CACI INTERNATIONAL INC /DE/, 10-Q filed on 1/30/2020
Quarterly Report
v3.19.3.a.u2
Document And Entity Information - shares
6 Months Ended
Dec. 31, 2019
Jan. 22, 2020
Cover [Abstract]    
Entity Registrant Name CACI International Inc  
Entity Central Index Key 0000016058  
Current Fiscal Year End Date --06-30  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   25,071,717
Document Type 10-Q  
Document Period End Date Dec. 31, 2019  
Amendment Flag false  
Document Fiscal Year Focus 2020  
Document Fiscal Period Focus Q2  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Title of 12(b) Security Common Stock  
Trading Symbol CACI  
Security Exchange Name NYSE  
Entity File Number 001-31400  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 54-1345888  
Entity Address, Address Line One 1100 North Glebe Road  
Entity Address, City or Town Arlington  
Entity Address, State or Province VA  
Entity Address, Postal Zip Code 22201  
City Area Code 703  
Local Phone Number 841-7800  
Document Quarterly Report true  
Document Transition Report false  
v3.19.3.a.u2
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Income Statement [Abstract]        
Revenue $ 1,395,469 $ 1,181,641 $ 2,758,861 $ 2,347,505
Costs of revenue:        
Direct costs 904,867 790,849 1,783,748 1,573,609
Indirect costs and selling expenses 352,448 269,677 710,040 534,434
Depreciation and amortization 27,967 18,852 54,729 37,599
Total costs of revenue 1,285,282 1,079,378 2,548,517 2,145,642
Income from operations 110,187 102,263 210,344 201,863
Interest expense and other, net 14,714 9,421 31,525 18,307
Income before income taxes 95,473 92,842 178,819 183,556
Income tax expense 16,278 24,246 31,647 36,127
Net income $ 79,195 $ 68,596 $ 147,172 $ 147,429
Basic earnings per share $ 3.16 $ 2.76 $ 5.89 $ 5.95
Diluted earnings per share $ 3.11 $ 2.71 $ 5.78 $ 5.81
Weighted-average basic shares outstanding 25,065 24,856 24,979 24,796
Weighted-average diluted shares outstanding 25,435 25,338 25,483 25,381
v3.19.3.a.u2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Statement Of Income And Comprehensive Income [Abstract]        
Net income $ 79,195 $ 68,596 $ 147,172 $ 147,429
Other comprehensive income (loss):        
Foreign currency translation adjustment 11,215 (3,436) 5,907 (5,431)
Change in fair value of interest rate swap agreements, net of tax 3,735 (3,778) (1,229) (3,561)
Other comprehensive loss, net of tax 14,950 (7,214) 4,678 (8,992)
Comprehensive income $ 94,145 $ 61,382 $ 151,850 $ 138,437
v3.19.3.a.u2
CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($)
$ in Thousands
Dec. 31, 2019
Jun. 30, 2019
Current assets:    
Cash and cash equivalents $ 68,645 $ 72,028
Accounts receivable, net 828,795 869,840
Prepaid expenses and other current assets 126,629 89,652
Total current assets 1,024,069 1,031,520
Goodwill 3,411,817 3,336,079
Intangible assets, net 436,559 [1] 436,115
Property and equipment, net 168,786 149,676
Operating lease right-of-use assets 347,515  
Supplemental retirement savings plan assets 95,288 92,736
Accounts receivable, long-term 9,702 7,381
Other long-term assets 32,960 33,336
Total assets 5,526,696 5,086,843
Current liabilities:    
Current portion of long-term debt 46,920 46,920
Accounts payable 135,125 118,917
Accrued compensation and benefits 294,444 290,274
Other accrued expenses and current liabilities 292,902 235,611
Total current liabilities 769,391 691,722
Long-term debt, net of current portion 1,550,809 1,618,093
Supplemental retirement savings plan obligations, net of current portion 100,973 92,291
Deferred income taxes 219,953 205,339
Operating lease liabilities, noncurrent 325,883  
Other long-term liabilities 51,107 107,932
Total liabilities 3,018,116 2,715,377
COMMITMENTS AND CONTINGENCIES
Shareholders’ equity:    
Preferred stock $0.10 par value, 10,000 shares authorized, no shares issued or outstanding
Common stock $0.10 par value, 80,000 shares authorized; 42,505 shares issued and 25,071 outstanding at December 31, 2019 and 42,314 shares issued and 24,880 outstanding at June 30, 2019 4,250 4,231
Additional paid-in capital 561,521 576,277
Retained earnings 2,557,336 2,410,164
Accumulated other comprehensive loss (38,478) (43,156)
Treasury stock, at cost (17,434 and 17,434 shares, respectively) (576,184) (576,185)
Total CACI shareholders’ equity 2,508,445 2,371,331
Noncontrolling interest 135 135
Total shareholders’ equity 2,508,580 2,371,466
Total liabilities and shareholders’ equity $ 5,526,696 $ 5,086,843
[1] During the six months ended December 31, 2019, the Company removed $3.6 million in fully amortized intangible assets.
v3.19.3.a.u2
CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parentheticals) - $ / shares
Dec. 31, 2019
Jun. 30, 2019
Statement Of Financial Position [Abstract]    
Preferred stock, par value (in dollars per share) $ 0.10 $ 0.10
Preferred stock, shares authorized 10,000,000 10,000,000
Preferred stock, shares issued 0 0
Preferred stock, shares outstanding 0 0
Common stock, par value (in dollars per share) $ 0.10 $ 0.10
Common stock, shares authorized 80,000,000 80,000,000
Common stock, shares issued 42,505,000 42,314,000
Common stock, shares outstanding 25,071,000 24,880,000
Treasury stock, shares at cost 17,434,000 17,434,000
v3.19.3.a.u2
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($)
$ in Thousands
6 Months Ended
Dec. 31, 2019
Dec. 31, 2018
CASH FLOWS FROM OPERATING ACTIVITIES    
Net income $ 147,172 $ 147,429
Reconciliation of net income to net cash provided by operating activities:    
Depreciation and amortization 54,729 37,599
Amortization of deferred financing costs 1,176 1,156
Non-cash lease expense 35,850  
Stock-based compensation expense 14,499 12,047
Deferred income taxes 14,104 9,123
Changes in operating assets and liabilities, net of effect of business acquisitions:    
Accounts receivable, net 51,458 (136,177)
Prepaid expenses and other assets (28,921) (2,739)
Accounts payable and other accrued expenses 8,121 110,007
Accrued compensation and benefits 1,529 (27,116)
Income taxes payable and receivable (21,384) (10,781)
Operating lease liabilities (37,989)  
Long-term liabilities (3,319) (1,008)
Net cash provided by operating activities 237,025 139,540
CASH FLOWS FROM INVESTING ACTIVITIES    
Capital expenditures (41,035) (17,813)
Cash paid for business acquisitions, net of cash acquired (102,056) (91,151)
Other   1,876
Net cash used in investing activities (143,091) (107,088)
CASH FLOWS FROM FINANCING ACTIVITIES    
Proceeds from borrowings under bank credit facilities 1,034,000 833,500
Principal payments made under bank credit facilities (1,102,460) (841,960)
Payment of contingent consideration   (616)
Proceeds from employee stock purchase plans 3,665 2,827
Repurchases of common stock (3,596) (2,756)
Payment of taxes for equity transactions (29,083) (18,039)
Net cash used in financing activities (97,474) (27,044)
Effect of exchange rate changes on cash and cash equivalents 157 (874)
Net increase (decrease) in cash and cash equivalents (3,383) 4,534
Cash and cash equivalents at beginning of period 72,028 66,194
Cash and cash equivalents at end of period 68,645 70,728
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION    
Cash paid during the period for income taxes, net of refunds 38,048 39,975
Cash paid during the period for interest 28,410 18,830
Non-cash financing and investing activities:    
Landlord sponsored tenant improvement 759 3,518
Accrued capital expenditures $ 4,910 $ 1,377
v3.19.3.a.u2
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (UNAUDITED) - USD ($)
shares in Thousands, $ in Thousands
Total
Common Stock
Additional Paid-in Capital
Retained Earnings
Accumulated Other Comprehensive Income (Loss)
Treasury Stock
Total CACI Shareholders' Equity
Noncontrolling Interest
Beginning balance at Jun. 30, 2018 $ 2,106,887 $ 4,214 $ 570,964 $ 2,126,790 $ (19,030) $ (576,186) $ 2,106,752 $ 135
Beginning balance, shares at Jun. 30, 2018   42,139       17,434    
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Net income 147,429     147,429     147,429  
Stock-based compensation expense 12,047   12,047       12,047  
Tax withholdings on restricted share vestings (18,229) $ 16 (18,245)       (18,229)  
Tax withholdings on restricted share vestings (in shares)   157            
Change in fair value of interest rate swap agreements, net (3,561)       (3,561)   (3,561)  
Currency translation adjustment (5,431)       (5,431)   (5,431)  
Repurchases of common stock (2,756)   (185)     $ (2,571) (2,756)  
Repurchases of common stock (in shares)           15    
Treasury stock issued under stock purchase plans 2,577   5     $ 2,572 2,577  
Treasury stock issued under stock purchase plans (in shares)           (15)    
Ending balance at Dec. 31, 2018 2,256,733 $ 4,230 564,586 2,291,989 (28,022) $ (576,185) 2,256,598 135
Ending balance, shares at Dec. 31, 2018   42,296       17,434    
Beginning balance at Sep. 30, 2018 2,190,058 $ 4,228 559,295 2,223,393 (20,808) $ (576,185) 2,189,923 135
Beginning balance, shares at Sep. 30, 2018   42,282       17,434    
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Net income 68,596     68,596     68,596  
Stock-based compensation expense 6,349   6,349       6,349  
Tax withholdings on restricted share vestings (993) $ 2 (995)       (993)  
Tax withholdings on restricted share vestings (in shares)   14            
Change in fair value of interest rate swap agreements, net (3,778)       (3,778)   (3,778)  
Currency translation adjustment (3,436)       (3,436)   (3,436)  
Repurchases of common stock (1,363)   (63)     $ (1,300) (1,363)  
Repurchases of common stock (in shares)           7    
Treasury stock issued under stock purchase plans 1,300         $ 1,300 1,300  
Treasury stock issued under stock purchase plans (in shares)           (7)    
Ending balance at Dec. 31, 2018 2,256,733 $ 4,230 564,586 2,291,989 (28,022) $ (576,185) 2,256,598 135
Ending balance, shares at Dec. 31, 2018   42,296       17,434    
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Cumulative effect adjustment of ASC 606, net of taxes 17,770     17,770     17,770  
Beginning balance at Jun. 30, 2019 2,371,466 $ 4,231 576,277 2,410,164 (43,156) $ (576,185) 2,371,331 135
Beginning balance, shares at Jun. 30, 2019   42,314       17,434    
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Net income 147,172     147,172     147,172  
Stock-based compensation expense 14,499   14,499       14,499  
Tax withholdings on restricted share vestings (29,070) $ 19 (29,089)       (29,070)  
Tax withholdings on restricted share vestings (in shares)   191            
Change in fair value of interest rate swap agreements, net (1,229)       (1,229)   (1,229)  
Currency translation adjustment 5,907       5,907   5,907  
Repurchases of common stock (3,596)   (179)     $ (3,417) (3,596)  
Repurchases of common stock (in shares)           17    
Treasury stock issued under stock purchase plans 3,431   13     $ 3,418 3,431  
Treasury stock issued under stock purchase plans (in shares)           (17)    
Ending balance at Dec. 31, 2019 2,508,580 $ 4,250 561,521 2,557,336 (38,478) $ (576,184) 2,508,445 135
Ending balance, shares at Dec. 31, 2019   42,505       17,434    
Beginning balance at Sep. 30, 2019 2,425,251 $ 4,239 572,348 2,478,141 (53,428) $ (576,184) 2,425,116 135
Beginning balance, shares at Sep. 30, 2019   42,392       17,434    
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Net income 79,195     79,195     79,195  
Stock-based compensation expense 7,461   7,461       7,461  
Tax withholdings on restricted share vestings (18,210) $ 11 (18,221)       (18,210)  
Tax withholdings on restricted share vestings (in shares)   113            
Change in fair value of interest rate swap agreements, net 3,735       3,735   3,735  
Currency translation adjustment 11,215       11,215   11,215  
Repurchases of common stock (1,879)   (67)     $ (1,812) (1,879)  
Repurchases of common stock (in shares)           9    
Treasury stock issued under stock purchase plans 1,812         $ 1,812 1,812  
Treasury stock issued under stock purchase plans (in shares)           (9)    
Ending balance at Dec. 31, 2019 $ 2,508,580 $ 4,250 $ 561,521 $ 2,557,336 $ (38,478) $ (576,184) $ 2,508,445 $ 135
Ending balance, shares at Dec. 31, 2019   42,505       17,434    
v3.19.3.a.u2
Basis of Presentation
6 Months Ended
Dec. 31, 2019
Organization Consolidation And Presentation Of Financial Statements [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 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 December 31, 2019 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 11 and 18.

