CACI INTERNATIONAL INC /DE/, 10-Q filed on 4/24/2024
Quarterly Report
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Cover - shares
9 Months Ended
Mar. 31, 2024
Apr. 11, 2024
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Mar. 31, 2024  
Document Transition Report false  
Entity File Number 001-31400  
Entity Registrant Name CACI International Inc  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 54-1345888  
Entity Address, Address Line One 12021 Sunset Hills Road  
Entity Address, City or Town Reston  
Entity Address, State or Province VA  
Entity Address, Postal Zip Code 20190  
City Area Code 703  
Local Phone Number 841-7800  
Title of 12(b) Security Common Stock  
Trading Symbol CACI  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   22,296,410
Entity Central Index Key 0000016058  
Current Fiscal Year End Date --06-30  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q3  
Amendment Flag false  
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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 9 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Mar. 31, 2024
Mar. 31, 2023
Income Statement [Abstract]        
Revenues $ 1,937,456 $ 1,744,270 $ 5,621,537 $ 4,999,445
Costs of revenues:        
Direct costs 1,290,903 1,143,781 3,819,072 3,293,867
Indirect costs and selling expenses 430,134 410,235 1,244,122 1,180,619
Depreciation and amortization 35,115 35,220 106,385 106,255
Total costs of revenues 1,756,152 1,589,236 5,169,579 4,580,741
Income from operations 181,304 155,034 451,958 418,704
Interest expense and other, net 27,668 23,570 80,758 59,705
Income before income taxes 153,636 131,464 371,200 358,999
Income taxes 38,286 30,722 85,933 82,031
Net income $ 115,350 $ 100,742 $ 285,267 $ 276,968
Basic earnings per share (in dollars per shares) $ 5.17 $ 4.37 $ 12.73 $ 11.87
Diluted earnings per share (in dollars per shares) $ 5.13 $ 4.33 $ 12.63 $ 11.76
Weighted-average basic shares outstanding (in shares) 22,292 23,055 22,407 23,329
Weighted-average diluted shares outstanding (in shares) 22,478 23,277 22,593 23,546
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CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Mar. 31, 2024
Mar. 31, 2023
Statement of Comprehensive Income [Abstract]        
Net income $ 115,350 $ 100,742 $ 285,267 $ 276,968
Other comprehensive income (loss):        
Foreign currency translation adjustment (3,500) 4,025 (1,255) 3,659
Change in fair value of interest rate swap agreements, net of tax 7,373 (10,001) (6,417) 4,012
Total other comprehensive income (loss), net of tax 3,873 (5,976) (7,672) 7,671
Comprehensive income $ 119,223 $ 94,766 $ 277,595 $ 284,639
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CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Thousands
Mar. 31, 2024
Jun. 30, 2023
Current assets:    
Cash and cash equivalents $ 159,226 $ 115,776
Accounts receivable, net 1,013,677 894,946
Prepaid expenses and other current assets 220,623 199,315
Total current assets 1,393,526 1,210,037
Goodwill 4,138,450 4,084,705
Intangible assets, net 490,004 507,835
Property, plant and equipment, net 188,226 199,519
Operating lease right-of-use assets 303,926 312,989
Supplemental retirement savings plan assets 98,962 96,739
Accounts receivable, long-term 12,557 11,857
Other long-term assets 178,733 177,127
Total assets 6,804,384 6,600,808
Current liabilities:    
Current portion of long-term debt 61,250 45,938
Accounts payable 363,451 198,177
Accrued compensation and benefits 257,485 372,354
Other accrued expenses and current liabilities 402,656 377,502
Total current liabilities 1,084,842 993,971
Long-term debt, net of current portion 1,631,150 1,650,443
Supplemental retirement savings plan obligations, net of current portion 112,455 104,912
Deferred income taxes 36,616 120,545
Operating lease liabilities, noncurrent 321,324 329,432
Other long-term liabilities 252,633 177,171
Total liabilities 3,439,020 3,376,474
COMMITMENTS AND CONTINGENCIES (NOTE 9)
Shareholders’ equity:    
Preferred stock $0.10 par value, 10,000 shares authorized, no shares issued or outstanding 0 0
Common stock $0.10 par value, 80,000 shares authorized; 43,037 shares issued and 22,296 outstanding at March 31, 2024 and 42,923 shares issued and 22,797 outstanding at June 30, 2023 4,304 4,292
Additional paid-in capital 613,090 546,334
Retained earnings 4,225,883 3,940,616
Accumulated other comprehensive loss (12,723) (5,051)
Treasury stock, at cost (20,740 and 20,126 shares, respectively) (1,465,325) (1,261,992)
Total CACI shareholders’ equity 3,365,229 3,224,199
Noncontrolling interest 135 135
Total shareholders’ equity 3,365,364 3,224,334
Total liabilities and shareholders’ equity $ 6,804,384 $ 6,600,808
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CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares
Mar. 31, 2024
Jun. 30, 2023
Statement of Financial Position [Abstract]    
Preferred stock, par value (in dollars per share) $ 0.10 $ 0.10
Preferred stock, shares authorized (in shares) 10,000,000 10,000,000
Preferred stock, shares issued (in shares) 0 0
Preferred stock, shares outstanding (in shares) 0 0
Common stock, par value (in dollars per share) $ 0.10 $ 0.10
Common stock, shares authorized (in shares) 80,000,000 80,000,000
Common stock, shares issued (in shares) 43,037,000 42,923,000
Common stock, shares outstanding (in shares) 22,296,000 22,797,000
Treasury stock, shares at cost (in shares) 20,740,000 20,126,000
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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands
9 Months Ended
Mar. 31, 2024
Mar. 31, 2023
CASH FLOWS FROM OPERATING ACTIVITIES    
Net income $ 285,267 $ 276,968
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation and amortization 106,385 106,255
Amortization of deferred financing costs 1,644 1,688
Non-cash lease expense 50,765 52,293
Stock-based compensation expense 35,016 30,564
Deferred income taxes (36,231) (84,794)
Changes in operating assets and liabilities, net of effect of business acquisitions:    
Accounts receivable, net (109,617) (80,116)
Prepaid expenses and other assets (24,254) (42,137)
Accounts payable and other accrued expenses 179,922 62,116
Accrued compensation and benefits (117,580) (62,522)
Income taxes payable and receivable 2,483 28,825
Operating lease liabilities (55,111) (58,667)
Long-term liabilities 21,434 5,481
Net cash provided by operating activities 340,123 235,954
CASH FLOWS FROM INVESTING ACTIVITIES    
Capital expenditures (41,091) (40,844)
Acquisitions of businesses, net of cash acquired (81,577) 0
Other 1,974 1,626
Net cash used in investing activities (120,694) (39,218)
CASH FLOWS FROM FINANCING ACTIVITIES    
Proceeds from borrowings under bank credit facilities 2,421,000 2,384,000
Principal payments made under bank credit facilities (2,426,625) (2,314,969)
Proceeds from employee stock purchase plans 8,374 7,638
Repurchases of common stock (158,426) (270,449)
Payment of taxes for equity transactions (19,945) (14,115)
Net cash used in financing activities (175,622) (207,895)
Effect of exchange rate changes on cash and cash equivalents (357) 3,144
Net change in cash and cash equivalents 43,450 (8,015)
Cash and cash equivalents, beginning of period 115,776 114,804
Cash and cash equivalents, end of period 159,226 106,789
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION    
Cash paid during the period for income taxes, net of refunds 101,965 131,114
Cash paid during the period for interest 71,089 47,941
Non-cash financing and investing activities:    
Accrued capital expenditures 1,000 4,803
Landlord sponsored tenant incentives $ 9,183 $ 3,883
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CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($)
$ in Thousands
Total
Total CACI Shareholders’ Equity
Common Stock
Additional Paid-in Capital
Retained Earnings
Accumulated Other Comprehensive Income (Loss)
Treasury Stock
Noncontrolling Interest
Beginning balance (in shares) at Jun. 30, 2022     42,820,000          
Beginning balance at Jun. 30, 2022 $ 3,053,543 $ 3,053,408 $ 4,282 $ 571,650 $ 3,555,881 $ (31,076) $ (1,047,329) $ 135
Beginning balance (in shares) at Jun. 30, 2022             19,404,000  
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Net income 276,968 276,968     276,968      
Stock-based compensation expense 30,564 30,564   30,564        
Tax withholdings on restricted share vestings (in shares)     99,000          
Tax withholdings on restricted share vestings (14,081) (14,081) $ 10 (14,091)        
Other comprehensive (loss) income, net of tax 7,671 7,671       7,671    
