Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Oct. 22, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | VSE Corporation | |
Entity Central Index Key | 102,752 | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 5,374,863 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 |
Unaudited Consolidated Balance
Unaudited Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 194 | $ 263 |
Receivables | 75,762 | 59,391 |
Inventories | 113,728 | 49,363 |
Deferred tax assets | 4,897 | 1,834 |
Other current assets | 10,635 | 11,517 |
Total current assets | 205,216 | 122,368 |
Property and equipment, net | 65,237 | 52,911 |
Intangible assets, net | 153,640 | 72,209 |
Goodwill | 184,384 | 92,052 |
Other assets | 16,212 | 15,790 |
Total assets | 624,689 | 355,330 |
Current liabilities: | ||
Current portion of long-term debt | 16,620 | 24,837 |
Accounts payable | 36,677 | 29,424 |
Current portion of earn-out obligation | 9,038 | 9,455 |
Accrued expenses and other current liabilities | 26,101 | 23,245 |
Dividends payable | 0 | 536 |
Total current liabilities | 88,436 | 87,497 |
Long-term debt, less current portion | 228,214 | 23,563 |
Deferred compensation | 10,905 | 12,563 |
Long-term lease obligations, less current portion | 23,635 | 24,584 |
Earn-out obligation, less current portion | 12,576 | 0 |
Deferred income taxes | 38,767 | 1,634 |
Total liabilities | $ 402,533 | $ 149,841 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock, par value $0.05 per share, authorized 15,000,000 shares; issued and outstanding 5,374,863 and 5,358,261 respectively | $ 269 | $ 268 |
Additional paid-in capital | 21,597 | 20,348 |
Retained earnings | 200,916 | 184,873 |
Accumulated other comprehensive loss | (626) | 0 |
Total stockholders' equity | 222,156 | 205,489 |
Total liabilities and stockholders' equity | $ 624,689 | $ 355,330 |
Unaudited Consolidated Balance3
Unaudited Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 |
Stockholders' equity: | ||
Common stock, par value (in dollars per share) | $ 0.05 | $ 0.05 |
Common stock, authorized (in shares) | 15,000,000 | 15,000,000 |
Common stock, issued (in shares) | 5,374,863 | 5,358,261 |
Common stock, outstanding (in shares) | 5,374,863 | 5,358,261 |
Unaudited Consolidated Statemen
Unaudited Consolidated Statements of Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenues: | ||||
Products | $ 83,644 | $ 44,567 | $ 233,603 | $ 127,550 |
Services | 53,752 | 57,182 | 155,710 | 201,570 |
Total revenues | 137,396 | 101,749 | 389,313 | 329,120 |
Contract costs: | ||||
Products | 72,371 | 36,440 | 200,531 | 103,223 |
Services | 51,281 | 56,948 | 150,741 | 194,257 |
Total contract costs | 123,652 | 93,388 | 351,272 | 297,480 |
Selling, general and administrative expenses | 501 | 1,178 | 2,618 | 2,397 |
Operating income | 13,243 | 7,183 | 35,423 | 29,243 |
Interest expense, net | 2,441 | 871 | 7,001 | 3,158 |
Income before income taxes | 10,802 | 6,312 | 28,422 | 26,085 |
Provision for income taxes | 4,328 | 2,425 | 11,249 | 9,985 |
Income from continuing operations | 6,474 | 3,887 | 17,173 | 16,100 |
Loss from discontinued operations, net of tax | 0 | (4) | 0 | (898) |
Net income | $ 6,474 | $ 3,883 | $ 17,173 | $ 15,202 |
Basic earnings per share: | ||||
Income from continuing operations (in dollars per share) | $ 1.20 | $ 0.73 | $ 3.20 | $ 3.01 |
Loss income from discontinued operations | 0 | 0 | 0 | (0.17) |
Net income (in dollars per share) | $ 1.20 | $ 0.73 | $ 3.20 | $ 2.84 |
Basic weighted average shares outstanding (in shares) | 5,374,863 | 5,355,968 | 5,373,159 | 5,353,065 |
Diluted earnings per share: | ||||
Income from continuing operations (in dollars per share) | $ 1.20 | $ 0.72 | $ 3.19 | $ 3 |
Loss from discontinued operations (in dollars per share) | 0 | 0 | 0 | (0.17) |
Net income (in dollars per share) | $ 1.20 | $ 0.72 | $ 3.19 | $ 2.83 |
Diluted weighted average shares outstanding (in shares) | 5,396,174 | 5,371,995 | 5,389,129 | 5,368,224 |
Dividends declared per share (in dollars per share) | $ 0 | $ 0 | $ 0.21 | $ 0.19 |
Unaudited Consolidated Stateme5
Unaudited Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Unaudited Consolidated Statements of Comprehensive Income [Abstract] | ||||
Net income | $ 6,474 | $ 3,883 | $ 17,173 | $ 15,202 |
Change in fair value of interest rate swap agreements, net of tax | (448) | 0 | (626) | 201 |
Comprehensive income | $ 6,026 | $ 3,883 | $ 16,547 | $ 15,403 |
Unaudited Consolidated Stateme6
Unaudited Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities: | ||
Net income | $ 17,173 | $ 15,202 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 19,215 | 14,274 |
Deferred taxes | (1,400) | 2,551 |
Stock-based compensation | 1,698 | 1,610 |
Earn-out obligation adjustment | 1,035 | 2,758 |
Changes in operating assets and liabilities, net of impact of acquisition: | ||
Receivables, net | (5,267) | 14,548 |
Inventories | (8,821) | (7,672) |