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, 2019.  The results of operations for the three and six months ended December 31, 2019 are not necessarily indicative of the results to be expected for any subsequent interim period or for the full fiscal year.

v3.19.3.a.u2
Recent Accounting Pronouncements
6 Months Ended
Dec. 31, 2019
New Accounting Pronouncements And Changes In Accounting Principles [Abstract]  
Recent Accounting Pronouncements

2.

Recent Accounting Pronouncements

Accounting Standards Updates Issued but Not Yet Adopted

In August 2018, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which aligns the capitalization requirements for implementation costs incurred in a hosting arrangement that is a service contract with the existing capitalization requirements for implementation costs associated with internal-use software (Subtopic 350-40). ASU 2018-15 becomes effective for the Company in the first quarter of FY2021 and may be adopted either retrospectively or prospectively. The Company is currently evaluating the impact of the adoption of this standard on its financial statements.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses, which requires companies to record an allowance for expected credit losses over the contractual term of financial assets, including short-term trade receivables and contract assets, and expands disclosure requirements for credit quality of financial assets. ASU 2016-13 becomes effective for the Company in the first quarter of FY2021. We do not expect a significant impact to our operating results, financial position or cash flows as a result of adopting this new standard.

Accounting Standards Updates Adopted

In February 2016, the FASB issued ASU 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 was effective for the fiscal year, and interim periods within that fiscal year, beginning after December 15, 2018, and requires a modified retrospective approach.

The Company adopted this standard on July 1, 2019.  As part of our implementation, the Company accumulated data required to measure its existing leases, reviewed lease contracts, implemented a new lease accounting solution and evaluated accounting policy and internal control changes.  The Company adopted certain practical expedients provided under ASC 842, including reassessment of whether expired or existing contracts contain leases, reassessment of lease classification for expired or existing leases, reassessing initial direct costs for existing leases, and an election to separate lease from non-lease components.

Upon adoption of ASC 842, the Company recorded right of use assets of $354.3 million and current and non-current lease liabilities of $67.0 million and $331.8 million, respectively, on the consolidated balance sheet, inclusive of required reclassifications for prepaid and deferred rent, lease incentives, and other lease-related balances.  

The impact of adoption on our consolidated balance sheet is as follows (in thousands):

 

 

 

June 30, 2019

As Reported Under

ASC 840

 

 

Adjustments

Due to

ASC 842

 

 

July 1, 2019

Balance

Under ASC 842

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Prepaid expenses and other current assets

 

$

89,652

 

 

$

(3,199

)

 

$

86,453

 

Operating lease right-of-use assets

 

 

 

 

 

354,317

 

 

 

354,317

 

Liabilities and Shareholders' Equity:

 

 

 

 

 

 

 

 

 

 

 

 

Other accrued expenses and current liabilities

 

 

235,611

 

 

 

59,034

 

 

 

294,645

 

Operating lease liabilities, noncurrent

 

 

 

 

 

331,761

 

 

 

331,761

 

Other long-term liabilities

 

 

107,932

 

 

 

(39,677

)

 

 

68,255

 

v3.19.3.a.u2
Summary of Significant Accounting Policies
6 Months Ended
Dec. 31, 2019
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies

3.

Summary of Significant Accounting Policies

The Company enters into contractual arrangements primarily for the use of real estate facilities, information technology equipment, and certain other equipment.  These arrangements contain a lease when the Company controls the underlying asset and has the right to obtain substantially all of the economic benefits or outputs from the asset.  All of our leases are operating leases.

The Company records a right of use (ROU) asset and lease liability as of the lease commencement date equal to the present value of the remaining lease payments.  Most of our leases do not provide an implicit rate that can be readily determined.  Therefore, we use a discount rate based on the Company’s incremental borrowing rate, which is determined using our credit rating and information available as of the commencement date.  The ROU asset is then adjusted for initial direct costs and certain lease incentives included in the contractual arrangement.  The Company has elected to not apply the lease recognition guidance for short-term equipment leases and to separate lease from non-lease components.  Our operating lease arrangements may contain options to extend the lease term or for early termination.  We account for these options when it is reasonably certain we will exercise them.  ROU assets are evaluated for impairment in a manner consistent with the treatment of other long-lived assets.

Operating lease expense is recognized on a straight-line basis over the lease term and is recorded primarily within indirect costs and selling expenses on the consolidated statement of operations.  Variable lease expenses are generally recorded in the period they are incurred and are excluded from the ROU asset and lease liability.

v3.19.3.a.u2
Acquisitions
6 Months Ended
Dec. 31, 2019
Business Combinations [Abstract]  
Acquisitions

4.

Acquisitions

LGS

On March 1, 2019, CACI acquired all of the equity interests of Legos Intermediate Holdings, LLC and MDCP Legos Blocker, Inc., the parent companies of LGS Innovations (LGS).  The purchase consideration was approximately $757.1 million, which includes $759.9 million of cash paid at close net of cash acquired and a $2.8 million net purchase price payment for returnable consideration due from the seller, deferred consideration, and post-close net working capital adjustments.  LGS is a leading provider of SIGINT and cyber products and solutions to the Intelligence Community and Department of Defense.


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 LGS acquisition could necessitate the need to use the full one-year measurement period to adequately analyze and assess several factors used in establishing the asset and liability fair values as of the acquisition date, including intangible assets, receivables, inventory, deferred revenue, deferred taxes, income tax obligations, and certain reserves. Any potential adjustments made could be material in relation to the preliminary values.

During the six months ended December 31, 2019, we continued to obtain information to refine estimated fair values.  As a result of the additional information, the Company recorded measurement period adjustments that primarily increased receivables and goodwill by $1.6 million and $3.7 million, respectively, reduced accrued expenses and other current liabilities by $1.9 million, and increased purchase consideration by $6.6 million.

Other Acquisitions

During the second quarter of FY2020, CACI completed three strategic acquisitions adding key capabilities in the mission expertise and technology areas of our business.  The aggregate purchase consideration was approximately $105.8 million.  The Company preliminarily recognized fair values of the assets acquired and liabilities assumed and allocated $66.4 million to goodwill and $29.5 million to intangible assets.  At December 31, 2019, the Company had not finalized the determination of fair values allocated to assets and liabilities.

v3.19.3.a.u2
Intangible Assets
6 Months Ended
Dec. 31, 2019
Finite Lived Intangible Assets Net [Abstract]  
Intangible Assets

5.

Intangible Assets

 

Intangible assets consisted of the following (in thousands):

 

 

 

December 31,

 

 

June 30,

 

 

 

2019 (1)

 

 

2019

 

Intangible assets:

 

 

 

 

 

 

 

 

Customer contracts and related customer relationships

 

$

576,285

 

 

$

549,552

 

Acquired technologies

 

 

138,176

 

 

 

137,959

 

Other

 

 

813

 

 

 

800

 

Intangible assets

 

 

715,274

 

 

 

688,311

 

Less accumulated amortization:

 

 

 

 

 

 

 

 

Customer contracts and related customer relationships

 

 

(255,474

)

 

 

(236,935

)

Acquired technologies

 

 

(22,438

)

 

 

(14,750

)

Other

 

 

(803

)

 

 

(511

)

Less accumulated amortization

 

 

(278,715

)

 

 

(252,196

)

Total intangible assets, net

 

$

436,559

 

 

$

436,115

 

__________________

 

(1)

During the six months ended December 31, 2019, the Company removed $3.6 million in fully amortized intangible assets.

Intangible assets are primarily amortized on an accelerated basis over periods ranging from one to twenty years.  The weighted-average period of amortization for all customer contracts and related customer relationships as of December 31, 2019 is 16.9 years, and the weighted-average remaining period of amortization is 14.0 years.  The weighted-average period of amortization for acquired technologies as of December 31, 2019 is 10.3 years, and the weighted-average remaining period of amortization is 9.4 years.

 


Expected amortization expense for the remainder of the fiscal year ending June 30, 2020, and for each of the fiscal years thereafter, is as follows (in thousands):

 

Fiscal year ending June 30,

 

Amount

 

2020 (six months)

 

$

29,335

 

2021

 

 

58,358

 

2022

 

 

55,236

 

2023

 

 

50,127

 

2024

 

 

43,337

 

Thereafter

 

 

200,166

 

Total intangible assets, net

 

$

436,559

 

 

v3.19.3.a.u2
Goodwill
6 Months Ended
Dec. 31, 2019
Goodwill And Intangible Assets Disclosure [Abstract]  
Goodwill

6.

Goodwill

The changes in the carrying amount of goodwill for the year ended June 30, 2019 and the six months ended December 31, 2019 are as follows (in thousands):

 

 

 

Domestic

 

 

International

 

 

Total

 

Balance at June 30, 2018

 

$

2,514,520

 

 

$

106,315

 

 

$

2,620,835

 

Goodwill acquired (1)

 

 

710,165

 

 

 

9,038

 

 

 

719,203

 

Foreign currency translation

 

 

 

 

 

(3,959

)

 

 

(3,959

)

Balance at June 30, 2019

 

$

3,224,685

 

 

$

111,394

 

 

$

3,336,079

 

Goodwill acquired (1)

 

 

54,484

 

 

 

17,001

 

 

 

71,485

 

Foreign currency translation

 

 

 

 

 

4,253

 

 

 

4,253

 

Balance at December 31, 2019

 

$

3,279,169

 

 

$

132,648

 

 

$

3,411,817

 

 

 

(1)

Includes goodwill initially allocated to new business combinations as well as measurement period adjustments.

 

v3.19.3.a.u2
Revenue Recognition
6 Months Ended
Dec. 31, 2019
Revenue From Contract With Customer [Abstract]  
Revenue Recognition

7.

Revenue Recognition

We disaggregate our revenue arrangements by contract type, customer, and whether the Company performs on the contract as the prime or subcontractor.  We believe that these categories allow for a better understanding of the nature, amount, timing, and uncertainty of revenue and cash flows arising from our contracts.