Repurchases of common stock (272,401) (272,401)   (50,414)     $ (221,987)  
Repurchases of common stock (in shares)             750,000  
Treasury stock issued under stock purchase plans 7,376 7,376   64     $ 7,312  
Treasury stock issued under stock purchase plans (in shares)             (28,000)  
Ending balance (in shares) at Mar. 31, 2023     42,919,000          
Ending balance at Mar. 31, 2023 3,089,640 3,089,505 $ 4,292 537,773 3,832,849 (23,405) $ (1,262,004) 135
Ending balance (in shares) at Mar. 31, 2023             20,126,000  
Beginning balance (in shares) at Dec. 31, 2022     42,911,000          
Beginning balance at Dec. 31, 2022 3,250,246 3,250,111 $ 4,291 578,470 3,732,107 (17,429) $ (1,047,328) 135
Beginning balance (in shares) at Dec. 31, 2022             19,404,000  
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Net income 100,742 100,742     100,742      
Stock-based compensation expense 10,368 10,368   10,368        
Tax withholdings on restricted share vestings (in shares)     8,000          
Tax withholdings on restricted share vestings (975) (975) $ 1 (976)        
Other comprehensive (loss) income, net of tax (5,976) (5,976)       (5,976)    
Repurchases of common stock (267,115) (267,115)   (50,089)     $ (217,026)  
Repurchases of common stock (in shares)             731,000  
Treasury stock issued under stock purchase plans 2,350 2,350   0     $ 2,350  
Treasury stock issued under stock purchase plans (in shares)             (9,000)  
Ending balance (in shares) at Mar. 31, 2023     42,919,000          
Ending balance at Mar. 31, 2023 $ 3,089,640 3,089,505 $ 4,292 537,773 3,832,849 (23,405) $ (1,262,004) 135
Ending balance (in shares) at Mar. 31, 2023             20,126,000  
Beginning balance (in shares) at Jun. 30, 2023 42,923,000   42,923,000          
Beginning balance at Jun. 30, 2023 $ 3,224,334 3,224,199 $ 4,292 546,334 3,940,616 (5,051) $ (1,261,992) 135
Beginning balance (in shares) at Jun. 30, 2023 20,126,000           20,126,000  
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Net income $ 285,267 285,267     285,267      
Stock-based compensation expense 35,016 35,016   35,016        
Tax withholdings on restricted share vestings (in shares)     114,000          
Tax withholdings on restricted share vestings (19,710) (19,710) $ 12 (19,722)        
Other comprehensive (loss) income, net of tax (7,672) (7,672)       (7,672)    
Repurchases of common stock (160,071) (160,071)   51,097     $ (211,168)  
Repurchases of common stock (in shares)             641,000  
Treasury stock issued under stock purchase plans $ 8,200 8,200   365     $ 7,835  
Treasury stock issued under stock purchase plans (in shares)             (27,000)  
Ending balance (in shares) at Mar. 31, 2024 43,037,000   43,037,000          
Ending balance at Mar. 31, 2024 $ 3,365,364 3,365,229 $ 4,304 613,090 4,225,883 (12,723) $ (1,465,325) 135
Ending balance (in shares) at Mar. 31, 2024 20,740,000           20,740,000  
Beginning balance (in shares) at Dec. 31, 2023     43,027,000          
Beginning balance at Dec. 31, 2023 $ 3,235,624 3,235,489 $ 4,303 602,613 4,110,533 (16,596) $ (1,465,364) 135
Beginning balance (in shares) at Dec. 31, 2023             20,742,000  
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Net income 115,350 115,350     115,350      
Stock-based compensation expense 12,067 12,067   12,067        
Tax withholdings on restricted share vestings (in shares)     10,000          
Tax withholdings on restricted share vestings (1,782) (1,782) $ 1 (1,783)        
Other comprehensive (loss) income, net of tax 3,873 3,873       3,873    
Repurchases of common stock (2,626) (2,626)   (134)     $ (2,492)  
Repurchases of common stock (in shares)             8,000  
Treasury stock issued under stock purchase plans $ 2,858 2,858   327     $ 2,531  
Treasury stock issued under stock purchase plans (in shares)             (10,000)  
Ending balance (in shares) at Mar. 31, 2024 43,037,000   43,037,000          
Ending balance at Mar. 31, 2024 $ 3,365,364 $ 3,365,229 $ 4,304 $ 613,090 $ 4,225,883 $ (12,723) $ (1,465,325) $ 135
Ending balance (in shares) at Mar. 31, 2024 20,740,000           20,740,000  
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Basis of Presentation
9 Months Ended
Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Basis of Presentation Basis of Presentation
The accompanying unaudited condensed 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 majority-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, 2024 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.
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, 2023. The results of operations for the three and nine months ended March 31, 2024 are not necessarily indicative of the results to be expected for any subsequent interim period or for the full fiscal year.
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Recent Accounting Pronouncements
9 Months Ended
Mar. 31, 2024
Accounting Standards Update and Change in Accounting Principle [Abstract]  
Recent Accounting Pronouncements Recent Accounting Pronouncements
Accounting Standards Updates Issued but Not Yet Adopted
In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2023-07, Improvements to Reportable Segment Disclosures, which requires disclosure of significant segment expenses and other segment items in annual and interim periods. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, and requires retrospective application to all prior periods presented in the financial statements. We are currently evaluating the impacts of the new standard.
In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures, which requires disaggregated information about an entity’s effective tax rate reconciliation as well as information on income taxes paid. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, and should be applied prospectively. Retrospective application is permitted. We are currently evaluating the impacts of the new standard.
Accounting Standards Updates Adopted
There have been no recently adopted accounting pronouncements that are material to the Company's consolidated financial statements.
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Acquisition
9 Months Ended
Mar. 31, 2024
Business Combination and Asset Acquisition [Abstract]  
Acquisition Acquisition
During the third quarter of fiscal 2024, CACI completed the acquisition of a company specializing in modern human capital management, business systems, and mission solutions for the intelligence community. The purchase consideration was approximately $67.2 million, net of cash acquired, which includes initial cash payments and deferred consideration. The Company preliminarily recognized fair values of the assets acquired and liabilities assumed and allocated $34.6 million to goodwill and $33.7 million to intangible assets. At March 31, 2024, the Company had not finalized the determination of fair values allocated to assets and liabilities.
During the second quarter of fiscal 2024, CACI Limited completed the acquisition of a digital transformation business in the United Kingdom that provides user experience, software development and digital optimization expertise to government and commercial organizations. The purchase consideration was approximately $25.2 million, net of cash acquired, which includes initial cash payments, deferred consideration, and estimated contingent consideration. The Company preliminarily recognized fair values of the assets acquired and liabilities assumed and allocated $19.9 million to goodwill and $3.6 million to intangible assets. At March 31, 2024, the Company had not finalized the determination of fair values allocated to assets and liabilities.
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Goodwill and Intangible Assets
9 Months Ended
Mar. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets Goodwill and Intangible Assets
Goodwill
The changes in the carrying amount of goodwill for the nine months ended March 31, 2024 are as follows (in thousands):
Domestic International Total
Balance at June 30, 2023$3,940,064 $144,641 $4,084,705 
Goodwill acquired (1)34,596 19,238 53,834 
Foreign currency translation(318)229 (89)
Balance at March 31, 2024$3,974,342 $164,108 $4,138,450 
__________________________________________________
(1)Includes goodwill initially allocated to new business combinations as well as measurement period adjustments, when applicable. The final purchase price allocations for our fiscal 2024 and 2023 acquisitions remain open as of March 31, 2024.