Other current assets and noncurrent assets | 4,110 | (2,560) |
Accounts payable and deferred compensation | (3,235) | 2,429 |
Accrued expenses and other current liabilities | (1,811) | (2,587) |
Long-term lease obligations | (926) | (835) |
Earn-out obligation | (3,269) | 0 |
Net cash provided by operating activities | 18,502 | 39,718 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (7,819) | (2,725) |
Proceeds from the sale of property and equipment | 273 | 0 |
Cash paid for acquisitions, net of cash acquired | (191,181) | 0 |
Net cash used in investing activities | (198,727) | (2,725) |
Cash flows from financing activities: | ||
Borrowings on loan arrangement | 435,377 | 210,552 |
Repayments on loan arrangement | (238,071) | (243,023) |
Earn-out obligation payments | (11,713) | (1,972) |
Payment of debt financing costs | (2,699) | 0 |
Payments on capital lease obligations | (730) | (629) |
Payments of taxes for equity transactions | (342) | (314) |
Dividends paid | (1,666) | (1,499) |
Net cash provided by (used in) financing activities | 180,156 | (36,885) |
Net (decrease) increase in cash and cash equivalents | (69) | 108 |
Cash and cash equivalents at beginning of period | 263 | 220 |
Cash and cash equivalents at end of period | $ 194 | $ 328 |
Nature of Business and Basis of
Nature of Business and Basis of Presentation | 9 Months Ended |
Sep. 30, 2015 | |
Nature of Business and Basis of Presentation [Abstract] | |
Nature of Business and Basis of Presentation | (1) Nature of Business and Basis of Presentation Our accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. In our opinion, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and nine months ended September 30, 2015 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2015. For further information refer to the consolidated financial statements and footnotes thereto included in our 2014 Form 10-K. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates affecting the financial statements include accruals for contract disallowance reserves, recoverability of goodwill and intangible assets and earn-out obligations. We have made the following additions to our significant accounting policies as a result of our Aviation Acquisition in January 2015 (see Note 2): Revenues Our Aviation Group revenues are recognized upon the shipment or delivery of products to customers based on when title transfers to the customer. Sales returns and allowances are not significant. Inventories Our Aviation Group inventories are stated at lower of cost or market. Our Aviation Group inventories primarily consist of corporate and regional jet aircraft engines and engine accessories and parts. Cost for purchased engines and parts is determined by the specific identification method. Included in inventory are related purchasing, overhaul labor, storage, and handling costs. We also purchase aircraft engines for disassembly to individual parts and components. |
Acquisition
Acquisition | 9 Months Ended |
Sep. 30, 2015 | |
Acquisition [Abstract] | |
Acquisition | (2) Acquisition On January 28, 2015, we acquired four businesses that specialize in maintenance, repair and overhaul ("MRO") services and parts supply for general aviation jet aircraft engines and engine accessories. The businesses acquired include Air Parts & Supply Co., Kansas Aviation of Independence, L.L.C., Prime Turbines LLC (including both U.S. and German-based operations), and CT Aerospace LLC (collectively, the "Aviation Acquisition"). These four businesses are operating as a combined group managed by our wholly owned subsidiary VSE Aviation, Inc. ("VAI"). The Aviation Acquisition provides diversification by adding service offerings and broadening our client base. The initial purchase consideration paid at closing for the Aviation Acquisition was approximately $189 million (subject to adjustment). We may also be required under an earn-out obligation to make additional purchase price payments of up to $40 million if certain of the acquired businesses meet certain financial targets during the first two post-closing years. An additional purchase price consideration of $5 million was paid to the sellers in September 2015 because certain of the acquired businesses surpassed agreed upon financial targets during a 12- consecutive month period in 2014 and 2015. Of the payment made at closing, $18 million was deposited into an escrow account to secure the sellers' indemnification obligations (the "Indemnification Amount"). Any remaining Indemnification Amount at the end of the indemnification period not encumbered as a result of any then pending indemnification claims will be distributed to the sellers. VAI's results of operations are included in the accompanying unaudited consolidated financial statements beginning on the acquisition date of January 28, 2015. VAI had revenues of approximately $87.6 million and operating