Revenue by Contract Type

The Company generated revenue on our cost-plus-fee, firm fixed-price, and time-and-materials contracts as follows during the three and six months ended December 31, 2019 and 2018 (in thousands):

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31, 2019

 

 

December 31, 2019

 

 

 

Domestic

 

 

International

 

 

Total

 

 

Domestic

 

 

International

 

 

Total

 

Cost-plus-fee

 

$

818,477

 

 

$

 

 

$

818,477

 

 

$

1,566,191

 

 

$

 

 

$

1,566,191

 

Firm fixed-price

 

 

361,016

 

 

 

27,851

 

 

 

388,867

 

 

 

752,552

 

 

 

54,291

 

 

 

806,843

 

Time and materials

 

 

174,300

 

 

 

13,825

 

 

 

188,125

 

 

 

359,823

 

 

 

26,004

 

 

 

385,827

 

Total

 

$

1,353,793

 

 

$

41,676

 

 

$

1,395,469

 

 

$

2,678,566

 

 

$

80,295

 

 

$

2,758,861

 

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31, 2018

 

 

December 31, 2018

 

 

 

Domestic

 

 

International

 

 

Total

 

 

Domestic

 

 

International

 

 

Total

 

Cost-plus-fee

 

$

657,050

 

 

$

 

 

$

657,050

 

 

$

1,298,577

 

 

$

 

 

$

1,298,577

 

Firm fixed-price

 

 

313,018

 

 

 

24,356

 

 

 

337,374

 

 

 

634,089

 

 

 

47,289

 

 

 

681,378

 

Time and materials

 

 

172,484

 

 

 

14,733

 

 

 

187,217

 

 

 

336,409

 

 

 

31,141

 

 

 

367,550

 

Total

 

$

1,142,552

 

 

$

39,089

 

 

$

1,181,641

 

 

$

2,269,075

 

 

$

78,430

 

 

$

2,347,505

 

Customer Information

The Company generated revenue from our primary customer groups as follows during the three and six months ended December 31, 2019 and 2018 (in thousands):

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31, 2019

 

 

December 31, 2019

 

 

 

Domestic

 

 

International

 

 

Total

 

 

Domestic

 

 

International

 

 

Total

 

Department of Defense

 

$

990,381

 

 

$

 

 

$

990,381

 

 

$

1,928,021

 

 

$

 

 

$

1,928,021

 

Federal civilian agencies

 

 

342,029

 

 

 

 

 

 

342,029

 

 

 

706,022

 

 

 

 

 

 

706,022

 

Commercial and other

 

 

21,383

 

 

 

41,676

 

 

 

63,059

 

 

 

44,523

 

 

 

80,295

 

 

 

124,818

 

Total

 

$

1,353,793

 

 

$

41,676

 

 

$

1,395,469

 

 

$

2,678,566

 

 

$

80,295

 

 

$

2,758,861

 

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31, 2018

 

 

December 31, 2018

 

 

 

Domestic

 

 

International

 

 

Total

 

 

Domestic

 

 

International

 

 

Total

 

Department of Defense

 

$

834,797

 

 

$

 

 

$

834,797

 

 

$

1,653,063

 

 

$

 

 

$

1,653,063

 

Federal civilian agencies

 

 

287,915

 

 

 

 

 

 

287,915

 

 

 

580,117

 

 

 

 

 

 

580,117

 

Commercial and other

 

 

19,840

 

 

 

39,089

 

 

 

58,929

 

 

 

35,895

 

 

 

78,430

 

 

 

114,325

 

Total

 

$

1,142,552

 

 

$

39,089

 

 

$

1,181,641

 

 

$

2,269,075

 

 

$

78,430

 

 

$

2,347,505

 

Prime or Subcontractor

The Company generated revenue as either the prime or subcontractor as follows during the three and six months ended December 31, 2019 and 2018 (in thousands):

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31, 2019

 

 

December 31, 2019

 

 

 

Domestic

 

 

International

 

 

Total

 

 

Domestic

 

 

International

 

 

Total

 

Prime contractor

 

$

1,227,317

 

 

$

41,676

 

 

$

1,268,993

 

 

$

2,424,951

 

 

$

80,295

 

 

$

2,505,246

 

Subcontractor

 

 

126,476

 

 

 

 

 

 

126,476

 

 

 

253,615

 

 

 

 

 

 

253,615

 

Total

 

$

1,353,793

 

 

$

41,676

 

 

$

1,395,469

 

 

$

2,678,566

 

 

$

80,295

 

 

$

2,758,861

 

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31, 2018

 

 

December 31, 2018

 

 

 

Domestic

 

 

International

 

 

Total

 

 

Domestic

 

 

International

 

 

Total

 

Prime contractor

 

$

1,052,867

 

 

$

39,089

 

 

$

1,091,956

 

 

$

2,103,398

 

 

$

78,430

 

 

$

2,181,828

 

Subcontractor

 

 

89,685

 

 

 

 

 

 

89,685

 

 

 

165,677

 

 

 

 

 

 

165,677

 

Total

 

$

1,142,552

 

 

$

39,089

 

 

$

1,181,641

 

 

$

2,269,075

 

 

$

78,430

 

 

$

2,347,505

 


Significant Estimates

For many of our fixed price revenue arrangements and for revenue arrangements that have award or incentive fees, the Company uses an estimate at completion (EAC) to measure progress towards the complete satisfaction of its performance obligations.  For these revenue arrangements, revenue is recognized over time primarily using a cost-to-cost input method based on the ratio of costs incurred to date to total estimated costs at completion. The EAC process requires the Company to use professional judgment when assessing risks, estimating contract revenue and costs, estimating variable consideration, and making assumptions for schedule and technical issues.  The Company periodically reassesses its EAC assumptions and updates its estimates as needed.  When estimates of total costs to be incurred on a contract exceed total revenue, a provision for the entire loss on the contract is recorded in the period in which the loss is determined.

Based on changes in a contract’s EAC, a cumulative adjustment to revenue will be recorded.  For the three and six months ended December 31, 2019, we recognized an increase to income before income taxes of $17.2 million ($0.50 per diluted share) and $23.8 million ($0.69 per diluted share), respectively, compared with $4.2 million ($0.12 per diluted share) and $10.6 million ($0.31 per diluted share) for the three and six months ended December 31, 2018, respectively, from EAC adjustments.  The Company used its statutory tax rate when calculating the impact to diluted earnings per share.

Revenue recognized from previously satisfied performance obligations was $9.8 million and $10.2 million for the three and six months ended December 31, 2019, respectively, compared with an immaterial amount for the three and six months ended December 31, 2018.  The change in revenue generally relates to final true-up adjustments to our estimated award or incentive fees in the period in which we receive the customer’s final performance score or when we can determine that more objective, contractually-defined criteria have been fully satisfied.  During the three months ended December 31, 2019, the Company received notification that certain contract close out risks had been mitigated on previously satisfied performance obligations and therefore recorded a reduction to its established reserve amount.

Remaining Performance Obligations

The Company’s remaining performance obligations balance as of period end represents the expected revenue to be recognized for the satisfaction of remaining performance obligations on our existing contracts.  This balance excludes unexercised contract option years and task orders that may be issued underneath an Indefinite Delivery/Indefinite Quantity (IDIQ) vehicle until such task orders are awarded.  The remaining performance obligations balance generally increases with the execution of new contracts and converts into revenue as our contractual performance obligations are satisfied.  

The Company continues to monitor this balance as it is subject to change from execution of new contracts, contract modifications or extensions, government deobligations, or early terminations.  Based on this analysis, an adjustment to the period end balance may be required.  Our remaining performance obligations balance as of December 31, 2019 was $6.4 billion.

The Company expects to recognize approximately 84 percent of our remaining performance obligations balance as revenue over the next twelve months and the remaining 16 percent thereafter.

 

v3.19.3.a.u2
Contract Balances
6 Months Ended
Dec. 31, 2019
Revenue From Contract With Customer [Abstract]  
Contract Balances

8.

Contract Balances

Contract assets are primarily comprised of unbilled receivables in which revenue has been recognized but our right to consideration is conditional on factors other than the passage of time.  Contract assets exclude billed and billable receivables.

The incremental costs of obtaining a contract (e.g. sales commissions) are capitalized as an asset when the Company expects to recover them either directly or indirectly through the revenue arrangement’s profit margins.  These capitalized costs are subsequently expensed over the revenue arrangement’s period of performance.  Contract assets are not stated above their net realizable value.

Contract liabilities are primarily comprised of advance payments in which consideration is received in advance of satisfying a performance obligation.  The advance payment is subsequently recognized into revenue as the performance obligation is satisfied.

Net contract assets (liabilities) consisted of the following (in thousands):

 

 

 

 

 

December 31,

 

 

June 30,

 

Description of Contract Related Balance

 

Financial Statement Classification

 

2019

 

 

2019

 

Contract assets – current:

 

 

 

 

 

 

 

 

 

 

Unbilled receivables

 

Accounts receivable, net

 

$

86,692

 

 

$

90,073

 

Costs to obtain – short-term

 

Prepaid expenses and other current assets

 

 

3,138

 

 

 

2,685

 

Contract assets – noncurrent:

 

 

 

 

 

 

 

 

 

 

Unbilled receivables

 

Accounts receivable, long-term

 

 

9,702

 

 

 

7,381

 

Costs to obtain – long-term

 

Other long-term assets

 

 

7,164

 

 

 

5,353

 

Contract liabilities – current:

 

 

 

 

 

 

 

 

 

 

Deferred revenue and other contract liabilities – short-term

 

Other accrued expenses and current liabilities

 

 

(65,219

)

 

 

(55,667

)

Contract liabilities – noncurrent:

 

 

 

 

 

 

 

 

 

 

Deferred revenue and other contract liabilities – long-term

 

Other long-term liabilities

 

 

(6,916

)

 

 

(7,445

)

Net contract assets (liabilities)

 

 

 

$

34,561

 

 

$

42,380

 

 

During the three and six months ended December 31, 2019, we recognized $12.1 million and $38.7 million of revenue, respectively, that was included in a previously recorded contract liability as of the beginning of the period.

v3.19.3.a.u2
Inventories
6 Months Ended
Dec. 31, 2019
Inventory Disclosure [Abstract]  
Inventories

9.

Inventories

Inventories consisted of the following (in thousands):

 

 

 

 

December 31,

 

 

June 30,

 

 

 

 

2019

 

 

2019

 

Materials, purchased parts and supplies

 

 

$

37,421

 

 

$

37,368

 

Work in process

 

 

 

10,062

 

 

 

6,021

 

Finished goods

 

 

 

10,373

 

 

 

3,834

 

Total

 

 

$

57,856

 

 

$

47,223

 

Inventories are stated at the lower of cost or net realizable value and are included in prepaid expenses and other current assets on the accompanying consolidated balance sheets.  The Company periodically assesses its current inventory balances and records a provision for damaged, deteriorated, or obsolete inventory based on historical patterns and forecasted sales.

 

v3.19.3.a.u2
Sales of Receivables
6 Months Ended
Dec. 31, 2019
Transfers And Servicing Of Financial Assets [Abstract]  
Sales of Receivables

10.

Sales of Receivables

On December 27, 2019, the Company amended its Master Accounts Receivable Purchase Agreement (MARPA) with MUFG Bank, Ltd. (the Purchaser), for the sale of certain designated eligible U.S. government receivables.  The amendment extended the term of the MARPA to December 24, 2020.  Under the MARPA, the Company can sell eligible receivables, including certain billed and unbilled receivables up to a maximum amount of $200.0 million.  The Company’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 December 31, 2019.  Proceeds from the sold receivables are reflected in our operating cash flows on the statement of cash flows.

MARPA activity consisted of the following (in thousands):

 

 

 

As of and for the

 

 

 

Six Months Ended

 

 

 

December 31, 2019

 

Outstanding balance – June 30, 2019:

 

$

192,527

 

Sales of receivables

 

 

1,144,293

 

Cash collections

 

 

(1,139,382

)

Outstanding balance sold to Purchaser – December 31, 2019: (1)

 

 

197,438

 

Cash collected, not remitted to Purchaser (2)

 

 

(53,904

)

Remaining sold receivables

 

$

143,534

 

 

 

(1)

For the six months ended December 31, 2019, the Company recorded a cash inflow in its cash flows from operating activities of $4.9 million from sold receivables.  The cash inflow is calculated as the change in the outstanding balance of sold receivables as of December 31, 2019, compared with the outstanding balance as of June 30, 2019.

