two and three year periods
v3.4.0.3
Subsequent Events (Detail Textuals) - Subsequent event
$ in Millions
Apr. 30, 2016
USD ($)
Agreement
Business Acquisition [Line Items]  
Number of additional floating-to-fixed interest rate swap agreement | Agreement 4
Aggregate notional amount | $ $ 300.0