income of approximately $6.8 million from the acquisition date through September 30, 2015. We are in the process of finalizing our valuation of the assets acquired and liabilities assumed. The fair values assigned to our earn-out obligation and intangible assets acquired were based on preliminary estimates, assumptions, and other information compiled by management, including independent valuations that utilized established valuation techniques. Our preliminary valuation of approximately $189 million includes an estimated net working capital adjustment of approximately $5 million. Additional cash consideration of approximately $2.4 million due to the sellers based on the final cash and net working capital and other adjustments was recorded as additional goodwill and paid to the sellers in July 2015. The total estimated purchase price has been allocated to assets acquired (including identifiable intangible assets and goodwill) and liabilities assumed (including deferred taxes on identifiable intangible assets that are not deductible for income tax purposes), as follows (in thousands): Description Fair Value Cash $ 686 Accounts receivable 11,104 Inventories 55,544 Prepaid expenses and other current assets 2,641 Property and equipment 11,461 Customer relationships 85,700 Trade name 7,500 Goodwill 92,332 Accounts payable (8,688 ) Accrued expenses and other current liabilities (4,446 ) Long-term deferred tax liability (35,861 ) $ 217,973 Cash consideration $ 191,867 Acquisition date fair value of earn-out obligation 26,106 Total $ 217,973 The estimated value attributed to customer relationships is being amortized on a straight-line basis using weighted average useful lives of approximately 14 years. The estimated value attributed to trade name is being amortized on a straight-line basis over nine years. None of the value attributed to goodwill, customer relationships and trade name is deductible for income tax purposes. The amount of goodwill recorded for the Aviation Acquisition was approximately $92.3 million and reflects the strategic advantage of expanding our supply chain management and MRO capabilities through the addition of new service offerings to new markets. We incurred approximately $75 thousand and $488 thousand of acquisition-related expenses during the three and nine months ended September 30, 2015 which are included in selling, general and administrative expenses. The following VSE consolidated pro forma results are prepared as if the Aviation Acquisition had occurred on January 1, 2014. This information is for comparative purposes only and does not necessarily reflect the results that would have occurred or may occur in the future. The following unaudited consolidated pro forma results of operations are as following (in thousands except per share amounts): Nine months ended September 30, 2015 2014 Revenue $ 396,717 $ 412,501 Income from continuing operations $ 17,454 $ 19,623 Basic earnings per share $ 3.25 $ 3.67 Diluted earnings per share $ 3.24 $ 3.66 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2015 | |
Debt [Abstract] | |
Debt | (3) Debt We have a loan agreement with a group of banks. In January 2015, we amended the loan agreement to fund our Aviation Acquisition, provide working capital for our continuing operations, and retire our existing debt. Both the former and the amended loan agreements are comprised of a term loan facility and a revolving loan facility. The revolving loan facility provides for revolving loans and letters of credit. The amended loan agreement expires in January 2020. Financing costs associated with the inception of the amended loan agreement of approximately $2.7 million were capitalized and are being amortized over the five-year life of the loan. The term loan requires quarterly installment payments. Our scheduled term loan payments after September 30, 2015 are $3.7 million in 2015, $17.8 million in 2016, $21.6 million in 2017, $28.1 million in 2018, $30 million in 2019, and $41.3 million after 2019. The amount of term loan borrowings outstanding as of September 30, 2015 was $142.5 million. The maximum amount of credit available to us from the banking group for revolving loans and letters of credit as of September 30, 2015 was $150 million. We may borrow and repay the revolving loan borrowings as our cash flows require or permit. We pay an unused commitment fee and fees on letters of credit that are issued. We had approximately $103.4 million in revolving loan amounts outstanding and no letters of credit outstanding as of September 30, 2015. We had approximately $23.6 million in revolving loan amounts outstanding and no letters of credit outstanding as of December 31, 2014. Under the amended loan agreement we may elect to increase the maximum availability of the term loan facility, the revolving loan facility, or both facilities up to an aggregate additional amount of $75 million. Total