 

(2)

Includes the cash collected on behalf of but not yet remitted to the Purchaser as of December 31, 2019.  This balance represents an obligation to the Purchaser and is included in other accrued expenses and current liabilities in the accompanying consolidated balance sheet.

v3.19.3.a.u2
Long-term Debt
6 Months Ended
Dec. 31, 2019
Long Term Debt [Abstract]  
Long-term Debt

11.

Long-term Debt 

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

 

 

 

December 31,

 

 

June 30,

 

 

 

2019

 

 

2019

 

Bank credit facility – term loans

 

$

868,015

 

 

$

891,475

 

Bank credit facility – revolver loans

 

 

740,000

 

 

 

785,000

 

Principal amount of long-term debt

 

 

1,608,015

 

 

 

1,676,475

 

Less unamortized discounts and debt issuance costs

 

 

(10,286

)

 

 

(11,462

)

Total long-term debt

 

 

1,597,729

 

 

 

1,665,013

 

Less current portion

 

 

(46,920

)

 

 

(46,920

)

Long-term debt, net of current portion

 

$

1,550,809

 

 

$

1,618,093

 

Bank Credit Facility

The Company has a $2,438.4 million credit facility (the Credit Facility), which consists of an $1,500.0 million revolving credit facility (the Revolving Facility) and a $938.4 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 $1,500.0 million. As of December 31, 2019, the Company had $740.0 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 $11.7 million until the balance is due in full on June 30, 2024. As of December 31, 2019, the Company had $868.0 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 December 31, 2019, 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 3.12 percent.

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 December 31, 2019, 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.

The aggregate maturities of long-term debt at December 31, 2019 are as follows (in thousands):

 

Twelve months ending December 31,

 

 

 

 

2020

 

$

46,920

 

2021

 

 

46,920

 

2022

 

 

46,920

 

2023

 

 

46,920

 

2024

 

 

1,420,335

 

Principal amount of long-term debt

 

 

1,608,015

 

Less unamortized discounts and debt issuance costs

 

 

(10,286

)

Total long-term debt

 

$

1,597,729

 

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 $900.0 million which hedge a portion of the Company’s floating rate indebtedness.  The swaps mature at various dates through 2026.  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 six months ended December 31, 2019 and 2018 is as follows (in thousands):

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

Gain (loss) recognized in other comprehensive income

 

$

3,557

 

 

$

(2,598

)

 

$

(639

)

 

$

(1,573

)

Amounts reclassified to earnings from accumulated

   other comprehensive loss

 

 

178

 

 

 

(1,180

)

 

 

(590

)

 

 

(1,988

)

Net current period other comprehensive income (loss)

 

$

3,735

 

 

$

(3,778

)

 

$

(1,229

)

 

$

(3,561

)

 

v3.19.3.a.u2
Leases
6 Months Ended
Dec. 31, 2019
Leases [Abstract]  
Leases

12.

Leases

All of the Company’s leases are operating leases. The current portion of operating lease liabilities is included in other accrued expenses and current liabilities in our consolidated balance sheets. Lease balances in our consolidated balance sheet are as follows (in thousands):

 

 

 

December 31,

2019

 

Operating lease right-of-use assets

 

$

347,515

 

 

 

 

 

 

Operating lease liabilities, current

 

 

66,692

 

Operating lease liabilities, noncurrent

 

 

325,883

 

 

 

$

392,575

 

The Company’s total lease cost is recorded primarily within indirect costs and selling expenses and had the following impact on the consolidated statement of operations (in thousands):

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31, 2019

 

 

December 31, 2019

 

Operating lease cost

 

$

21,382

 

 

$

42,588

 

Short-term and variable lease cost

 

 

3,623

 

 

 

6,993

 

Sublease income

 

 

(438

)

 

 

(902

)

Total lease cost

 

$

24,567

 

 

$

48,679

 

 

The Company’s future minimum lease payments under non-cancelable operating leases for the remainder of the fiscal year ending June 30, 2020, and for each of the fiscal years thereafter, are as follows (in thousands):  

 

Fiscal year ending June 30,

 

 

 

 

2020 (six months)

 

$

36,834

 

2021

 

 

81,978

 

2022

 

 

69,921

 

2023

 

 

60,464

 

2024

 

 

49,391

 

Thereafter

 

 

140,656

 

Total undiscounted lease payments

 

 

439,244

 

Less:  imputed interest

 

 

(46,669

)

Total discounted lease liabilities

 

$

392,575

 

The weighted-average remaining lease term (in years) and weighted-average discount rate was 6.45 years and 3.35 percent, respectively.

Cash paid for operating leases was $44.4 million for the six months ended December 31, 2019.  During the six months ended December 31, 2019 operating lease liabilities arising from obtaining new ROU assets was $28.6 million, which includes all noncash changes arising from new or remeasured operating lease arrangements.

v3.19.3.a.u2
Commitments and Contingencies
6 Months Ended
Dec. 31, 2019
Commitments And Contingencies Disclosure [Abstract]  
Commitments and Contingencies

13.

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 T&M 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 2018.  We are still negotiating the results of prior years’ audits with the respective cognizant contracting officers and believe our reserves for such are adequate. 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.

v3.19.3.a.u2
Stock-Based Compensation
6 Months Ended
Dec. 31, 2019
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Stock-Based Compensation

14.

Stock-Based Compensation

For the six months ended December 31, 2019 and 2018, the Company recognized $14.5 million and $12.0 million of stock-based compensation, respectively, that was related to restricted stock units (RSUs).  The stock-based compensation was included in indirect costs and selling expenses in the consolidated statements of operations.

 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.

The Company granted performance-based stock awards to key employees in October of 2019, October of 2018 and September of 2017. The final number of PRSUs that are earned by participants and vest is based on the achievement of a specified EPS for the fiscal year and on the average share price for the 90-day period ended for the following three years. If the 90-day average share price of the Company’s stock in years one, two and three exceeds the 90-day average share price at the grant date by 100 percent or more the number of shares ultimately awarded could range up to 200 percent of the specified target award. In addition to the performance and market conditions, there is a service vesting condition that stipulates 50 percent of the award will vest approximately three years from the grant date and 50 percent will vest approximately four years from the grant date, depending on the award date.

The annual performance-based awards granted for each of the fiscal years presented were as follows:

 

 

 

Performance-based stock awards granted

 

 

Number of additional shares earned under performance-based stock awards

 

Fiscal year 2020

 

 

108,844

 

 

 

 

Fiscal year 2019

 

 

129,108

 

 

 

5,874

 

Fiscal year 2018

 

 

185,056

 

 

 

51,808

 

 

The total number of shares authorized by shareholders for grants under the 2016 Plan and its predecessor plan is 1,200,000 plus any forfeitures from the 2006 Plan. The aggregate number of grants that may be made may exceed this approved amount as forfeited RSUs become available for future grants. As of December 31, 2019, cumulative grants of 855,895 equity instruments underlying the shares authorized have been awarded, and 174,418 of these instruments have been forfeited.

Activity related to RSUs during the six months ended December 31, 2019 is as follows:

 

 

 

RSUs

 

Unvested at June 30, 2019

 

 

628,806

 

Granted

 

 

263,007

 

Vested

 

 

(319,710

)

Forfeited

 

 

(36,235

)

Unvested at December 31, 2019

 

 

535,868

 

 

As of December 31, 2019, there was $58.0 million of total unrecognized compensation costs related to RSUs scheduled to be recognized over a weighted-average period of 2.8 years.

v3.19.3.a.u2
Earnings Per Share
6 Months Ended
Dec. 31, 2019
Earnings Per Share [Abstract]  
Earnings Per Share

15.

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

 

 

Six Months Ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

Net income

 

$

79,195

 

 

$

68,596

 

 

$

147,172

 

 

$

147,429

 

Weighted-average number of basic shares outstanding

   during the period

 

 

25,065

 

 

 

24,856

 

 

 

24,979

 

 

 

24,796

 

Dilutive effect of RSUs after application of treasury

   stock method

 

 

370

 

 

 

482

 

 

 

504

 

 

 

585

 

Weighted-average number of diluted shares outstanding

   during the period

 

 

25,435

 

 

 

25,338

 

 

 

25,483

 

 

 

25,381

 

Basic earnings per share

 

$

3.16

 

 

$

2.76

 

 

$

5.89

 

 

$

5.95

 

Diluted earnings per share

 

$

3.11

 

 

$

2.71

 

 

$

5.78

 

 

$

5.81

 

 

v3.19.3.a.u2
Income Taxes
6 Months Ended
Dec. 31, 2019
Income Tax Disclosure [Abstract]  
Income Taxes

16.

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 the year 2015, one state jurisdiction for the years 2011 through 2017 and one foreign jurisdiction for the years 2011 through 2015.  The Company does not expect resolution of these examinations to have a material impact on its results of operations, financial condition or cash flows.

The Company’s total liability for unrecognized tax benefits as of December 31, 2019 and June 30, 2019 was $1.8 million and $1.5 million, respectively. The $1.8 million unrecognized tax benefit at December 31, 2019, if recognized, would positively impact the Company’s effective tax rate.

The effective income tax rate was 17.1 percent and 17.7 percent for the three and six months ended December 31, 2019, respectively, compared with 26.1 percent and 19.7 percent, respectively, for the three and six months ended December 31, 2018.  For the three months ended December 31, 2019, the Company’s effective income tax rate decreased primarily due to the timing of excess tax benefits under ASU 2016-09, Stock Compensation.  For the six months ended December 31, 2019, the Company’s effective income tax rate decreased primarily due to the amount of excess tax benefits under ASU 2016-09. If gains or losses on the value of assets invested in COLI throughout the rest of the current fiscal year vary from our estimates, our FY2020 effective tax rate will fluctuate in future quarters for the year ending June 30, 2020.

v3.19.3.a.u2
Business Segment Information
6 Months Ended
Dec. 31, 2019
Segment Reporting [Abstract]  
Business Segment Information

17.

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 commercial enterprises.  The Company places employees in locations around the world in support of its customers. 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. Summarized financial information concerning the Company’s reportable segments is as follows (in thousands):

 

 

 

Domestic

Operations

 

 

International

Operations

 

 

Total

 

Three Months Ended December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from external customers

 

$

1,353,793

 

 

$

41,676

 

 

$

1,395,469

 

Net income

 

 

74,684

 

 

 

4,511

 

 

 

79,195

 

Three Months Ended December 31, 2018

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from external customers

 

$

1,142,552

 

 

$

39,089

 

 

$

1,181,641

 

Net income

 

 

64,557

 

 

 

4,039

 

 

 

68,596

 

Six Months Ended December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from external customers

 

$

2,678,566

 

 

$

80,295

 

 

$

2,758,861

 

Net income

 

 

138,895

 

 

 

8,277

 

 

 

147,172

 

Six Months Ended December 31, 2018

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from external customers

 

$

2,269,075

 

 

$

78,430

 

 

$

2,347,505

 

Net income

 

 

140,006

 

 

 

7,423

 

 

 

147,429

 

 

v3.19.3.a.u2
Fair Value of Financial Instruments
6 Months Ended
Dec. 31, 2019
Fair Value Disclosures [Abstract]  
Fair Value of Financial Instruments

18.