There were no impairments of goodwill during the periods presented.
Intangible Assets
Intangible assets consisted of the following (in thousands):
March 31, 2024June 30, 2023
Gross carrying valueAccumulated
amortization
Net carrying
value
Gross carrying
value
Accumulated
amortization
Net carrying
value
Customer contracts and related customer relationships$692,925 $(342,974)$349,951 $655,877 $(313,745)$342,132 
Acquired technologies271,282 (131,229)140,053 277,180 (111,477)165,703 
Total intangible assets$964,207 $(474,203)$490,004 $933,057 $(425,222)$507,835 
Amortization expense related to intangible assets was $18.4 million and $55.1 million for the three and nine months ended March 31, 2024, respectively, and $18.6 million and $56.8 million for the three and nine months ended March 31, 2023, respectively.
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Revenues and Contract Balances
9 Months Ended
Mar. 31, 2024
Revenue from Contract with Customer [Abstract]  
Revenues and Contract Balances Revenues and Contract Balances
Disaggregation of Revenues
The Company disaggregates revenues by contract type, customer type, prime vs. subcontractor, and whether the solution provided is primarily Expertise or Technology. These categories represent how the nature, amount, timing, and uncertainty of revenues and cash flows are affected.
Disaggregated revenues by contract type were as follows (in thousands):
Three Months Ended March 31, 2024Nine Months Ended March 31, 2024
DomesticInternationalTotalDomesticInternationalTotal
Cost-plus-fee$1,174,219 $— $1,174,219 $3,411,128 $— $3,411,128 
Fixed-price484,980 36,007 520,987 1,437,282 105,326 1,542,608 
Time-and-materials218,787 23,463 242,250 604,752 63,049 667,801 
Total$1,877,986 $59,470 $1,937,456 $5,453,162 $168,375 $5,621,537 
Three Months Ended March 31, 2023Nine Months Ended March 31, 2023
DomesticInternationalTotalDomesticInternationalTotal
Cost-plus-fee$1,008,688 $— $1,008,688 $2,896,778 $— $2,896,778 
Fixed-price494,095 35,691 529,786 1,420,858 100,057 1,520,915 
Time-and-materials191,696 14,100 205,796 540,913 40,839 581,752 
Total$1,694,479 $49,791 $1,744,270 $4,858,549 $140,896 $4,999,445 
Disaggregated revenues by customer type were as follows (in thousands):
Three Months Ended March 31, 2024Nine Months Ended March 31, 2024
DomesticInternationalTotalDomesticInternationalTotal
Department of Defense$1,452,264 $— $1,452,264 $4,163,079 $— $4,163,079 
Federal civilian agencies381,214 — 381,214 1,178,500 — 1,178,500 
Commercial and other44,508 59,470 103,978 111,583 168,375 279,958 
Total$1,877,986 $59,470 $1,937,456 $5,453,162 $168,375 $5,621,537 
Three Months Ended March 31, 2023Nine Months Ended March 31, 2023
DomesticInternationalTotalDomesticInternationalTotal
Department of Defense$1,298,700 $— $1,298,700 $3,554,080 $— $3,554,080 
Federal civilian agencies355,612 — 355,612 1,179,467 — 1,179,467 
Commercial and other40,167 49,791 89,958 125,002 140,896 265,898 
Total$1,694,479 $49,791 $1,744,270 $4,858,549 $140,896 $4,999,445 
Disaggregated revenues by prime vs. subcontractor were as follows (in thousands):
Three Months Ended March 31, 2024Nine Months Ended March 31, 2024
DomesticInternationalTotalDomesticInternationalTotal
Prime contractor$1,689,140 $52,637 $1,741,777 $4,878,820 $148,696 $5,027,516 
Subcontractor188,846 6,833 195,679 574,342 19,679 594,021 
Total$1,877,986 $59,470 $1,937,456 $5,453,162 $168,375 $5,621,537 
Three Months Ended March 31, 2023Nine Months Ended March 31, 2023
DomesticInternationalTotalDomesticInternationalTotal
Prime contractor$1,511,758 $44,975 $1,556,733 $4,339,579 $128,303 $4,467,882 
Subcontractor182,721 4,816 187,537 518,970 12,593 531,563 
Total$1,694,479 $49,791 $1,744,270 $4,858,549 $140,896 $4,999,445 
Disaggregated revenues by expertise or technology were as follows (in thousands):
Three Months Ended March 31, 2024Nine Months Ended March 31, 2024
DomesticInternationalTotalDomesticInternationalTotal
Expertise$895,791 $21,164 $916,955 $2,583,634 $60,956 $2,644,590 
Technology982,195 38,306 1,020,501 2,869,528 107,419 2,976,947 
Total$1,877,986 $59,470 $1,937,456 $5,453,162 $168,375 $5,621,537 
Three Months Ended March 31, 2023Nine Months Ended March 31, 2023
DomesticInternationalTotalDomesticInternationalTotal
Expertise$793,993 $18,307 $812,300 $2,237,146 $50,977 $2,288,123 
Technology900,486 31,484 931,970 2,621,403 89,919 2,711,322 
Total$1,694,479 $49,791 $1,744,270 $4,858,549 $140,896 $4,999,445 
Changes in Estimates
Aggregate net changes in estimates for the three and nine months ended March 31, 2024 reflected an increase to income before income taxes of $7.5 million ($0.25 per diluted share) and $24.5 million ($0.81 per diluted share), respectively, compared with $5.3 million ($0.17 per diluted share) and $16.8 million ($0.53 per diluted share), for the three and nine months ended March 31, 2023. The Company uses its statutory tax rate when calculating the impact to diluted earnings per share.
Revenues recognized from previously satisfied performance obligations were not material for the three and nine months ended March 31, 2024 and 2023, respectively. The change in revenues recognized from previously satisfied performance obligations generally relates to final true-up adjustments for estimated award or incentive fees in the period in which the customer’s final performance score was received or when it can be determined that more objective, contractually-defined criteria have been fully satisfied.
Remaining Performance Obligations
As of March 31, 2024, the Company had $9.7 billion of remaining performance obligations and expects to recognize approximately 46% and 67% as revenue over the next 12 and 24 months, respectively, with the remainder to be recognized thereafter.
Contract Balances
Contract balances consisted of the following (in thousands):
Description of Contract Related BalanceFinancial Statement ClassificationMarch 31, 2024June 30, 2023
Billed and billable receivablesAccounts receivable, net$838,927 $763,547 
Contract assets – current unbilled receivablesAccounts receivable, net174,750 131,399 
Contract assets – current costs to obtainPrepaid expenses and other current assets5,898 5,163 
Contract assets – noncurrent unbilled receivablesAccounts receivable, long-term12,557 11,857 
Contract assets – noncurrent costs to obtainOther long-term assets11,296 8,294 
Contract liabilities – current deferred revenue and other contract liabilitiesOther accrued expenses and current liabilities(134,355)(138,469)
Contract liabilities – noncurrent deferred revenue and other contract liabilitiesOther long-term liabilities(2,999)(5,522)
During the three and nine months ended March 31, 2024, we recognized $23.0 million and $117.4 million of revenues, respectively, compared with $10.8 million and $81.8 million of revenues for the three and nine months ended March 31, 2023, that was included in a previously recorded contract liability as of the beginning of the period.
v3.24.1.u1
Inventories
9 Months Ended
Mar. 31, 2024
Inventory Disclosure [Abstract]  
Inventories Inventories
Inventories consisted of the following (in thousands):
March 31, 2024June 30, 2023
Materials, purchased parts and supplies$84,632 $78,691 
Work in process15,002 21,894 
Finished goods33,051 30,006 
Total$132,685 $130,591 
Inventories are stated at the lower of cost (average cost or first-in, first-out) or net realizable value and are included in prepaid expenses and other current assets on the accompanying consolidated balance sheets.
v3.24.1.u1
Sales of Receivables
9 Months Ended
Mar. 31, 2024
Transfers and Servicing of Financial Assets [Abstract]  
Sales of Receivables Sales of Receivables
On December 20, 2023, the Company amended its Master Accounts Receivable Purchase Agreement (MARPA) with MUFG Bank, Ltd. (Purchaser), for the sale of certain designated eligible U.S. government receivables. The amendment extended the term of the MARPA to December 20, 2024. Under the MARPA, the Company can sell eligible receivables, including certain billed and unbilled receivables up to a maximum amount of $250.0 million. The Company’s receivables are sold under the MARPA without recourse for any U.S. government credit risk.