bank loan borrowed funds outstanding as of September 30, 2015, including term loan borrowings and revolving loan borrowings, were approximately $245.9 million. Total bank loan borrowed funds outstanding as of December 31, 2014 were $48.6 million. The fair value of outstanding debt as of September 30, 2015 under our bank loan facilities approximates its carrying value using Level 2 inputs based on market data on companies with a corporate rating similar to ours that have recently priced credit facilities. We pay interest on the term loan borrowings and revolving loan borrowings at LIBOR plus a base margin or at a base rate (typically the prime rate) plus a base margin. As of September 30, 2015, the LIBOR base margin was 2.5% and the base rate base margin was 1.25%. The base margins increase or decrease in increments as our Total Funded Debt/EBITDA Ratio increases or decreases. The terms of the amended loan agreement require us to have interest rate hedges on a portion of the outstanding term loan for the first three years of the agreement. We executed interest rate hedges in February 2015 that complied with these terms. The amount of swapped debt outstanding as of September 30, 2015 was $125 million. After taking into account the impact of hedging instruments, as of September 30, 2015, interest rates on portions of our outstanding debt ranged from 2.69% to 4.5%, and the effective interest rate on our aggregate outstanding debt was 3.25%. Interest expense incurred on bank loan borrowings and interest rate hedges was approximately $1.9 million and $366 thousand for the quarters ended September 30, 2015 and 2014, respectively. Interest expense incurred on bank loan borrowings and interest rate hedges was approximately $5.3 million and $1.6 million for the nine months ended September 30, 2015 and 2014, respectively. The loan agreement contains collateral requirements to secure our loan agreement obligations, restrictive covenants, a limit on annual dividends, and other affirmative and negative covenants, conditions, and limitations. Restrictive covenants include a maximum Total Funded Debt/EBITDA Ratio and a minimum Fixed Charge Coverage Ratio. We were in compliance with required ratios and other terms and conditions at September 30, 2015. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | (4) Earnings Per Share Basic earnings per share ("EPS") have been computed by dividing net income by the weighted average number of shares of common stock outstanding during each period. Shares issued during the period are weighted for the portion of the period that they were outstanding. Three months Nine months ended September 30, ended September 30, 2015 2014 2015 2014 Basic weighted average common shares outstanding 5,374,863 5,355,968 5,373,159 5,353,065 Effect of dilutive shares 21,311 16,027 15,970 15,159 Diluted weighted average common shares outstanding 5,396,174 5,371,995 5,389,129 5,368,224 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | (5) Commitments and Contingencies Commitments As of September 30, 2015, we had one uncompleted bonded project and the aggregate bonded amount on this project was approximately $3 million. Our bonded project is the subject of claims and disputes involving the subcontractors associated with the project. We expect this project to be completed in early 2016. Contingencies We are one of the primary defendants in a multiple plaintiff wrongful death action in Hawaii related to a fireworks explosion that occurred in April 2011 at a facility operated by one of our subcontractors, which resulted in the death of five subcontractor employees. The litigation is expected to proceed to trial in early 2017. While the results of litigation cannot be predicted with certainty, we do not anticipate that this litigation will have a material adverse effect on our results of operations or financial position. On or about March 8, 2013, a lawsuit, Anchorage v. Integrated Concepts and Research Corporation, et al. On or about February 27, 2015, a lawsuit , Heritage Disposal and Storage v. VSE Corporation In addition to the above-referenced litigation, we have, in the normal course of business, certain claims against us and against other parties and we may be subject to various governmental investigations. In our opinion, the resolution of these claims and investigations will not have a material adverse effect on our results of operations or financial position. However, the results of any legal proceedings cannot be predicted with certainty. |
Business Segments and Customer
Business Segments and Customer Information | 9 Months Ended |
Sep. 30, 2015 | |
Business Segments and Customer Information [Abstract] | |