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 December 31, 2019 and June 30, 2019, and the level they fall within the fair value hierarchy (in thousands):

 

 

 

 

 

 

 

December 31,

 

 

June 30,

 

 

 

Financial Statement

 

Fair Value

 

2019

 

 

2019

 

Description of Financial Instrument

 

Classification

 

Hierarchy

 

Fair Value

 

Contingent consideration

 

Other accrued expenses and

   current liabilities

 

Level 3

 

$

14,900

 

 

$

12,000

 

Interest rate swap agreements

 

Other long-term assets

 

Level 2

 

$

1,064

 

 

$

2,081

 

Interest rate swap agreements

 

Other accrued expenses and

   current liabilities

 

Level 2

 

$

1

 

 

$

43

 

Interest rate swap agreements

 

Other long-term liabilities

 

Level 2

 

$

12,957

 

 

$

12,264

 

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 prior fiscal years 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 six months ended December 31, 2019, this remeasurement resulted in a $2.9 million change to the liability recorded.

v3.19.3.a.u2
Summary of Significant Accounting Policies (Policies)
6 Months Ended
Dec. 31, 2019
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 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 December 31, 2019 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 11 and 18.

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, 2019.  The results of operations for the three and six months ended December 31, 2019 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

Accounting Standards Updates Issued but Not Yet Adopted

In August 2018, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which aligns the capitalization requirements for implementation costs incurred in a hosting arrangement that is a service contract with the existing capitalization requirements for implementation costs associated with internal-use software (Subtopic 350-40). ASU 2018-15 becomes effective for the Company in the first quarter of FY2021 and may be adopted either retrospectively or prospectively. The Company is currently evaluating the impact of the adoption of this standard on its financial statements.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses, which requires companies to record an allowance for expected credit losses over the contractual term of financial assets, including short-term trade receivables and contract assets, and expands disclosure requirements for credit quality of financial assets. ASU 2016-13 becomes effective for the Company in the first quarter of FY2021. We do not expect a significant impact to our operating results, financial position or cash flows as a result of adopting this new standard.

Accounting Standards Updates Adopted

In February 2016, the FASB issued ASU 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 was effective for the fiscal year, and interim periods within that fiscal year, beginning after December 15, 2018, and requires a modified retrospective approach.

The Company adopted this standard on July 1, 2019.  As part of our implementation, the Company accumulated data required to measure its existing leases, reviewed lease contracts, implemented a new lease accounting solution and evaluated accounting policy and internal control changes.  The Company adopted certain practical expedients provided under ASC 842, including reassessment of whether expired or existing contracts contain leases, reassessment of lease classification for expired or existing leases, reassessing initial direct costs for existing leases, and an election to separate lease from non-lease components.

Upon adoption of ASC 842, the Company recorded right of use assets of $354.3 million and current and non-current lease liabilities of $67.0 million and $331.8 million, respectively, on the consolidated balance sheet, inclusive of required reclassifications for prepaid and deferred rent, lease incentives, and other lease-related balances.  

The impact of adoption on our consolidated balance sheet is as follows (in thousands):

 

 

 

June 30, 2019

As Reported Under

ASC 840

 

 

Adjustments

Due to

ASC 842

 

 

July 1, 2019

Balance

Under ASC 842

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Prepaid expenses and other current assets

 

$

89,652

 

 

$

(3,199

)

 

$

86,453

 

Operating lease right-of-use assets

 

 

 

 

 

354,317

 

 

 

354,317

 

Liabilities and Shareholders' Equity:

 

 

 

 

 

 

 

 

 

 

 

 

Other accrued expenses and current liabilities

 

 

235,611

 

 

 

59,034

 

 

 

294,645

 

Operating lease liabilities, noncurrent

 

 

 

 

 

331,761

 

 

 

331,761

 

Other long-term liabilities

 

 

107,932

 

 

 

(39,677

)

 

 

68,255

 

v3.19.3.a.u2
Recent Accounting Pronouncements (Tables)
6 Months Ended
Dec. 31, 2019
ASU 2016-02  
Impact of Adoption of ASC 842

The impact of adoption on our consolidated balance sheet is as follows (in thousands):

 

 

 

June 30, 2019

As Reported Under

ASC 840

 

 

Adjustments

Due to

ASC 842

 

 

July 1, 2019

Balance

Under ASC 842

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Prepaid expenses and other current assets

 

$

89,652

 

 

$

(3,199

)

 

$

86,453

 

Operating lease right-of-use assets

 

 

 

 

 

354,317

 

 

 

354,317

 

Liabilities and Shareholders' Equity:

 

 

 

 

 

 

 

 

 

 

 

 

Other accrued expenses and current liabilities

 

 

235,611

 

 

 

59,034

 

 

 

294,645

 

Operating lease liabilities, noncurrent

 

 

 

 

 

331,761

 

 

 

331,761

 

Other long-term liabilities

 

 

107,932

 

 

 

(39,677

)

 

 

68,255

 

v3.19.3.a.u2
Intangible Assets (Tables)
6 Months Ended
Dec. 31, 2019
Finite Lived Intangible Assets Net [Abstract]  
Schedule of Intangible Assets

Intangible assets consisted of the following (in thousands):

 

 

 

December 31,

 

 

June 30,

 

 

 

2019 (1)

 

 

2019

 

Intangible assets:

 

 

 

 

 

 

 

 

Customer contracts and related customer relationships

 

$

576,285

 

 

$

549,552

 

Acquired technologies

 

 

138,176

 

 

 

137,959

 

Other

 

 

813

 

 

 

800

 

Intangible assets

 

 

715,274

 

 

 

688,311

 

Less accumulated amortization:

 

 

 

 

 

 

 

 

Customer contracts and related customer relationships

 

 

(255,474

)

 

 

(236,935

)

Acquired technologies

 

 

(22,438

)

 

 

(14,750

)

Other

 

 

(803

)

 

 

(511

)

Less accumulated amortization

 

 

(278,715

)

 

 

(252,196

)

Total intangible assets, net

 

$

436,559

 

 

$

436,115

 

__________________

 

(1)

During the six months ended December 31, 2019, the Company removed $3.6 million in fully amortized intangible assets.

Expected Amortization Expense

 


Expected amortization expense for the remainder of the fiscal year ending June 30, 2020, and for each of the fiscal years thereafter, is as follows (in thousands):

 

Fiscal year ending June 30,

 

Amount

 

2020 (six months)

 

$

29,335

 

2021

 

 

58,358

 

2022

 

 

55,236

 

2023

 

 

50,127

 

2024

 

 

43,337

 

Thereafter

 

 

200,166

 

Total intangible assets, net

 

$

436,559

 

 

v3.19.3.a.u2
Goodwill (Tables)
6 Months Ended
Dec. 31, 2019
Goodwill And Intangible Assets Disclosure [Abstract]  
Roll Forward of Goodwill

The changes in the carrying amount of goodwill for the year ended June 30, 2019 and the six months ended December 31, 2019 are as follows (in thousands):

 

 

 

Domestic

 

 

International

 

 

Total

 

Balance at June 30, 2018

 

$

2,514,520

 

 

$

106,315

 

 

$

2,620,835

 

Goodwill acquired (1)

 

 

710,165

 

 

 

9,038

 

 

 

719,203

 

Foreign currency translation

 

 

 

 

 

(3,959

)

 

 

(3,959

)

Balance at June 30, 2019

 

$

3,224,685

 

 

$

111,394

 

 

$

3,336,079

 

Goodwill acquired (1)

 

 

54,484

 

 

 

17,001

 

 

 

71,485

 

Foreign currency translation

 

 

 

 

 

4,253

 

 

 

4,253

 

Balance at December 31, 2019

 

$

3,279,169

 

 

$

132,648

 

 

$

3,411,817

 

 

 

(1)

Includes goodwill initially allocated to new business combinations as well as measurement period adjustments.

v3.19.3.a.u2
Revenue Recognition (Tables)
6 Months Ended
Dec. 31, 2019
Revenue From Contract With Customer [Abstract]  
Disaggregation of Revenue by Contract Type, Customer Information and Prime or Subcontractor

Revenue by Contract Type

The Company generated revenue on our cost-plus-fee, firm fixed-price, and time-and-materials contracts as follows during the three and six months ended December 31, 2019 and 2018 (in thousands):

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31, 2019

 

 

December 31, 2019

 

 

 

Domestic

 

 

International

 

 

Total

 

 

Domestic

 

 

International

 

 

Total

 

Cost-plus-fee

 

$

818,477

 

 

$

 

 

$

818,477

 

 

$

1,566,191

 

 

$

 

 

$

1,566,191

 

Firm fixed-price

 

 

361,016

 

 

 

27,851

 

 

 

388,867

 

 

 

752,552

 

 

 

54,291

 

 

 

806,843

 

Time and materials

 

 

174,300

 

 

 

13,825

 

 

 

188,125

 

 

 

359,823

 

 

 

26,004

 

 

 

385,827

 

Total

 

$

1,353,793

 

 

$

41,676

 

 

$

1,395,469

 

 

$

2,678,566

 

 

$

80,295

 

 

$

2,758,861

 

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31, 2018

 

 

December 31, 2018

 

 

 

Domestic

 

 

International

 

 

Total

 

 

Domestic

 

 

International

 

 

Total

 

Cost-plus-fee

 

$

657,050

 

 

$

 

 

$

657,050

 

 

$

1,298,577

 

 

$

 

 

$

1,298,577

 

Firm fixed-price

 

 

313,018

 

 

 

24,356

 

 

 

337,374

 

 

 

634,089

 

 

 

47,289

 

 

 

681,378

 

Time and materials

 

 

172,484

 

 

 

14,733

 

 

 

187,217

 

 

 

336,409

 

 

 

31,141

 

 

 

367,550

 

Total

 

$

1,142,552

 

 

$

39,089

 

 

$

1,181,641

 

 

$

2,269,075

 

 

$

78,430

 

 

$

2,347,505

 

Customer Information

The Company generated revenue from our primary customer groups as follows during the three and six months ended December 31, 2019 and 2018 (in thousands):

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31, 2019

 

 

December 31, 2019

 

 

 

Domestic

 

 

International

 

 

Total

 

 

Domestic

 

 

International

 

 

Total

 

Department of Defense

 

$

990,381

 

 

$

 

 

$

990,381

 

 

$

1,928,021

 

 

$

 

 

$

1,928,021

 

Federal civilian agencies

 

 

342,029

 

 

 

 

 

 

342,029

 

 

 

706,022

 

 

 

 

 

 

706,022

 

Commercial and other

 

 

21,383

 

 

 

41,676

 

 

 

63,059

 

 

 

44,523

 

 

 

80,295

 

 

 

124,818

 

Total

 

$

1,353,793

 

 

$

41,676

 

 

$

1,395,469

 

 

$

2,678,566

 

 

$

80,295

 

 

$

2,758,861

 

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31, 2018

 

 

December 31, 2018

 

 

 

Domestic

 

 

International

 

 

Total

 

 

Domestic

 

 

International

 

 

Total

 

Department of Defense

 

$

834,797

 

 

$

 

 

$

834,797

 

 

$

1,653,063

 

 

$

 

 

$

1,653,063

 

Federal civilian agencies

 

 

287,915

 

 

 

 

 

 

287,915

 

 

 

580,117

 

 

 

 

 

 

580,117

 

Commercial and other

 

 

19,840

 

 

 

39,089

 

 

 

58,929

 

 

 

35,895

 

 

 

78,430

 

 

 

114,325

 

Total

 

$

1,142,552

 

 

$

39,089

 

 

$

1,181,641

 

 

$

2,269,075

 

 

$

78,430

 

 

$

2,347,505

 

Prime or Subcontractor

The Company generated revenue as either the prime or subcontractor as follows during the three and six months ended December 31, 2019 and 2018 (in thousands):

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31, 2019

 

 

December 31, 2019

 

 

 

Domestic

 

 

International

 

 

Total

 

 

Domestic

 

 

International

 

 

Total

 

Prime contractor

 

$

1,227,317

 

 

$

41,676

 

 

$

1,268,993

 