The Company accounts for receivable transfers under the MARPA as sales under ASC 860, Transfers and Servicing, and derecognizes the sold receivables from its balance sheets. The fair value of the sold receivables approximated their book value due to their short-term nature.
The Company does not retain an ongoing financial interest in the transferred receivables other than cash collection and administrative services. The Company estimated that its servicing fee was at fair value and therefore no servicing asset or liability related to these receivables was recognized as of March 31, 2024. Proceeds from the sold receivables are reflected in operating cash flows on the statement of cash flows.
MARPA activity consisted of the following (in thousands):
As of and for the
Nine Months Ended March 31,
20242023
Beginning balance:$200,000 $157,785 
Sales of receivables2,423,064 2,150,891 
Cash collections(2,373,064)(2,135,986)
Outstanding balance sold to Purchaser: (1)250,000 172,690 
Cash collected, not remitted to Purchaser (2)(85,120)(47,680)
Remaining sold receivables$164,880 $125,010 
__________________________________________________
(1)For the nine months ended March 31, 2024 and 2023, the Company recorded a net cash inflow of $50.0 million and a net cash inflow of $14.9 million in its cash flows from operating activities, respectively, from sold receivables. MARPA cash flows are calculated as the change in the outstanding balance during the fiscal year.
(2)Includes the cash collected on behalf of but not yet remitted to Purchaser as of March 31, 2024 and 2023. This balance is included in other accrued expenses and current liabilities as of the balance sheet date.
v3.24.1.u1
Debt
9 Months Ended
Mar. 31, 2024
Debt Disclosure [Abstract]  
Debt Debt
Long-term debt consisted of the following (in thousands):
March 31, 2024June 30, 2023
Bank credit facility – term loans$1,148,438 $1,179,063 
Bank credit facility – revolver loans550,000 525,000 
Principal amount of long-term debt1,698,438 1,704,063 
Less unamortized discounts and debt issuance costs(6,038)(7,682)
Total long-term debt1,692,400 1,696,381 
Less current portion(61,250)(45,938)
Long-term debt, net of current portion$1,631,150 $1,650,443 
Bank Credit Facility
On December 13, 2021, the Company amended its credit facility (the Credit Facility) primarily to extend the maturity date, increase borrowing capacity, and improve pricing. As amended, the Company’s $3,200.0 million Credit Facility consists of a $1,975.0 million revolving credit facility (the Revolving Facility) and a $1,225.0 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.
The Revolving Facility is a secured facility that permits continuously renewable borrowings of up to $1,975.0 million. As of March 31, 2024, the Company had $550.0 million outstanding under the Revolving Facility and no borrowings on the swing line. 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 $7.7 million through December 31, 2023 and $15.3 million thereafter until the balance is due in full on December 13, 2026. As of March 31, 2024, the Company had $1,148.4 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 Secured Overnight Financing Rate (SOFR) rate plus, in each case, an applicable margin based upon the Company’s consolidated total net leverage ratio. As of March 31, 2024, 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 4.83%.
The Credit Facility requires the Company to comply with certain financial covenants, including a maximum total leverage ratio and a minimum interest 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, 2024, 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.
All debt issuance costs are being amortized from the date incurred to the expiration date of the Credit Facility.
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 $1,100.0 million which hedge a portion of the Company’s floating rate indebtedness. The swaps mature at various dates through 2028. 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. 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, 2024 and 2023 is as follows (in thousands):
Three Months Ended March 31,Nine Months Ended March 31,
2024202320242023
Gain (loss) recognized in other comprehensive income$14,252 $(5,906)$14,130 $10,584 
Amounts reclassified to earnings from accumulated other comprehensive loss(6,879)(4,095)(20,547)(6,572)
Net current period other comprehensive income (loss)$7,373 $(10,001)$(6,417)$4,012 
v3.24.1.u1
Legal Proceedings and Other Commitments and Contingencies
9 Months Ended
Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]  
Legal Proceedings and Other Commitments and Contingencies Legal Proceedings and Other Commitments and Contingencies
Legal Proceedings
The Company is involved in various claims, lawsuits, and administrative proceedings arising in the normal course of business, none of which, based on current information, are expected to have a material adverse effect on the Company’s financial position, results of operations or cash flows.
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 has completed audits of the Company’s annual incurred cost proposals through fiscal year 2022. The Company is still negotiating the results of prior years’ audits with the respective cognizant contracting officers and believes its reserves for such are adequate. 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 and 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 may be identified, discussed and settled.
v3.24.1.u1
Earnings Per Share
9 Months Ended
Mar. 31, 2024
Earnings Per Share [Abstract]  
Earnings Per Share Earnings Per Share
Earnings per share and the weighted-average number of diluted shares are computed as follows (in thousands, except per share data):
Three Months Ended March 31,Nine Months Ended March 31,
2024202320242023
Net income$115,350 $100,742 $285,267 $276,968 
Weighted-average number of basic shares outstanding during the period22,292 23,055 22,407 23,329 
Dilutive effect of RSUs after application of treasury stock method186 222 186 217 
Weighted-average number of diluted shares outstanding during the period22,478 23,277 22,593 23,546 
Basic earnings per share$5.17 $4.37 $12.73 $11.87 
Diluted earnings per share$5.13 $4.33 $12.63 $11.76 
Share Repurchases
On January 26, 2023, the Company’s Board of Directors authorized a share repurchase program of up to $750.0 million of the Company’s common stock (the "2023 Repurchase Program").
On January 30, 2023, CACI entered into an Accelerated Share Repurchase (ASR) Agreement with Citibank, N.A (Citibank). Under the ASR Agreement, we paid $250.0 million to Citibank and received an initial delivery of approximately 0.7 million shares of our common stock, which became treasury shares. On August 4, 2023, the ASR was completed and an additional 0.1 million shares of common stock were received which became treasury shares. In total, 0.8 million shares were repurchased at an average price per share of $303.57.
In addition to the ASR, during the nine months ended March 31, 2024, CACI repurchased 0.5 million shares of its outstanding common stock for $150.0 million on the open market at an average share price of $318.99 including commissions paid. The total remaining authorization for future common share repurchases under the 2023 Repurchase Program was $337.3 million as of March 31, 2024.
v3.24.1.u1
Income Taxes
9 Months Ended
Mar. 31, 2024
Income Tax Disclosure [Abstract]  
Income Taxes 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 is currently under examination by the Internal Revenue Service for fiscal years 2017 through 2021 and a state jurisdiction for fiscal years 2019 and 2020. The Company does not expect resolution of these examinations to have a material impact on its results of operations, financial condition, or cash flows.
During fiscal year 2023, a provision of the Tax Cuts and Jobs Act of 2017 (TCJA) went into effect which eliminated the option to deduct domestic research and development costs in the year incurred and instead requires taxpayers to capitalize and amortize such costs over five years. Based upon our interpretation of the law as currently enacted, we estimate that the fiscal 2024 impact will result in increases of $75.3 million to both our income taxes payable and net deferred tax assets. We also estimate a fiscal 2024 increase to our liability for unrecognized tax benefits of $72.9 million, with a corresponding increase to net deferred tax assets. Although it is possible that Congress amends this provision, potentially with retroactive effect, we have no assurance that Congress will take any action with respect to this provision. For the nine months ended March 31, 2024, the Company recognized a $50.3 million increase in our liability for unrecognized tax benefits and a $51.9 million increase in income taxes payable, with corresponding increases to net deferred tax assets.