Business Segments and Customer Information | (6) Business Segments and Customer Information Business Segments Management of our business operations is conducted under four reportable operating segments: Supply Chain Management Group – Aviation Group Federal Services Group IT, Energy and Management Consulting Group These segments operate under separate management teams and financial information is produced for each segment. The entities within the IT, Energy and Management Consulting Group reportable segment meet the aggregation of operating segments criteria as defined by the accounting standard for segment reporting. We evaluate segment performance based on consolidated revenues and operating income. Net sales of our business segments exclude intersegment sales as these activities are eliminated in consolidation. Our segment information for the three- and nine-months ended September 30, 2015 and 2014 is as follows (in thousands): Three months Nine months 2015 2014 2015 2014 Revenues: Supply Chain Management Group $ 50,315 $ 44,542 $ 144,429 $ 127,478 Aviation Group 32,976 - 87,644 - Federal Services Group 42,240 41,915 117,774 155,117 11,865 15,292 39,466 46,525 Total revenues $ 137,396 $ 101,749 $ 389,313 $ 329,120 Operating income: Supply Chain Management Group $ 9,235 $ 6,195 $ 26,222 $ 21,713 Aviation Group 2,116 - 6,833 - Federal Services Group 1,152 (105 ) 529 4,259 1,169 1,866 3,872 5,151 Corporate/unallocated expenses (429 ) (773 ) (2,033 ) (1,880 ) Operating income $ 13,243 $ 7,183 $ 35,423 $ 29,243 September 30, December 31, 2015 2014 Total assets: Supply Chain Management Group $ 196,355 $ 192,720 Aviation Group 269,743 - Federal Services Group 33,014 36,225 47,559 49,790 Corporate 78,018 76,595 Total assets $ 624,689 $ 355,330 Customer Information Our revenue by customer is as follows (in thousands): Three months ended September 30, Nine months ended September 30, 2015 % 2014 % 2015 % 2014 % Source of Revenues U.S. Postal Service $ 47,356 34.5 $ 43,273 42.5 $ 136,875 35.1 $ 123,865 37.6 Department of Energy 2,817 2.0 4,791 4.7 11,923 3.1 14,340 4.4 Department of Treasury 418 0.3 263 0.3 1,405 0.4 9,194 2.8 Other government 6,861 5.0 9,197 9.0 18,085 4.6 23,664 7.2 Total – Federal civilian agencies 57,452 41.8 57,524 56.5 168,288 43.2 171,063 52.0 U.S. Navy 24,036 17.5 20,568 20.2 68,040 17.5 69,324 21.1 Army/Army Reserve 20,476 14.9 21,855 21.5 58,204 15.0 83,579 25.4 U.S. Air Force 869 0.6 800 0.8 2,583 0.6 2,405 0.7 Total - DoD 45,381 33.0 43,223 42.5 128,827 33.1 155,308 47.2 Commercial Aviation 32,976 24.0 - - 87,644 22.5 - - Other commercial 1,587 1.2 1,002 1.0 4,554 1.2 2,749 0.8 Commercial 34,563 25.2 1,002 1.0 92,198 23.7 2,749 0.8 Total $ 137,396 100 $ 101,749 100 $ 389,313 100 $ 329,120 100 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets [Abstract] | |
Goodwill and Intangible Assets | (7) Goodwill and Intangible Assets Changes in goodwill by operating segment for the nine months ended September 30, 2015 are as follows (in thousands): Supply Chain Management IT, Energy and Management Consulting Aviation Total Balance as of December 31, 2014 $ 61,169 $ 30,883 $ - $ 92,052 Increase from the Aviation Acquisition - - 92,332 92,332 Balance as of September 30, 2015 $ 61,169 $ 30,883 $ 92,332 $ 184,384 Intangible assets consist of the value of contract-related assets, acquired technologies and trade names. Intangible assets were comprised of the following (in thousands): Cost Accumulated Amortization Accumulated Impairment Loss Net Intangible Assets September 30, 2015 Contract and customer-related $ 179,004 $ (43,435 ) $ (1,025 ) $ 134,544 Acquired technologies 12,400 (4,869 ) - 7,531 Trade names – amortizable 17,600 (6,035 ) - 11,565 Total $ 209,004 $ (54,339 ) $ (1,025 ) $ 153,640 December 31, 2014 Contract and customer-related $ 93,304 $ (33,840 ) $ (1,025 ) $ 58,439 Acquired technologies 12,400 (4,024 ) - 8,376 Trade names – amortizable 10,100 (4,706 ) - 5,394 Total $ 115,804 $ (42,570 ) $ (1,025 ) $ 72,209 |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | (8) Fair Value Measurements The accounting standard for fair value measurements defines fair value, and establishes a market-based framework or hierarchy for measuring fair value. The standard is applicable whenever assets and liabilities are measured at fair value. The fair value hierarchy established in the standard prioritizes the inputs used in valuation techniques into three levels as follows: Level 1 – Observable inputs – quoted prices in active markets for identical assets and liabilities; Level 2 – Observable inputs other than the quoted prices in active markets for identical assets and liabilities – includes quoted prices for similar instruments, quoted prices for identical or similar instruments in inactive markets and amounts derived from valuation models where all significant inputs are observable in active markets; and Level 3 – Unobservable inputs – includes amounts derived from valuation models where one or more significant inputs are unobservable and require us to develop relevant assumptions. The following table summarizes the