 

$

2,424,951

 

 

$

80,295

 

 

$

2,505,246

 

Subcontractor

 

 

126,476

 

 

 

 

 

 

126,476

 

 

 

253,615

 

 

 

 

 

 

253,615

 

Total

 

$

1,353,793

 

 

$

41,676

 

 

$

1,395,469

 

 

$

2,678,566

 

 

$

80,295

 

 

$

2,758,861

 

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31, 2018

 

 

December 31, 2018

 

 

 

Domestic

 

 

International

 

 

Total

 

 

Domestic

 

 

International

 

 

Total

 

Prime contractor

 

$

1,052,867

 

 

$

39,089

 

 

$

1,091,956

 

 

$

2,103,398

 

 

$

78,430

 

 

$

2,181,828

 

Subcontractor

 

 

89,685

 

 

 

 

 

 

89,685

 

 

 

165,677

 

 

 

 

 

 

165,677

 

Total

 

$

1,142,552

 

 

$

39,089

 

 

$

1,181,641

 

 

$

2,269,075

 

 

$

78,430

 

 

$

2,347,505

 


v3.19.3.a.u2
Contract Balances (Tables)
6 Months Ended
Dec. 31, 2019
Revenue From Contract With Customer [Abstract]  
Contract Assets and Liabilities

Net contract assets (liabilities) consisted of the following (in thousands):

 

 

 

 

 

December 31,

 

 

June 30,

 

Description of Contract Related Balance

 

Financial Statement Classification

 

2019

 

 

2019

 

Contract assets – current:

 

 

 

 

 

 

 

 

 

 

Unbilled receivables

 

Accounts receivable, net

 

$

86,692

 

 

$

90,073

 

Costs to obtain – short-term

 

Prepaid expenses and other current assets

 

 

3,138

 

 

 

2,685

 

Contract assets – noncurrent:

 

 

 

 

 

 

 

 

 

 

Unbilled receivables

 

Accounts receivable, long-term

 

 

9,702

 

 

 

7,381

 

Costs to obtain – long-term

 

Other long-term assets

 

 

7,164

 

 

 

5,353

 

Contract liabilities – current:

 

 

 

 

 

 

 

 

 

 

Deferred revenue and other contract liabilities – short-term

 

Other accrued expenses and current liabilities

 

 

(65,219

)

 

 

(55,667

)

Contract liabilities – noncurrent:

 

 

 

 

 

 

 

 

 

 

Deferred revenue and other contract liabilities – long-term

 

Other long-term liabilities

 

 

(6,916

)

 

 

(7,445

)

Net contract assets (liabilities)

 

 

 

$

34,561

 

 

$

42,380

 

 

v3.19.3.a.u2
Inventories (Tables)
6 Months Ended
Dec. 31, 2019
Inventory Disclosure [Abstract]  
Components of Inventories

Inventories consisted of the following (in thousands):

 

 

 

 

December 31,

 

 

June 30,

 

 

 

 

2019

 

 

2019

 

Materials, purchased parts and supplies

 

 

$

37,421

 

 

$

37,368

 

Work in process

 

 

 

10,062

 

 

 

6,021

 

Finished goods

 

 

 

10,373

 

 

 

3,834

 

Total

 

 

$

57,856

 

 

$

47,223

 

v3.19.3.a.u2
Sales of Receivables (Tables)
6 Months Ended
Dec. 31, 2019
Transfers And Servicing Of Financial Assets [Abstract]  
Summary of MARPA Activity

MARPA activity consisted of the following (in thousands):

 

 

 

As of and for the

 

 

 

Six Months Ended

 

 

 

December 31, 2019

 

Outstanding balance – June 30, 2019:

 

$

192,527

 

Sales of receivables

 

 

1,144,293

 

Cash collections

 

 

(1,139,382

)

Outstanding balance sold to Purchaser – December 31, 2019: (1)

 

 

197,438

 

Cash collected, not remitted to Purchaser (2)

 

 

(53,904

)

Remaining sold receivables

 

$

143,534

 

 

 

(1)

For the six months ended December 31, 2019, the Company recorded a cash inflow in its cash flows from operating activities of $4.9 million from sold receivables.  The cash inflow is calculated as the change in the outstanding balance of sold receivables as of December 31, 2019, compared with the outstanding balance as of June 30, 2019.

 

(2)

Includes the cash collected on behalf of but not yet remitted to the Purchaser as of December 31, 2019.  This balance represents an obligation to the Purchaser and is included in other accrued expenses and current liabilities in the accompanying consolidated balance sheet.

v3.19.3.a.u2
Long-term Debt (Tables)
6 Months Ended
Dec. 31, 2019
Long Term Debt [Abstract]  
Schedule of Long-term Debt

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

 

 

 

December 31,

 

 

June 30,

 

 

 

2019

 

 

2019

 

Bank credit facility – term loans

 

$

868,015

 

 

$

891,475

 

Bank credit facility – revolver loans

 

 

740,000

 

 

 

785,000

 

Principal amount of long-term debt

 

 

1,608,015

 

 

 

1,676,475

 

Less unamortized discounts and debt issuance costs

 

 

(10,286

)

 

 

(11,462

)

Total long-term debt

 

 

1,597,729

 

 

 

1,665,013

 

Less current portion

 

 

(46,920

)

 

 

(46,920

)

Long-term debt, net of current portion

 

$

1,550,809

 

 

$

1,618,093

 

Aggregate Maturities of Long-term Debt

The aggregate maturities of long-term debt at December 31, 2019 are as follows (in thousands):

 

Twelve months ending December 31,

 

 

 

 

2020

 

$

46,920

 

2021

 

 

46,920

 

2022

 

 

46,920

 

2023

 

 

46,920

 

2024

 

 

1,420,335

 

Principal amount of long-term debt

 

 

1,608,015

 

Less unamortized discounts and debt issuance costs

 

 

(10,286

)

Total long-term debt

 

$

1,597,729

 

Cash Flow Hedges

The effect of derivative instruments in the consolidated statements of operations and accumulated other comprehensive loss for the three and six months ended December 31, 2019 and 2018 is as follows (in thousands):

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

Gain (loss) recognized in other comprehensive income

 

$

3,557

 

 

$

(2,598

)

 

$

(639

)

 

$

(1,573

)

Amounts reclassified to earnings from accumulated

   other comprehensive loss

 

 

178

 

 

 

(1,180

)

 

 

(590

)

 

 

(1,988

)

Net current period other comprehensive income (loss)

 

$

3,735

 

 

$

(3,778

)

 

$

(1,229

)

 

$

(3,561

)

 

v3.19.3.a.u2
Leases (Tables)
6 Months Ended
Dec. 31, 2019
Leases [Abstract]  
Summary of Lease Balances Lease balances in our consolidated balance sheet are as follows (in thousands):

 

 

December 31,

2019

 

Operating lease right-of-use assets

 

$

347,515

 

 

 

 

 

 

Operating lease liabilities, current

 

 

66,692

 

Operating lease liabilities, noncurrent

 

 

325,883

 

 

 

$

392,575

 

Summary of Lease Costs

The Company’s total lease cost is recorded primarily within indirect costs and selling expenses and had the following impact on the consolidated statement of operations (in thousands):

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31, 2019

 

 

December 31, 2019

 

Operating lease cost

 

$

21,382

 

 

$

42,588

 

Short-term and variable lease cost

 

 

3,623

 

 

 

6,993

 

Sublease income

 

 

(438

)

 

 

(902

)

Total lease cost

 

$

24,567

 

 

$

48,679

 

 

Schedule of Future Minimum Operating Lease Payments

The Company’s future minimum lease payments under non-cancelable operating leases for the remainder of the fiscal year ending June 30, 2020, and for each of the fiscal years thereafter, are as follows (in thousands):  

 

Fiscal year ending June 30,

 

 

 

 

2020 (six months)

 

$

36,834

 

2021

 

 

81,978

 

2022

 

 

69,921

 

2023

 

 

60,464

 

2024

 

 

49,391

 

Thereafter

 

 

140,656

 

Total undiscounted lease payments

 

 

439,244

 

Less:  imputed interest

 

 

(46,669

)

Total discounted lease liabilities

 

$

392,575

 

v3.19.3.a.u2
Stock-Based Compensation (Tables)
6 Months Ended
Dec. 31, 2019
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Annual Performance-Based Awards Granted

The annual performance-based awards granted for each of the fiscal years presented were as follows:

 

 

 

Performance-based stock awards granted

 

 

Number of additional shares earned under performance-based stock awards

 

Fiscal year 2020

 

 

108,844

 

 

 

 

Fiscal year 2019

 

 

129,108

 

 

 

5,874

 

Fiscal year 2018

 

 

185,056

 

 

 

51,808

 

Summary of Activity Related to RSUs

Activity related to RSUs during the six months ended December 31, 2019 is as follows:

 

 

 

RSUs

 

Unvested at June 30, 2019

 

 

628,806

 

Granted

 

 

263,007

 

Vested

 

 

(319,710

)

Forfeited

 

 

(36,235

)

Unvested at December 31, 2019

 

 

535,868

 

 

v3.19.3.a.u2
Earnings Per Share (Tables)
6 Months Ended
Dec. 31, 2019
Earnings Per Share [Abstract]  
Calculation of basic and diluted 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

 

 

Six Months Ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

Net income

 

$

79,195

 

 

$

68,596

 

 

$

147,172

 

 

$

147,429

 

Weighted-average number of basic shares outstanding

   during the period

 

 

25,065

 

 

 

24,856

 

 

 

24,979

 

 

 

24,796

 

Dilutive effect of RSUs after application of treasury

   stock method

 

 

370

 

 

 

482

 

 

 

504

 

 

 

585

 

Weighted-average number of diluted shares outstanding

   during the period

 

 

25,435

 

 

 

25,338

 

 

 

25,483

 

 

 

25,381

 

Basic earnings per share

 

$

3.16

 

 

$

2.76

 

 

$

5.89

 

 

$

5.95

 

Diluted earnings per share

 

$

3.11

 

 

$

2.71

 

 

$

5.78

 

 

$

5.81

 

v3.19.3.a.u2
Business Segment Information (Tables)
6 Months Ended
Dec. 31, 2019
Segment Reporting [Abstract]  
Summarized Financial Information of Reportable Segments Summarized financial information concerning the Company’s reportable segments is as follows (in thousands):

 

 

 

Domestic

Operations

 

 

International

Operations

 

 

Total

 

Three Months Ended December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from external customers

 

$

1,353,793

 

 

$

41,676

 

 

$

1,395,469

 

Net income

 

 

74,684

 

 

 

4,511

 

 

 

79,195

 

Three Months Ended December 31, 2018

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from external customers

 

$

1,142,552

 

 

$

39,089

 

 

$

1,181,641

 

Net income

 

 

64,557

 

 

 

4,039

 

 

 

68,596

 

Six Months Ended December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from external customers

 

$

2,678,566

 

 

$

80,295

 

 

$

2,758,861

 

Net income

 

 

138,895

 

 

 

8,277

 

 

 

147,172

 

Six Months Ended December 31, 2018

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from external customers

 

$

2,269,075

 

 

$

78,430

 

 

$

2,347,505

 

Net income

 

 

140,006

 

 

 

7,423

 

 

 

147,429

 

 

v3.19.3.a.u2
Fair Value of Financial Instruments (Tables)
6 Months Ended
Dec. 31, 2019
Fair Value Disclosures [Abstract]  
Recurring Fair Value Measurements The following table summarizes the financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2019 and June 30, 2019, and the level they fall within the fair value hierarchy (in thousands):

 

 

 

 

 

 

December 31,

 

 

June 30,

 

 

 

Financial Statement

 

Fair Value

 

2019

 

 

2019

 

Description of Financial Instrument

 