The Company’s effective income tax rate was 24.9% and 23.2% for the three and nine months ended March 31, 2024, respectively, and 23.4% and 22.8% for the three and nine months ended March 31, 2023, respectively. The effective tax rates for the three and nine months ended March 31, 2024, and 2023 were favorably impacted by research and development tax credits, partially offset by state income taxes.
v3.24.1.u1
Business Segments
9 Months Ended
Mar. 31, 2024
Segment Reporting [Abstract]  
Business Segments Business Segments
The Company reports operating results and financial data in two segments: domestic operations and international operations. Domestic operations provide Expertise and Technology primarily to U.S. federal government agencies. International operations provide Expertise and Technology primarily to international government and commercial customers.
The Company evaluates the performance of its operating segments based on net income. Summarized financial information for the Company’s reportable segments is as follows (in thousands):
Three Months Ended March 31,Nine Months Ended March 31,
2024202320242023
Revenues:
  Domestic$1,877,986 $1,694,479 $5,453,162 $4,858,549 
  International59,470 49,791 168,375 140,896 
Total revenues$1,937,456 $1,744,270 $5,621,537 $4,999,445 
Net income:
  Domestic$106,598 $93,383 $257,901 $254,298 
  International8,752 7,359 27,366 22,670 
Total net income$115,350 $100,742 $285,267 $276,968 
v3.24.1.u1
Fair Value Measurements
9 Months Ended
Mar. 31, 2024
Fair Value Disclosures [Abstract]  
Fair Value Measurements Fair Value Measurements
ASC 820, Fair Value Measurements and Disclosures, establishes a framework for measuring fair value and categorizes the inputs used in measuring fair value as follows: observable inputs such as quoted prices in active markets (Level 1); inputs other than quoted prices in active markets that are observable, either directly or indirectly, or quoted prices that are not active (Level 2); and unobservable inputs in which there is little or no market data which requires development of assumptions that market participants would use in pricing the asset or liability (Level 3).
The financial instruments measured at fair value on a recurring basis consist of the following (in thousands):
Description of Financial Instrument Financial Statement
Classification
Fair Value
Hierarchy
March 31, 2024June 30, 2023
Fair Value
Contingent considerationOther long-term liabilitiesLevel 3$(10,691)$— 
Interest rate swap agreementsPrepaid expenses and other current assetsLevel 2$777 $17 
Interest rate swap agreementsOther long-term assetsLevel 2$33,909 $43,283 
The Company uses interest rate swap agreements to manage its interest rate risk. The valuation of these instruments is determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves.
The Company recognized contingent consideration liabilities in connection with its current year acquisition, representing potential earnout payments and other contingent payments. The fair values of these liabilities were determined using a valuation model which included an assessment of the most likely outcome, assumptions related to projected earnings of the acquired company and the application of a discount rate when applicable. Fair value of contingent consideration is reassessed quarterly, including an analysis of the significant inputs used in the evaluation, as well as the accretion of the discount. Changes are reflected within indirect costs and selling expenses.
v3.24.1.u1
Pay vs Performance Disclosure - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Mar. 31, 2024
Mar. 31, 2023
Pay vs Performance Disclosure        
Net income $ 115,350 $ 100,742 $ 285,267 $ 276,968
v3.24.1.u1
Insider Trading Arrangements
3 Months Ended
Mar. 31, 2024
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.24.1.u1
Basis of Presentation (Policies)
9 Months Ended
Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Basis of Presentation
The accompanying unaudited condensed 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 majority-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, 2024 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.
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, 2023. The results of operations for the three and nine months ended March 31, 2024 are not necessarily indicative of the results to be expected for any subsequent interim period or for the full fiscal year.
Accounting Standards Updates Issued but Not Yet Adopted and Accounting Standards Updates Adopted
Accounting Standards Updates Issued but Not Yet Adopted
In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2023-07, Improvements to Reportable Segment Disclosures, which requires disclosure of significant segment expenses and other segment items in annual and interim periods. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, and requires retrospective application to all prior periods presented in the financial statements. We are currently evaluating the impacts of the new standard.
In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures, which requires disaggregated information about an entity’s effective tax rate reconciliation as well as information on income taxes paid. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, and should be applied prospectively. Retrospective application is permitted. We are currently evaluating the impacts of the new standard.
Accounting Standards Updates Adopted
There have been no recently adopted accounting pronouncements that are material to the Company's consolidated financial statements.
v3.24.1.u1
Goodwill and Intangible Assets (Tables)
9 Months Ended
Mar. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Goodwill
The changes in the carrying amount of goodwill for the nine months ended March 31, 2024 are as follows (in thousands):
Domestic International Total
Balance at June 30, 2023$3,940,064 $144,641 $4,084,705 
Goodwill acquired (1)34,596 19,238 53,834 
Foreign currency translation(318)229 (89)
Balance at March 31, 2024$3,974,342 $164,108 $4,138,450 
__________________________________________________
(1)Includes goodwill initially allocated to new business combinations as well as measurement period adjustments, when applicable. The final purchase price allocations for our fiscal 2024 and 2023 acquisitions remain open as of March 31, 2024.
Schedule of Intangible Assets
Intangible assets consisted of the following (in thousands):
March 31, 2024June 30, 2023
Gross carrying valueAccumulated
amortization
Net carrying
value
Gross carrying
value
Accumulated
amortization
Net carrying
value
Customer contracts and related customer relationships$692,925 $(342,974)$349,951 $655,877 $(313,745)$342,132 
Acquired technologies271,282 (131,229)140,053 277,180 (111,477)165,703 
Total intangible assets$964,207 $(474,203)$490,004 $933,057 $(425,222)$507,835 
v3.24.1.u1
Revenues and Contract Balances (Tables)
9 Months Ended
Mar. 31, 2024
Revenue from Contract with Customer [Abstract]  
Schedule of Disaggregated Revenues
Disaggregated revenues by contract type were as follows (in thousands):
Three Months Ended March 31, 2024Nine Months Ended March 31, 2024
DomesticInternationalTotalDomesticInternationalTotal
Cost-plus-fee$1,174,219 $— $1,174,219 $3,411,128 $— $3,411,128 
Fixed-price484,980 36,007 520,987 1,437,282 105,326 1,542,608 
Time-and-materials218,787 23,463 242,250 604,752 63,049 667,801 
Total$1,877,986 $59,470 $1,937,456 $5,453,162 $168,375 $5,621,537 
Three Months Ended March 31, 2023Nine Months Ended March 31, 2023
DomesticInternationalTotalDomesticInternationalTotal
Cost-plus-fee$1,008,688 $— $1,008,688 $2,896,778 $— $2,896,778 
Fixed-price494,095 35,691 529,786 1,420,858 100,057 1,520,915 
Time-and-materials191,696 14,100 205,796 540,913 40,839 581,752 
Total$1,694,479 $49,791 $1,744,270 $4,858,549 $140,896 $4,999,445 
Disaggregated revenues by customer type were as follows (in thousands):