financial assets and liabilities measured at fair value on a recurring basis as of September 30, 2015 and December 31, 2014 and the level they fall within the fair value hierarchy (in thousands): Amounts Recorded at Fair Value Financial Statement Classification Fair Value Hierarchy Fair Value September 30, 2015 Fair Value December 31, 2014 Non-COLI assets held in Deferred Supplemental Compensation Plan Other assets Level 1 $ 255 $ 253 Interest rate swaps Accrued expenses Level 2 $ 1,017 - Earn-out obligation - current Current portion of earn-out obligation Level 3 $ 9,038 $ 9,455 Earn-out obligation - long-term Earn-out obligation Level 3 $ 12,576 - Changes in the fair value of the Non-COLI assets held in the deferred supplemental compensation plan, as well as changes in the related deferred compensation obligation, are recorded as selling, general and administrative expenses. We account for our interest rate swap agreements under the provisions of ASC 815, and have determined that our swap agreements qualify as highly effective hedges. Accordingly, the fair value of the swap agreements, which is a liability of approximately $1 million at September 30, 2015, has been reported in accrued expenses. We had no interest rate swaps in place at December 31, 2014. The offset, net of an income tax effect of approximately $391 thousand is included in accumulated other comprehensive loss in the accompanying balance sheets as of September 30, 2015. The amounts paid and received on the swap agreements are recorded in interest expense in the period during which the related floating-rate interest is incurred. We determine the fair value of the swap agreements based on a valuation model using market data inputs. We utilized an income approach to determine the fair value of our Aviation Acquisition earn-out obligation. Significant unobservable inputs used to value the contingent consideration include projected earnings before interest, taxes, depreciation and amortization and the discount rate. If a significant increase or decrease in the discount rate occurred in isolation, the result could be a significantly higher or lower fair value measurement. Our acquisition of Wheeler Bros., Inc. ("WBI") in 2011 required us to make additional payments to the sellers of up to a total of $40 million over a four-year post-acquisition period that ended June 30, 2015 if WBI achieved certain financial performance. WBI's sellers earned approximately $10 million, $2.7 million, $219 thousand, and $7.1 million based on WBI's financial performances for the earn-out years ended June 30, 2015, 2014, 2013 and 2012, respectively. WBI's final earn-out payment of approximately $10 million was made in September 2015. Changes in the fair value of the earn-out obligations were recorded as contract costs in the period of change through settlement. The fair value of the earn-out obligations increased $508 and $1,035 thousand for the three and nine months ended September 30, 2015 (see Note 2, Acquisition, for further discussion of the Aviation Acquisition earn-out obligation). The following table provides a reconciliation of the beginning and ending balance of the earn-out obligations measured at fair value on a recurring basis that used significant unobservable inputs (Level 3). Current portion Long-term portion Total Balance as of December 31, 2014 $ 9,455 $ - $ 9,455 Earn-out payments (14,982 ) - (14,982 ) Fair value adjustment included in earnings 740 295 1,035 Aviation Acquisition earn-out obligation 13,825 12,281 26,106 Balance as of September 30, 2015 $ 9,038 $ 12,576 $ 21,614 |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2015 | |
Recently Issued Accounting Pronouncements [Abstract] | |
Recently Issued Accounting Pronouncements | (9) Recently Issued Accounting Pronouncements In September 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers |
Acquisition (Tables)
Acquisition (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Acquisition [Abstract] | |
Summary of Fair Value Adjustments for Assets and Liabilities Assumed | The total estimated purchase price has been allocated to assets acquired (including identifiable intangible assets and goodwill) and liabilities assumed (including deferred taxes on identifiable intangible assets that are not deductible for income tax purposes), as follows (in thousands): Description Fair Value Cash $ 686 Accounts receivable 11,104 Inventories 55,544 Prepaid expenses and other current assets 2,641 Property and equipment 11,461 Customer relationships 85,700 Trade name 7,500 Goodwill 92,332 Accounts payable (8,688 ) Accrued expenses and other current liabilities (4,446 ) Long-term deferred tax liability (35,861 ) $ 217,973 Cash consideration $ 191,867 Acquisition date fair value of earn-out obligation 26,106 Total $ 217,973 |