Classification

 

Hierarchy

 

Fair Value

 

Contingent consideration

 

Other accrued expenses and

   current liabilities

 

Level 3

 

$

14,900

 

 

$

12,000

 

Interest rate swap agreements

 

Other long-term assets

 

Level 2

 

$

1,064

 

 

$

2,081

 

Interest rate swap agreements

 

Other accrued expenses and

   current liabilities

 

Level 2

 

$

1

 

 

$

43

 

Interest rate swap agreements

 

Other long-term liabilities

 

Level 2

 

$

12,957

 

 

$

12,264

 

v3.19.3.a.u2
Recent Accounting Pronouncements - Additional Information (Detail Textual) - USD ($)
$ in Thousands
Dec. 31, 2019
Jul. 01, 2019
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]    
Right of use assets $ 347,515 $ 354,317
Current lease liabilities 66,692  
Non-current lease liabilities $ 325,883 331,761
ASU 2016-02    
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]    
Right of use assets   354,317
Current lease liabilities   67,000
Non-current lease liabilities   $ 331,761
v3.19.3.a.u2
Recent Accounting Pronouncements - Impact of Adoption of ASC 842 (Detail) - USD ($)
$ in Thousands
Dec. 31, 2019
Jul. 01, 2019
Jun. 30, 2019
ASSETS      
Prepaid expenses and other current assets $ 126,629 $ 86,453 $ 89,652
Operating lease right-of-use assets 347,515 354,317  
LIABILITIES AND SHAREHOLDERS’ EQUITY      
Other accrued expenses and current liabilities 292,902 294,645 235,611
Operating lease liabilities, noncurrent 325,883 331,761  
Other long-term liabilities $ 51,107 68,255 $ 107,932
ASU 2016-02      
ASSETS      
Prepaid expenses and other current assets   (3,199)  
Operating lease right-of-use assets   354,317  
LIABILITIES AND SHAREHOLDERS’ EQUITY      
Other accrued expenses and current liabilities   59,034  
Operating lease liabilities, noncurrent   331,761  
Other long-term liabilities   $ (39,677)  
v3.19.3.a.u2
Acquisitions (Detail Textual)
$ in Thousands
3 Months Ended 6 Months Ended
Mar. 01, 2019
USD ($)
Dec. 31, 2019
USD ($)
Acquisition
Dec. 31, 2019
USD ($)
Dec. 31, 2018
USD ($)
Jun. 30, 2019
USD ($)
Jun. 30, 2018
USD ($)
Business Acquisition [Line Items]            
Cash consideration     $ 102,056 $ 91,151    
Goodwill   $ 3,411,817 3,411,817   $ 3,336,079 $ 2,620,835
LGS            
Business Acquisition [Line Items]            
Purchase consideration $ 757,100          
Cash consideration 759,900          
Purchase consideration adjustments, net $ (2,800)          
Measurement period adjustment to receivables     1,600      
Measurement period adjustment to goodwill     3,700      
Measurement period adjustment to accrued expenses and other current liabilities     1,900      
Measurement period adjustment to consideration     6,600      
Other Acquisitions            
Business Acquisition [Line Items]            
Purchase consideration   $ 105,800        
Number of strategic acquisitions | Acquisition   3        
Goodwill   $ 66,400 66,400      
Identifiable intangible assets   $ 29,500 $ 29,500      
v3.19.3.a.u2
Intangible Assets - Summary of Intangible Assets (Detail) - USD ($)
$ in Thousands
Dec. 31, 2019
[1]
Jun. 30, 2019
Finite Lived Intangible Assets [Line Items]    
Intangible assets $ 715,274 $ 688,311
Less accumulated amortization (278,715) (252,196)
Total intangible assets, net 436,559 436,115
Customer contracts and related customer relationships    
Finite Lived Intangible Assets [Line Items]    
Intangible assets 576,285 549,552
Less accumulated amortization (255,474) (236,935)
Acquired technologies    
Finite Lived Intangible Assets [Line Items]    
Intangible assets 138,176 137,959
Less accumulated amortization (22,438) (14,750)
Other    
Finite Lived Intangible Assets [Line Items]    
Intangible assets 813 800
Less accumulated amortization $ (803) $ (511)
[1] During the six months ended December 31, 2019, the Company removed $3.6 million in fully amortized intangible assets.
v3.19.3.a.u2
Intangible Assets - Summary of Intangible Assets (Parenthetical) (Detail)
$ in Millions
6 Months Ended
Dec. 31, 2019
USD ($)
Finite Lived Intangible Assets Net [Abstract]  
Removal of fully amortized intangible assets $ 3.6
v3.19.3.a.u2
Intangible Assets (Detail Textual)
6 Months Ended
Dec. 31, 2019
Minimum  
Finite Lived Intangible Assets [Line Items]  
Intangible asset amortization period 1 year
Maximum  
Finite Lived Intangible Assets [Line Items]  
Intangible asset amortization period 20 years
Customer contracts and related customer relationships  
Finite Lived Intangible Assets [Line Items]  
Weighted-average amortization period 16 years 10 months 24 days
Weighted-average remaining amortization period 14 years
Acquired technologies  
Finite Lived Intangible Assets [Line Items]  
Weighted-average amortization period 10 years 3 months 18 days
Weighted-average remaining amortization period 9 years 4 months 24 days
v3.19.3.a.u2
Intangible Assets - Expected Amortization Expense (Detail) - USD ($)
$ in Thousands
Dec. 31, 2019
Jun. 30, 2019
Finite Lived Intangible Assets Net [Abstract]    
2020 (six months) $ 29,335  
2021 58,358  
2022 55,236  
2023 50,127  
2024 43,337  
Thereafter 200,166  
Total intangible assets, net $ 436,559 [1] $ 436,115
[1] During the six months ended December 31, 2019, the Company removed $3.6 million in fully amortized intangible assets.
v3.19.3.a.u2
Goodwill - Roll Forward of Goodwill (Detail) - USD ($)
$ in Thousands
6 Months Ended 12 Months Ended
Dec. 31, 2019
Jun. 30, 2019
Goodwill [Roll Forward]    
Balance $ 3,336,079 $ 2,620,835
Goodwill acquired [1] 71,485 719,203
Foreign currency translation 4,253 (3,959)
Balance 3,411,817 3,336,079
Domestic    
Goodwill [Roll Forward]    
Balance 3,224,685 2,514,520
Goodwill acquired [1] 54,484 710,165
Balance 3,279,169 3,224,685
International    
Goodwill [Roll Forward]    
Balance 111,394 106,315
Goodwill acquired [1] 17,001 9,038
Foreign currency translation 4,253 (3,959)
Balance $ 132,648 $ 111,394
[1] Includes goodwill initially allocated to new business combinations as well as measurement period adjustments.
v3.19.3.a.u2
Revenue Recognition - Disaggregation of Revenue by Contract Type, Customer Information and Prime or Subcontractor (Detail) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Disaggregation Of Revenue [Line Items]        
Revenue $ 1,395,469 $ 1,181,641 $ 2,758,861 $ 2,347,505
Prime contractor        
Disaggregation Of Revenue [Line Items]        
Revenue 1,268,993 1,091,956 2,505,246 2,181,828
Subcontractor        
Disaggregation Of Revenue [Line Items]        
Revenue 126,476 89,685 253,615 165,677
Department of Defense        
Disaggregation Of Revenue [Line Items]        
Revenue 990,381 834,797 1,928,021 1,653,063
Federal civilian agencies        
Disaggregation Of Revenue [Line Items]        
Revenue 342,029 287,915 706,022 580,117
Commercial and other        
Disaggregation Of Revenue [Line Items]        
Revenue 63,059 58,929 124,818 114,325
Cost-plus-fee        
Disaggregation Of Revenue [Line Items]        
Revenue 818,477 657,050 1,566,191 1,298,577
Firm fixed-price        
Disaggregation Of Revenue [Line Items]        
Revenue 388,867 337,374 806,843 681,378
Time and materials        
Disaggregation Of Revenue [Line Items]        
Revenue 188,125 187,217 385,827 367,550
Domestic        
Disaggregation Of Revenue [Line Items]        
Revenue 1,353,793 1,142,552 2,678,566 2,269,075
Domestic | Prime contractor        
Disaggregation Of Revenue [Line Items]        
Revenue 1,227,317 1,052,867 2,424,951 2,103,398
Domestic | Subcontractor        
Disaggregation Of Revenue [Line Items]        
Revenue 126,476 89,685 253,615 165,677
Domestic | Department of Defense        
Disaggregation Of Revenue [Line Items]        
Revenue 990,381 834,797 1,928,021 1,653,063
Domestic | Federal civilian agencies        
Disaggregation Of Revenue [Line Items]        
Revenue 342,029 287,915 706,022 580,117
Domestic | Commercial and other        
Disaggregation Of Revenue [Line Items]        
Revenue 21,383 19,840 44,523 35,895
Domestic | Cost-plus-fee        
Disaggregation Of Revenue [Line Items]        
Revenue 818,477 657,050 1,566,191 1,298,577
Domestic | Firm fixed-price        
Disaggregation Of Revenue [Line Items]        
Revenue 361,016 313,018 752,552 634,089
Domestic | Time and materials        
Disaggregation Of Revenue [Line Items]        
Revenue 174,300 172,484 359,823 336,409
International        
Disaggregation Of Revenue [Line Items]        
Revenue 41,676 39,089 80,295 78,430
International | Prime contractor        
Disaggregation Of Revenue [Line Items]        
Revenue 41,676 39,089 80,295 78,430
International | Commercial and other        
Disaggregation Of Revenue [Line Items]        
Revenue 41,676 39,089 80,295 78,430
International | Firm fixed-price        
Disaggregation Of Revenue [Line Items]        
Revenue 27,851 24,356 54,291 47,289
International | Time and materials        
Disaggregation Of Revenue [Line Items]        
Revenue $ 13,825 $ 14,733 $ 26,004 $ 31,141
v3.19.3.a.u2
Revenue Recognition (Detail Textual) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Change In Accounting Estimate [Line Items]        
Income before income taxes $ 95,473 $ 92,842 $ 178,819 $ 183,556
Diluted earnings per share $ 3.11 $ 2.71 $ 5.78 $ 5.81
EAC Adjustments        
Change In Accounting Estimate [Line Items]        
Income before income taxes $ 17,200 $ 4,200 $ 23,800 $ 10,600
Diluted earnings per share $ 500,000 $ 120,000 $ 690,000 $ 310,000
Revenue from previously satisfied performance obligations $ 9,800   $ 10,200  
v3.19.3.a.u2
Revenue - Remaining Performance Obligations (Detail)
$ in Billions
Dec. 31, 2019
USD ($)
Revenue From Contract With Customer [Abstract]  
Remaining performance obligations $ 6.4
v3.19.3.a.u2
Revenue - Remaining Performance Obligations (Detail 1)
Dec. 31, 2019
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-01-01  
Remaining Performance Obligations [Line Items]  
Remaining performance obligations, expected satisfaction, percentage 84.00%
Remaining performance obligations, expected timing of satisfaction 12 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-01-01  
Remaining Performance Obligations [Line Items]  
Remaining performance obligations, expected satisfaction, percentage 16.00%
Remaining performance obligations, expected timing of satisfaction
v3.19.3.a.u2
Contract Balances - Contract Assets and Liabilities (Detail) - USD ($)
$ in Thousands
Dec. 31, 2019
Jun. 30, 2019
Contract assets – current:    
Unbilled receivables $ 86,692 $ 90,073
Costs to obtain – short-term 3,138 2,685
Contract assets – noncurrent:    
Unbilled receivables 9,702 7,381
Costs to obtain – long-term 7,164 5,353
Contract liabilities – current:    
Deferred revenue and other contract liabilities – short-term (65,219) (55,667)
Contract liabilities – noncurrent:    
Deferred revenue and other contract liabilities – long-term (6,916) (7,445)
Net contract assets (liabilities) $ 34,561 $ 42,380