Three Months Ended March 31, 2024Nine Months Ended March 31, 2024
DomesticInternationalTotalDomesticInternationalTotal
Department of Defense$1,452,264 $— $1,452,264 $4,163,079 $— $4,163,079 
Federal civilian agencies381,214 — 381,214 1,178,500 — 1,178,500 
Commercial and other44,508 59,470 103,978 111,583 168,375 279,958 
Total$1,877,986 $59,470 $1,937,456 $5,453,162 $168,375 $5,621,537 
Three Months Ended March 31, 2023Nine Months Ended March 31, 2023
DomesticInternationalTotalDomesticInternationalTotal
Department of Defense$1,298,700 $— $1,298,700 $3,554,080 $— $3,554,080 
Federal civilian agencies355,612 — 355,612 1,179,467 — 1,179,467 
Commercial and other40,167 49,791 89,958 125,002 140,896 265,898 
Total$1,694,479 $49,791 $1,744,270 $4,858,549 $140,896 $4,999,445 
Disaggregated revenues by prime vs. subcontractor were as follows (in thousands):
Three Months Ended March 31, 2024Nine Months Ended March 31, 2024
DomesticInternationalTotalDomesticInternationalTotal
Prime contractor$1,689,140 $52,637 $1,741,777 $4,878,820 $148,696 $5,027,516 
Subcontractor188,846 6,833 195,679 574,342 19,679 594,021 
Total$1,877,986 $59,470 $1,937,456 $5,453,162 $168,375 $5,621,537 
Three Months Ended March 31, 2023Nine Months Ended March 31, 2023
DomesticInternationalTotalDomesticInternationalTotal
Prime contractor$1,511,758 $44,975 $1,556,733 $4,339,579 $128,303 $4,467,882 
Subcontractor182,721 4,816 187,537 518,970 12,593 531,563 
Total$1,694,479 $49,791 $1,744,270 $4,858,549 $140,896 $4,999,445 
Disaggregated revenues by expertise or technology were as follows (in thousands):
Three Months Ended March 31, 2024Nine Months Ended March 31, 2024
DomesticInternationalTotalDomesticInternationalTotal
Expertise$895,791 $21,164 $916,955 $2,583,634 $60,956 $2,644,590 
Technology982,195 38,306 1,020,501 2,869,528 107,419 2,976,947 
Total$1,877,986 $59,470 $1,937,456 $5,453,162 $168,375 $5,621,537 
Three Months Ended March 31, 2023Nine Months Ended March 31, 2023
DomesticInternationalTotalDomesticInternationalTotal
Expertise$793,993 $18,307 $812,300 $2,237,146 $50,977 $2,288,123 
Technology900,486 31,484 931,970 2,621,403 89,919 2,711,322 
Total$1,694,479 $49,791 $1,744,270 $4,858,549 $140,896 $4,999,445 
Schedule of Contract Assets and Liabilities
Contract balances consisted of the following (in thousands):
Description of Contract Related BalanceFinancial Statement ClassificationMarch 31, 2024June 30, 2023
Billed and billable receivablesAccounts receivable, net$838,927 $763,547 
Contract assets – current unbilled receivablesAccounts receivable, net174,750 131,399 
Contract assets – current costs to obtainPrepaid expenses and other current assets5,898 5,163 
Contract assets – noncurrent unbilled receivablesAccounts receivable, long-term12,557 11,857 
Contract assets – noncurrent costs to obtainOther long-term assets11,296 8,294 
Contract liabilities – current deferred revenue and other contract liabilitiesOther accrued expenses and current liabilities(134,355)(138,469)
Contract liabilities – noncurrent deferred revenue and other contract liabilitiesOther long-term liabilities(2,999)(5,522)
v3.24.1.u1
Inventories (Tables)
9 Months Ended
Mar. 31, 2024
Inventory Disclosure [Abstract]  
Schedule of Components of Inventories
Inventories consisted of the following (in thousands):
March 31, 2024June 30, 2023
Materials, purchased parts and supplies$84,632 $78,691 
Work in process15,002 21,894 
Finished goods33,051 30,006 
Total$132,685 $130,591 
v3.24.1.u1
Sales of Receivables (Tables)
9 Months Ended
Mar. 31, 2024
Transfers and Servicing of Financial Assets [Abstract]  
Schedule of MARPA Activity
MARPA activity consisted of the following (in thousands):
As of and for the
Nine Months Ended March 31,
20242023
Beginning balance:$200,000 $157,785 
Sales of receivables2,423,064 2,150,891 
Cash collections(2,373,064)(2,135,986)
Outstanding balance sold to Purchaser: (1)250,000 172,690 
Cash collected, not remitted to Purchaser (2)(85,120)(47,680)
Remaining sold receivables$164,880 $125,010 
__________________________________________________
(1)For the nine months ended March 31, 2024 and 2023, the Company recorded a net cash inflow of $50.0 million and a net cash inflow of $14.9 million in its cash flows from operating activities, respectively, from sold receivables. MARPA cash flows are calculated as the change in the outstanding balance during the fiscal year.
(2)Includes the cash collected on behalf of but not yet remitted to Purchaser as of March 31, 2024 and 2023. This balance is included in other accrued expenses and current liabilities as of the balance sheet date.
v3.24.1.u1
Debt (Tables)
9 Months Ended
Mar. 31, 2024
Debt Disclosure [Abstract]  
Schedule of Long-term Debt
Long-term debt consisted of the following (in thousands):
March 31, 2024June 30, 2023
Bank credit facility – term loans$1,148,438 $1,179,063 
Bank credit facility – revolver loans550,000 525,000 
Principal amount of long-term debt1,698,438 1,704,063 
Less unamortized discounts and debt issuance costs(6,038)(7,682)
Total long-term debt1,692,400 1,696,381 
Less current portion(61,250)(45,938)
Long-term debt, net of current portion$1,631,150 $1,650,443 
Schedule of Cash Flow Hedges
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, 2024 and 2023 is as follows (in thousands):
Three Months Ended March 31,Nine Months Ended March 31,
2024202320242023
Gain (loss) recognized in other comprehensive income$14,252 $(5,906)$14,130 $10,584 
Amounts reclassified to earnings from accumulated other comprehensive loss(6,879)(4,095)(20,547)(6,572)
Net current period other comprehensive income (loss)$7,373 $(10,001)$(6,417)$4,012 
v3.24.1.u1
Earnings Per Share (Tables)
9 Months Ended
Mar. 31, 2024
Earnings Per Share [Abstract]  
Schedule of Earnings Per Share, Basic and Diluted
Earnings per share and the weighted-average number of diluted shares are computed as follows (in thousands, except per share data):
Three Months Ended March 31,Nine Months Ended March 31,
2024202320242023
Net income$115,350 $100,742 $285,267 $276,968 
Weighted-average number of basic shares outstanding during the period22,292 23,055 22,407 23,329 
Dilutive effect of RSUs after application of treasury stock method186 222 186 217 
Weighted-average number of diluted shares outstanding during the period22,478 23,277 22,593 23,546 
Basic earnings per share$5.17 $4.37 $12.73 $11.87 
Diluted earnings per share$5.13 $4.33 $12.63 $11.76 
v3.24.1.u1
Business Segments (Tables)
9 Months Ended
Mar. 31, 2024
Segment Reporting [Abstract]  
Schedule of Summarized Financial Information of Reportable Segments Summarized financial information for the Company’s reportable segments is as follows (in thousands):
Three Months Ended March 31,Nine Months Ended March 31,
2024202320242023
Revenues:
  Domestic$1,877,986 $1,694,479 $5,453,162 $4,858,549 
  International59,470 49,791 168,375 140,896 
Total revenues$1,937,456 $1,744,270 $5,621,537 $4,999,445 
Net income:
  Domestic$106,598 $93,383 $257,901 $254,298 
  International8,752 7,359 27,366 22,670 
Total net income$115,350 $100,742 $285,267 $276,968 
v3.24.1.u1
Fair Value Measurements (Tables)
9 Months Ended
Mar. 31, 2024
Fair Value Disclosures [Abstract]  
Schedule of Recurring Fair Value Measurements
The financial instruments measured at fair value on a recurring basis consist of the following (in thousands):
Description of Financial Instrument Financial Statement
Classification
Fair Value
Hierarchy
March 31, 2024June 30, 2023
Fair Value
Contingent considerationOther long-term liabilitiesLevel 3$(10,691)$— 
Interest rate swap agreementsPrepaid expenses and other current assetsLevel 2$777 $17 
Interest rate swap agreementsOther long-term assetsLevel 2$33,909 $43,283 
v3.24.1.u1
Acquisition - Narrative (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Dec. 31, 2023
Jun. 30, 2023
Business Acquisition [Line Items]      
Goodwill $ 4,138,450   $ 4,084,705
Fiscal Two Thousand Twenty Four Acquisitions      