Business Acquisition, Pro Forma Information | The following unaudited consolidated pro forma results of operations are as following (in thousands except per share amounts): Nine months ended September 30, 2015 2014 Revenue $ 396,717 $ 412,501 Income from continuing operations $ 17,454 $ 19,623 Basic earnings per share $ 3.25 $ 3.67 Diluted earnings per share $ 3.24 $ 3.66 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | Basic earnings per share ("EPS") have been computed by dividing net income by the weighted average number of shares of common stock outstanding during each period. Shares issued during the period are weighted for the portion of the period that they were outstanding. Three months Nine months ended September 30, ended September 30, 2015 2014 2015 2014 Basic weighted average common shares outstanding 5,374,863 5,355,968 5,373,159 5,353,065 Effect of dilutive shares 21,311 16,027 15,970 15,159 Diluted weighted average common shares outstanding 5,396,174 5,371,995 5,389,129 5,368,224 |
Business Segments and Custome18
Business Segments and Customer Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Business Segments and Customer Information [Abstract] | |
Segment Information | Our segment information for the three- and nine-months ended September 30, 2015 and 2014 is as follows (in thousands): Three months Nine months 2015 2014 2015 2014 Revenues: Supply Chain Management Group $ 50,315 $ 44,542 $ 144,429 $ 127,478 Aviation Group 32,976 - 87,644 - Federal Services Group 42,240 41,915 117,774 155,117 11,865 15,292 39,466 46,525 Total revenues $ 137,396 $ 101,749 $ 389,313 $ 329,120 Operating income: Supply Chain Management Group $ 9,235 $ 6,195 $ 26,222 $ 21,713 Aviation Group 2,116 - 6,833 - Federal Services Group 1,152 (105 ) 529 4,259 1,169 1,866 3,872 5,151 Corporate/unallocated expenses (429 ) (773 ) (2,033 ) (1,880 ) Operating income $ 13,243 $ 7,183 $ 35,423 $ 29,243 September 30, December 31, 2015 2014 Total assets: Supply Chain Management Group $ 196,355 $ 192,720 Aviation Group 269,743 - Federal Services Group 33,014 36,225 47,559 49,790 Corporate 78,018 76,595 Total assets $ 624,689 $ 355,330 |
Revenue by Customer | Our revenue by customer is as follows (in thousands): Three months ended September 30, Nine months ended September 30, 2015 % 2014 % 2015 % 2014 % Source of Revenues U.S. Postal Service $ 47,356 34.5 $ 43,273 42.5 $ 136,875 35.1 $ 123,865 37.6 Department of Energy 2,817 2.0 4,791 4.7 11,923 3.1 14,340 4.4 Department of Treasury 418 0.3 263 0.3 1,405 0.4 9,194 2.8 Other government 6,861 5.0 9,197 9.0 18,085 4.6 23,664 7.2 Total – Federal civilian agencies 57,452 41.8 57,524 56.5 168,288 43.2 171,063 52.0 U.S. Navy 24,036 17.5 20,568 20.2 68,040 17.5 69,324 21.1 Army/Army Reserve 20,476 14.9 21,855 21.5 58,204 15.0 83,579 25.4 U.S. Air Force 869 0.6 800 0.8 2,583 0.6 2,405 0.7 Total - DoD 45,381 33.0 43,223 42.5 128,827 33.1 155,308 47.2 Commercial Aviation 32,976 24.0 - - 87,644 22.5 - - Other commercial 1,587 1.2 1,002 1.0 4,554 1.2 2,749 0.8 Commercial 34,563 25.2 1,002 1.0 92,198 23.7 2,749 0.8 Total $ 137,396 100 $ 101,749 100 $ 389,313 100 $ 329,120 100 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets [Abstract] | |
Goodwill by Operating Segment | Changes in goodwill by operating segment for the nine months ended September 30, 2015 are as follows (in thousands): Supply Chain Management IT, Energy and Management Consulting Aviation Total Balance as of December 31, 2014 $ 61,169 $ 30,883 $ - $ 92,052 Increase from the Aviation Acquisition - - 92,332 92,332 Balance as of September 30, 2015 $ 61,169 $ 30,883 $ 92,332 $ 184,384 |
Schedule of Intangible Assets | Intangible assets were comprised of the following (in thousands): Cost Accumulated Amortization Accumulated Impairment Loss Net Intangible Assets September 30, 2015 Contract and customer-related $ 179,004 $ (43,435 ) $ (1,025 ) $ 134,544 Acquired technologies 12,400 (4,869 ) - 7,531 Trade names – amortizable 17,600 (6,035 ) - 11,565 Total $ 209,004 $ (54,339 ) $ (1,025 ) $ 153,640 December 31, 2014 Contract and customer-related $ 93,304 $ (33,840 ) $ (1,025 ) $ 58,439 Acquired technologies 12,400 (4,024 ) - 8,376 Trade names – amortizable 10,100 (4,706 ) - 5,394 Total $ 115,804 $ (42,570 ) $ (1,025 ) $ 72,209 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Measurements [Abstract] | |
Fair Value of Assets and Liabilities | The following table summarizes the financial assets and liabilities measured at fair value on a recurring basis as of September 30, 2015 and December 31, 2014 and the level they fall within the fair value hierarchy (in thousands): Amounts Recorded at Fair Value Financial Statement Classification Fair Value Hierarchy Fair Value September 30, 2015 Fair Value December 31, 2014 Non-COLI assets held in Deferred Supplemental Compensation Plan Other assets Level 1 $ 255 $ 253 Interest rate swaps Accrued expenses Level 2 $ 1,017 - Earn-out obligation - current Current portion of earn-out obligation Level 3 $ 9,038 $ 9,455 Earn-out obligation - long-term Earn-out obligation Level 3 $ 12,576 - |