v3.19.3.a.u2
Contract Balances (Detail Textual) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Dec. 31, 2019
Dec. 31, 2019
Revenue From Contract With Customer [Abstract]    
Liability, revenue recognized $ 12.1 $ 38.7
v3.19.3.a.u2
Inventories - Components of Inventories (Detail) - USD ($)
$ in Thousands
Dec. 31, 2019
Jun. 30, 2019
Inventory Disclosure [Abstract]    
Materials, purchased parts and supplies $ 37,421 $ 37,368
Work in process 10,062 6,021
Finished goods 10,373 3,834
Total $ 57,856 $ 47,223
v3.19.3.a.u2
Sales of Receivables (Detail Textual)
$ in Millions
Dec. 27, 2019
USD ($)
MARPA  
MARPA maturity date Dec. 24, 2020
MARPA maximum commitment $ 200.0
v3.19.3.a.u2
Sales of Receivables - Summary of MARPA Activity (Detail) - USD ($)
$ in Thousands
Dec. 31, 2019
Jun. 30, 2019
Transfers And Servicing Of Financial Assets [Abstract]    
Outstanding balance sold to Purchaser $ 197,438 [1] $ 192,527
Sales of receivables 1,144,293  
Cash collections (1,139,382)  
Cash collected, not remitted to Purchaser [2] (53,904)  
Remaining sold receivables $ 143,534  
[1] For the six months ended December 31, 2019, the Company recorded a cash inflow in its cash flows from operating activities of $4.9 million from sold receivables.  The cash inflow is calculated as the change in the outstanding balance of sold receivables as of December 31, 2019, compared with the outstanding balance as of June 30, 2019.
[2] Includes the cash collected on behalf of but not yet remitted to the Purchaser as of December 31, 2019.  This balance represents an obligation to the Purchaser and is included in other accrued expenses and current liabilities in the accompanying consolidated balance sheet.
v3.19.3.a.u2
Sales of Receivables - Summary of MARPA Activity (Parentheticals) (Detail)
$ in Millions
6 Months Ended
Dec. 31, 2019
USD ($)
Transfers And Servicing Of Financial Assets [Abstract]  
Cash provided (used) by MARPA $ (4.9)
v3.19.3.a.u2
Long-term Debt - Schedule of Long-term Debt (Detail) - USD ($)
$ in Thousands
Dec. 31, 2019
Jun. 30, 2019
Debt Instrument [Line Items]    
Principal amount of long-term debt $ 1,608,015 $ 1,676,475
Less unamortized discounts and debt issuance costs (10,286) (11,462)
Total long-term debt 1,597,729 1,665,013
Less current portion (46,920) (46,920)
Long-term debt, net of current portion 1,550,809 1,618,093
Bank credit facility - term loans    
Debt Instrument [Line Items]    
Principal amount of long-term debt 868,015 891,475
Bank credit facility - revolver loans    
Debt Instrument [Line Items]    
Principal amount of long-term debt $ 740,000 $ 785,000
v3.19.3.a.u2
Long-term Debt (Detail Textual) - USD ($)
6 Months Ended
Dec. 31, 2019
Jun. 30, 2019
Debt Instrument [Line Items]    
Outstanding amount under Credit Facility $ 1,608,015,000 $ 1,676,475,000
Interest Rate Swap | Cash Flow Hedging    
Debt Instrument [Line Items]    
Aggregate notional amount 900,000,000.0  
Bank Credit Facility    
Debt Instrument [Line Items]    
Credit facility maximum borrowing capacity $ 2,438,400,000  
Outstanding borrowings interest rate 3.12%  
Revolving Credit Facility    
Debt Instrument [Line Items]    
Credit facility maximum borrowing capacity $ 1,500,000,000.0  
Outstanding amount under Credit Facility 740,000,000 785,000,000
Term loans    
Debt Instrument [Line Items]    
Credit facility maximum borrowing capacity 938,400,000  
Outstanding amount under Credit Facility $ 868,015,000 $ 891,475,000
Term loan period 5 years  
Loan maturity date Jun. 30, 2024  
Term loan frequency of payment quarterly  
Term loan principal payment $ 11,700,000  
Same-Day Swing Line Loan Revolving Credit Sub-Facility    
Debt Instrument [Line Items]    
Credit facility maximum borrowing capacity 100,000,000.0  
Outstanding amount under Credit Facility 0  
Stand-By Letters Of Credit Revolving Credit Sub-Facility    
Debt Instrument [Line Items]    
Credit facility maximum borrowing capacity $ 25,000,000.0  
v3.19.3.a.u2
Long-term Debt - Aggregate Maturities of Long-Term Debt (Detail 2) - USD ($)
$ in Thousands
Dec. 31, 2019
Jun. 30, 2019
Long Term Debt [Abstract]    
2020 $ 46,920  
2021 46,920  
2022 46,920  
2023 46,920  
2024 1,420,335  
Principal amount of long-term debt 1,608,015 $ 1,676,475
Less unamortized discounts and debt issuance costs (10,286) (11,462)
Total long-term debt $ 1,597,729 $ 1,665,013
v3.19.3.a.u2
Long-term Debt - Cash Flow Hedges (Detail 3) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Long Term Debt [Abstract]        
Gain (loss) recognized in other comprehensive income $ 3,557 $ (2,598) $ (639) $ (1,573)
Amounts reclassified to earnings from accumulated other comprehensive loss 178 (1,180) (590) (1,988)
Net current period other comprehensive income (loss) $ 3,735 $ (3,778) $ (1,229) $ (3,561)
v3.19.3.a.u2
Leases - Summary of Lease Balances (Detail) - USD ($)
$ in Thousands
Dec. 31, 2019
Jul. 01, 2019
Leases [Abstract]    
Operating lease right-of-use assets $ 347,515 $ 354,317
Operating lease liabilities, current 66,692  
Operating lease liabilities, noncurrent 325,883 $ 331,761
Operating lease liabilities $ 392,575  
v3.19.3.a.u2
Leases - Summary of Lease Costs (Detail) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2019
Dec. 31, 2019
Leases [Abstract]    
Operating lease cost $ 21,382 $ 42,588
Short-term and variable lease cost 3,623 6,993
Sublease income (438) (902)
Total lease cost $ 24,567 $ 48,679
v3.19.3.a.u2
Leases - Schedule of Future Minimum Operating Lease Payments (Detail)
$ in Thousands
Dec. 31, 2019
USD ($)
Lessee, Operating Lease, Liability, Payment, Due [Abstract]  
2020 (six months) $ 36,834
2021 81,978
2022 69,921
2023 60,464
2024 49,391
Thereafter 140,656
Total undiscounted lease payments 439,244
Less: imputed interest (46,669)
Total discounted lease liabilities $ 392,575
v3.19.3.a.u2
Leases (Detail Textual)
$ in Millions
6 Months Ended
Dec. 31, 2019
USD ($)
Leases [Abstract]  
Operating lease, weighted average remaining lease term 6 years 5 months 12 days
Operating lease, weighted average discount rate 3.35%
Cash paid for operating leases $ 44.4
Operating lease liabilities arising from obtaining new ROU assets $ 28.6
v3.19.3.a.u2
Stock-Based Compensation (Detail Textual) - USD ($)
$ in Millions
6 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Stock-based compensation related to restricted stock units $ 14.5 $ 12.0
2016 Plan    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Number of shares authorized for grants 1,200,000  
Cumulative equity instruments awarded 855,895  
Cumulative equity instruments forfeited 174,418  
PRSUs    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Period to establish average share price for performance measurement 90 days  
Average share price performance condition, percentage 100.00%  
Maximum earned award, percentage of target award 200.00%  
Percentage of earned award vesting after three years 50.00%  
Percentage of earned award vesting after four years 50.00%  
RSUs    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Unrecognized compensation cost $ 58.0  
Weighted-average period to recognize unrecognized compensation cost (in years) 2 years 9 months 18 days  
v3.19.3.a.u2
Stock-Based Compensation - Annual Performance-Based Awards Granted (Detail)
6 Months Ended
Dec. 31, 2019
shares
FY2020 PRSUs  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
PRSUs granted 108,844
FY2019 PRSUs  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
PRSUs granted 129,108
Additional PRSUs earned pursuant to condition 5,874
FY2018 PRSUs  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
PRSUs granted 185,056
Additional PRSUs earned pursuant to condition 51,808
v3.19.3.a.u2
Stock-Based Compensation - Summary of Activity Related to RSUs (Detail 1) - RSUs
6 Months Ended
Dec. 31, 2019
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Unvested at June 30, 2019 628,806
Granted 263,007
Vested (319,710)
Forfeited (36,235)
Unvested at December 31, 2019 535,868
v3.19.3.a.u2
Earnings Per Share - Calculation of Basic and Diluted Earnings per Share (Detail) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Earnings Per Share [Abstract]        
Net income $ 79,195 $ 68,596 $ 147,172 $ 147,429
Weighted-average number of basic shares outstanding during the period 25,065 24,856 24,979 24,796
Dilutive effect of RSUs after application of treasury stock method 370 482 504 585
Weighted-average number of diluted shares outstanding during the period 25,435 25,338 25,483 25,381
Basic earnings per share $ 3.16 $ 2.76 $ 5.89 $ 5.95
Diluted earnings per share $ 3.11 $ 2.71 $ 5.78 $ 5.81
v3.19.3.a.u2
Income Taxes (Detail Textual) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Jun. 30, 2019
Income Tax Disclosure [Abstract]          
Liability for unrecognized tax benefits $ 1.8   $ 1.8   $ 1.5
Unrecognized tax benefit that would impact the company's effective tax rate $ 1.8   $ 1.8    
Effective tax rate, percentage 17.10% 26.10% 17.70% 19.70%  
v3.19.3.a.u2
Business Segment Information (Detail Textual)
6 Months Ended
Dec. 31, 2019
Segment
Segment Reporting [Abstract]  
Number of reportable segments 2
v3.19.3.a.u2
Business Segment Information - Summarized Financial Information of Reportable Segments (Detail) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Segment Reporting Information [Line Items]        
Revenue from external customers $ 1,395,469 $ 1,181,641 $ 2,758,861 $ 2,347,505
Net income 79,195 68,596 147,172 147,429
Domestic Operations        
Segment Reporting Information [Line Items]        
Revenue from external customers 1,353,793 1,142,552 2,678,566 2,269,075
Net income 74,684 64,557 138,895 140,006
International Operations        
Segment Reporting Information [Line Items]        
Revenue from external customers 41,676 39,089 80,295 78,430
Net income $ 4,511 $ 4,039 $ 8,277 $ 7,423
v3.19.3.a.u2
Fair Value of Financial Instruments - Recurring Fair Value Measurements (Detail) - Fair Value, Measurements, Recurring - USD ($)
$ in Thousands
Dec. 31, 2019
Jun. 30, 2019
Other long-term assets | Level 2 | Interest Rate Swap    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Interest rate swap agreements $ 1,064 $ 2,081
Other accrued expenses and current liabilities | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Contingent consideration 14,900 12,000
Other accrued expenses and current liabilities | Level 2 | Interest Rate Swap    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Interest rate swap agreements 1 43
Other long-term liabilities | Level 2 | Interest Rate Swap    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Interest rate swap agreements $ 12,957 $ 12,264
v3.19.3.a.u2
Fair Value of Financial Instruments (Detail Textual)
$ in Millions
6 Months Ended
Dec. 31, 2019
USD ($)
Fair Value Disclosures [Abstract]  
Business combination contingent consideration period two and three year periods
Change in fair value of contingent consideration $ 2.9