Business Acquisition [Line Items]      
Purchase consideration 67,200 $ 25,200  
Goodwill 34,600 19,900  
Identifiable intangible assets $ 33,700 $ 3,600  
v3.24.1.u1
Goodwill and Intangible Assets - Schedule of Changes in Goodwill (Details)
$ in Thousands
9 Months Ended
Mar. 31, 2024
USD ($)
Goodwill [Roll Forward]  
Beginning balance $ 4,084,705
Goodwill acquired 53,834
Foreign currency translation (89)
Ending balance 4,138,450
Domestic  
Goodwill [Roll Forward]  
Beginning balance 3,940,064
Goodwill acquired 34,596
Foreign currency translation (318)
Ending balance 3,974,342
International  
Goodwill [Roll Forward]  
Beginning balance 144,641
Goodwill acquired 19,238
Foreign currency translation 229
Ending balance $ 164,108
v3.24.1.u1
Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Jun. 30, 2023
Finite Lived Intangible Assets [Line Items]    
Gross carrying value $ 964,207 $ 933,057
Accumulated amortization (474,203) (425,222)
Net carrying value 490,004 507,835
Customer contracts and related customer relationships    
Finite Lived Intangible Assets [Line Items]    
Gross carrying value 692,925 655,877
Accumulated amortization (342,974) (313,745)
Net carrying value 349,951 342,132
Acquired technologies    
Finite Lived Intangible Assets [Line Items]    
Gross carrying value 271,282 277,180
Accumulated amortization (131,229) (111,477)
Net carrying value $ 140,053 $ 165,703
v3.24.1.u1
Goodwill and Intangible Assets - Narrative (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Mar. 31, 2024
Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]        
Amortization expense $ 18.4 $ 18.6 $ 55.1 $ 56.8
v3.24.1.u1
Revenues and Contract Balances - Disaggregation of Revenues (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Mar. 31, 2024
Mar. 31, 2023
Disaggregation Of Revenue [Line Items]        
Revenues $ 1,937,456 $ 1,744,270 $ 5,621,537 $ 4,999,445
Expertise        
Disaggregation Of Revenue [Line Items]        
Revenues 916,955 812,300 2,644,590 2,288,123
Technology        
Disaggregation Of Revenue [Line Items]        
Revenues 1,020,501 931,970 2,976,947 2,711,322
Prime contractor        
Disaggregation Of Revenue [Line Items]        
Revenues 1,741,777 1,556,733 5,027,516 4,467,882
Subcontractor        
Disaggregation Of Revenue [Line Items]        
Revenues 195,679 187,537 594,021 531,563
Department of Defense        
Disaggregation Of Revenue [Line Items]        
Revenues 1,452,264 1,298,700 4,163,079 3,554,080
Federal civilian agencies        
Disaggregation Of Revenue [Line Items]        
Revenues 381,214 355,612 1,178,500 1,179,467
Commercial and other        
Disaggregation Of Revenue [Line Items]        
Revenues 103,978 89,958 279,958 265,898
Cost-plus-fee        
Disaggregation Of Revenue [Line Items]        
Revenues 1,174,219 1,008,688 3,411,128 2,896,778
Fixed-price        
Disaggregation Of Revenue [Line Items]        
Revenues 520,987 529,786 1,542,608 1,520,915
Time-and-materials        
Disaggregation Of Revenue [Line Items]        
Revenues 242,250 205,796 667,801 581,752
Domestic        
Disaggregation Of Revenue [Line Items]        
Revenues 1,877,986 1,694,479 5,453,162 4,858,549
Domestic | Expertise        
Disaggregation Of Revenue [Line Items]        
Revenues 895,791 793,993 2,583,634 2,237,146
Domestic | Technology        
Disaggregation Of Revenue [Line Items]        
Revenues 982,195 900,486 2,869,528 2,621,403
Domestic | Prime contractor        
Disaggregation Of Revenue [Line Items]        
Revenues 1,689,140 1,511,758 4,878,820 4,339,579
Domestic | Subcontractor        
Disaggregation Of Revenue [Line Items]        
Revenues 188,846 182,721 574,342 518,970
Domestic | Department of Defense        
Disaggregation Of Revenue [Line Items]        
Revenues 1,452,264 1,298,700 4,163,079 3,554,080
Domestic | Federal civilian agencies        
Disaggregation Of Revenue [Line Items]        
Revenues 381,214 355,612 1,178,500 1,179,467
Domestic | Commercial and other        
Disaggregation Of Revenue [Line Items]        
Revenues 44,508 40,167 111,583 125,002
Domestic | Cost-plus-fee        
Disaggregation Of Revenue [Line Items]        
Revenues 1,174,219 1,008,688 3,411,128 2,896,778
Domestic | Fixed-price        
Disaggregation Of Revenue [Line Items]        
Revenues 484,980 494,095 1,437,282 1,420,858
Domestic | Time-and-materials        
Disaggregation Of Revenue [Line Items]        
Revenues 218,787 191,696 604,752 540,913
International        
Disaggregation Of Revenue [Line Items]        
Revenues 59,470 49,791 168,375 140,896
International | Expertise        
Disaggregation Of Revenue [Line Items]        
Revenues 21,164 18,307 60,956 50,977
International | Technology        
Disaggregation Of Revenue [Line Items]        
Revenues 38,306 31,484 107,419 89,919
International | Prime contractor        
Disaggregation Of Revenue [Line Items]        
Revenues 52,637 44,975 148,696 128,303
International | Subcontractor        
Disaggregation Of Revenue [Line Items]        
Revenues 6,833 4,816 19,679 12,593
International | Department of Defense        
Disaggregation Of Revenue [Line Items]        
Revenues 0 0 0 0
International | Federal civilian agencies        
Disaggregation Of Revenue [Line Items]        
Revenues 0 0 0 0
International | Commercial and other        
Disaggregation Of Revenue [Line Items]        
Revenues 59,470 49,791 168,375 140,896
International | Cost-plus-fee        
Disaggregation Of Revenue [Line Items]        
Revenues 0 0 0 0
International | Fixed-price        
Disaggregation Of Revenue [Line Items]        
Revenues 36,007 35,691 105,326 100,057
International | Time-and-materials        
Disaggregation Of Revenue [Line Items]        
Revenues $ 23,463 $ 14,100 $ 63,049 $ 40,839
v3.24.1.u1
Revenues and Contract Balances - Narrative (Details) - USD ($)
3 Months Ended 9 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Mar. 31, 2024
Mar. 31, 2023
Change In Accounting Estimate [Line Items]        
Income before income taxes $ 153,636,000 $ 131,464,000 $ 371,200,000 $ 358,999,000
Diluted earnings per share (in dollars per shares) $ 5.13 $ 4.33 $ 12.63 $ 11.76
EAC Adjustments        
Change In Accounting Estimate [Line Items]        
Income before income taxes $ 7,500,000 $ 5,300,000 $ 24,500,000 $ 16,800,000
Diluted earnings per share (in dollars per shares) $ 0.25 $ 0.17 $ 0.81 $ 0.53
Revenue from previously satisfied performance obligations $ 0 $ 0 $ 0 $ 0
v3.24.1.u1
Revenues and Contract Balances - Remaining Performance Obligations (Details)
$ in Billions
Mar. 31, 2024
USD ($)
Remaining Performance Obligations [Line Items]  
Remaining performance obligations $ 9.7
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-04-01  
Remaining Performance Obligations [Line Items]  
Remaining performance obligations, expected satisfaction, percentage 46.00%
Remaining performance obligations, expected timing of satisfaction 12 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2025-04-01  
Remaining Performance Obligations [Line Items]  
Remaining performance obligations, expected satisfaction, percentage 67.00%
Remaining performance obligations, expected timing of satisfaction 24 months
v3.24.1.u1
Revenues and Contract Balances - Schedule of Contract Assets and Liabilities (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Jun. 30, 2023
Contract with Customer, Asset and Liability [Abstract]    
Billed and billable receivables $ 838,927 $ 763,547
Contract assets – current unbilled receivables 174,750 131,399
Contract assets – current costs to obtain 5,898 5,163
Contract assets – noncurrent unbilled receivables 12,557 11,857
Contract assets – noncurrent costs to obtain 11,296 8,294
Contract liabilities – current deferred revenue and other contract liabilities (134,355) (138,469)
Contract liabilities – noncurrent deferred revenue and other contract liabilities $ (2,999) $ (5,522)
v3.24.1.u1
Revenues and Contract Balances - Change in Contract with Customer Liability (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Mar. 31, 2024
Mar. 31, 2023
Revenue from Contract with Customer [Abstract]        
Liability, revenue recognized $ 23.0 $ 10.8 $ 117.4 $ 81.8
v3.24.1.u1
Inventories (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Jun. 30, 2023
Inventory Disclosure [Abstract]    
Materials, purchased parts and supplies $ 84,632 $ 78,691
Work in process 15,002 21,894
Finished goods 33,051 30,006
Total $ 132,685 $ 130,591
v3.24.1.u1
Sales of Receivables - Narrative (Details)
$ in Millions
Dec. 20, 2023
USD ($)
Transfers and Servicing of Financial Assets [Abstract]  
MARPA maximum commitment $ 250.0
v3.24.1.u1
Sales of Receivables - Schedule of MARPA Activity (Details) - USD ($)
$ in Thousands
9 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Transfer of Financial Assets Accounted for as Sales, Amount [Roll Forward]    
Beginning balance $ 200,000 $ 157,785
Sales of receivables 2,423,064 2,150,891
Cash collections (2,373,064) (2,135,986)
Outstanding balance sold to Purchaser 250,000 172,690
Cash collected, not remitted to Purchaser (85,120) (47,680)
Remaining sold receivables 164,880 125,010
Cash provided (used) by MARPA $ 50,000 $ 14,900
v3.24.1.u1
Debt - Schedule of Long-term Debt (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Jun. 30, 2023
Debt Instrument [Line Items]    
Principal amount of long-term debt $ 1,698,438 $ 1,704,063
Less unamortized discounts and debt issuance costs (6,038) (7,682)
Total long-term debt 1,692,400 1,696,381
Less current portion (61,250) (45,938)
Long-term debt, net of current portion 1,631,150 1,650,443
Bank credit facility – term loans    
Debt Instrument [Line Items]    
Principal amount of long-term debt 1,148,438 1,179,063
Bank credit facility – revolver loans    
Debt Instrument [Line Items]    
Principal amount of long-term debt $ 550,000 $ 525,000
v3.24.1.u1
Debt - Narrative (Details) - USD ($)
9 Months Ended
Mar. 31, 2024
Jun. 30, 2023
Dec. 13, 2021
Debt Instrument [Line Items]      
Principal amount of long-term debt $ 1,698,438,000 $ 1,704,063,000  
Interest rate swap agreements | Cash flow hedging      
Debt Instrument [Line Items]      
Aggregate notional amount $ 1,100,000,000    
Bank Credit Facility      
Debt Instrument [Line Items]      
Credit facility maximum borrowing capacity     $ 3,200,000,000
Outstanding borrowings interest rate 4.83%    
Revolving Credit Facility      
Debt Instrument [Line Items]      
Credit facility maximum borrowing capacity     1,975,000,000
Principal amount of long-term debt $ 550,000,000 525,000,000  
Term loans      
Debt Instrument [Line Items]      
Credit facility maximum borrowing capacity     1,225,000,000
Principal amount of long-term debt $ 1,148,438,000 $ 1,179,063,000  
Term loan period 5 years    
Term loan principal payment $ 7,700,000    
Term loans | Principal payment after December 31, 2023      
Debt Instrument [Line Items]      
Term loan principal payment 15,300,000    
Same-Day Swing Line Loan Revolving Credit Sub-Facility      
Debt Instrument [Line Items]      
Credit facility maximum borrowing capacity     100,000,000
Principal amount of long-term debt $ 0    
Stand-By Letters Of Credit Revolving Credit Sub-Facility      
Debt Instrument [Line Items]      
Credit facility maximum borrowing capacity     $ 25,000,000
v3.24.1.u1
Debt - Schedule of Cash Flow Hedges (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Mar. 31, 2024
Mar. 31, 2023
Debt Disclosure [Abstract]        
Gain (loss) recognized in other comprehensive income $ 14,252 $ (5,906) $ 14,130 $ 10,584
Amounts reclassified to earnings from accumulated other comprehensive loss (6,879) (4,095) (20,547) (6,572)
Net current period other comprehensive income (loss) $ 7,373 $ (10,001) $ (6,417) $ 4,012
v3.24.1.u1
Earnings Per Share - Computation (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended 9 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Mar. 31, 2024
Mar. 31, 2023
Earnings Per Share [Abstract]        
Net income $ 115,350 $ 100,742 $ 285,267 $ 276,968
Weighted-average number of basic shares outstanding during the period (in shares) 22,292 23,055 22,407 23,329
Dilutive effect of RSUs after application of treasury stock method (in shares) 186 222 186 217
Weighted-average number of diluted shares outstanding during the period (in shares) 22,478 23,277 22,593 23,546
Basic earnings per share (in dollars per shares) $ 5.17 $ 4.37 $ 12.73 $ 11.87
Diluted earnings per share (in dollars per shares) $ 5.13 $ 4.33 $ 12.63 $ 11.76
v3.24.1.u1
Earnings Per Share - Narrative (Details) - USD ($)
$ / shares in Units, $ in Thousands, shares in Millions
9 Months Ended
Aug. 04, 2023
Jan. 30, 2023
Mar. 31, 2024
Mar. 31, 2023
Jan. 26, 2023
Equity, Class of Treasury Stock [Line Items]          
Payment for repurchase of common stock     $ 158,426 $ 270,449  
2023 Repurchase Program          
Equity, Class of Treasury Stock [Line Items]          
Share repurchase program, authorized amount         $ 750,000
Share repurchase program, remaining authorized amount     $ 337,300    
Accelerated Share Repurchase          
Equity, Class of Treasury Stock [Line Items]          
Payment for repurchase of common stock   $ 250,000      
Shares repurchased (in shares) 0.1 0.7 0.8    
Shares repurchased, average price per share (in dollars per share)     $ 303.57    
Open Market Repurchases          
Equity, Class of Treasury Stock [Line Items]          
Shares repurchased (in shares)     0.5    
Shares repurchased, average price per share (in dollars per share)     $ 318.99    
Payment for repurchase of common stock     $ 150,000    
v3.24.1.u1
Income Taxes (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended 12 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Mar. 31, 2024
Mar. 31, 2023
Jun. 30, 2024
Income Tax Contingency [Line Items]          
Unrecognized tax benefits, increase     $ 50.3    
Income taxes payable, increase     $ 51.9    
Effective income tax rate 24.90% 23.40% 23.20% 22.80%  
Forecast          
Income Tax Contingency [Line Items]          
Expected increase in income tax payable and net deferred tax assets         $ 75.3
Expected increase in unrecognized tax benefits         $ 72.9
v3.24.1.u1
Business Segments - Narrative (Details)
9 Months Ended
Mar. 31, 2024
segment
Segment Reporting [Abstract]  
Number of reportable segments 2
v3.24.1.u1
Business Segments - Schedule of Summarized Financial Information of Reportable Segments (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Mar. 31, 2024
Mar. 31, 2023
Segment Reporting Information [Line Items]        
Revenues $ 1,937,456 $ 1,744,270 $ 5,621,537 $ 4,999,445
Net income 115,350 100,742 285,267 276,968
Domestic        
Segment Reporting Information [Line Items]        
Revenues 1,877,986 1,694,479 5,453,162 4,858,549
Domestic | Operating segments        
Segment Reporting Information [Line Items]        
Revenues 1,877,986 1,694,479 5,453,162 4,858,549
Net income 106,598 93,383 257,901 254,298
International        
Segment Reporting Information [Line Items]        
Revenues 59,470 49,791 168,375 140,896
International | Operating segments        
Segment Reporting Information [Line Items]        
Revenues 59,470 49,791 168,375 140,896
Net income $ 8,752 $ 7,359 $ 27,366 $ 22,670
v3.24.1.u1
Fair Value Measurements - Schedule of Recurring Fair Value Measurements (Details) - Recurring - USD ($)
$ in Thousands
Mar. 31, 2024
Jun. 30, 2023
Other long-term liabilities | Level 3 | Contingent consideration    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Contingent consideration liability $ (10,691) $ 0
Prepaid expenses and other current assets | Level 2 | Interest rate swap agreements    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Derivative asset 777 17
Other long-term assets | Level 2 | Interest rate swap agreements    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Derivative asset $ 33,909 $ 43,283