Fair Value Reconciliation, Unobservable Inputs | The following table provides a reconciliation of the beginning and ending balance of the earn-out obligations measured at fair value on a recurring basis that used significant unobservable inputs (Level 3). Current portion Long-term portion Total Balance as of December 31, 2014 $ 9,455 $ - $ 9,455 Earn-out payments (14,982 ) - (14,982 ) Fair value adjustment included in earnings 740 295 1,035 Aviation Acquisition earn-out obligation 13,825 12,281 26,106 Balance as of September 30, 2015 $ 9,038 $ 12,576 $ 21,614 |
Acquisition (Details)
Acquisition (Details) $ / shares in Units, $ in Thousands | Jan. 28, 2015USD ($)Business | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)$ / shares | Sep. 30, 2014USD ($)$ / shares | Dec. 31, 2014USD ($) |
Business Acquisition [Line Items] | ||||||
Revenue | $ 137,396 | $ 101,749 | $ 389,313 | $ 329,120 | ||
Operating income | 13,243 | $ 7,183 | 35,423 | 29,243 | ||
Summary of Fair Value Adjustments for Assets and Liabilities Assumed [Abstract] | ||||||
Goodwill | 184,384 | 184,384 | $ 92,052 | |||
Aviation Group [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Number of businesses acquired | Business | 4 | |||||
Purchase consideration paid | $ 189,000 | |||||
Additional potential consideration payment - two year earn-out | 40,000 | |||||
Additional potential consideration payment - one year earn-out | 5,000 | |||||
Escrow account | 18,000 | |||||
Revenue | 87,600 | |||||
Operating income | 6,800 | |||||
Estimated net working capital adjustment | 5,000 | |||||
Additional cash consideration paid | 2,400 | 2,400 | ||||
Summary of Fair Value Adjustments for Assets and Liabilities Assumed [Abstract] | ||||||
Cash | 686 | |||||
Accounts receivable | 11,104 | |||||
Inventories | 55,544 | |||||
Prepaid expenses and other current assets | 2,641 | |||||
Property and equipment | 11,461 | |||||
Goodwill | 92,332 | |||||
Accounts payable | (8,688) | |||||
Accrued expenses and other current liabilities | (4,446) | |||||
Long-term deferred tax liability | (35,861) | |||||
Cash consideration | 191,867 | |||||
Acquisition date fair value of earn-out obligation | 26,106 | |||||
Total | 217,973 | |||||
Acquisition-related expenses | $ 75 | 488 | ||||
Business Acquisition, Pro Forma Information [Abstract] | ||||||
Revenue | 396,717 | 412,501 | ||||
Income from continuing operations | $ 17,454 | $ 19,623 | ||||
Basic earnings per share (in dollars per share) | $ / shares | $ 3.25 | $ 3.67 | ||||
Diluted earnings per share (in dollars per share) | $ / shares | $ 3.24 | $ 3.66 | ||||
Aviation Group [Member] | Customer Relationships [Member] | ||||||
Summary of Fair Value Adjustments for Assets and Liabilities Assumed [Abstract] | ||||||
Intangible assets | 85,700 | |||||
Amortization finite-lived intangible assets | 14 years | |||||
Aviation Group [Member] | Trade Name [Member] | ||||||
Summary of Fair Value Adjustments for Assets and Liabilities Assumed [Abstract] | ||||||
Intangible assets | $ 7,500 | |||||
Amortization finite-lived intangible assets | 9 years |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Debt outstanding | $ 245,900 | $ 245,900 | $ 48,600 | ||
LIBOR [Member] | |||||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Base margin | 2.50% | ||||
Base Rate [Member] | |||||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Base margin | 1.25% | ||||
Amended and Restated [Member] | |||||
Debt Instrument [Line Items] | |||||
Maturity date | Jan. 28, 2020 | ||||
Financing costs | $ 2,700 | $ 2,700 | |||
Amortization period of debt issuance costs | 5 years | ||||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Revolving loans potential increment in maximum borrowing capacity | $ 75,000 | ||||
Duration of interest rate cash flow hedge | 3 years | ||||
Interest rate range, minimum | 2.69% | ||||
Interest rate range, maximum | 4.50% | ||||
Effective interest rate | 3.25% | 3.25% | |||
Interest expense, net | $ 1,900 | $ 366 | $ 5,300 | $ 1,600 | |
Amended and Restated [Member] | Swap [Member] | |||||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Derivative notional amount | 125,000 | 125,000 | |||
Term Loan Facility [Member] | |||||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Term loan payments 2015 | 3,700 | 3,700 | |||
Term loan payments 2016 | 17,800 | 17,800 | |||
Term loan payments 2017 | 21,600 | 21,600 | |||
Term loan payments 2018 | 28,100 | 28,100 | |||
Term loan payments 2019 | 30,000 | 30,000 | |||
Term loan payments after 2019 | 41,300 | 41,300 | |||
Borrowings outstanding | 142,500 | 142,500 | |||
Revolving Loan Facility [Member] | |||||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||||
Revolving loans maximum borrowing capacity | 150,000 | 150,000 | |||
Revolving loans amount outstanding | 103,400 | 103,400 | 23,600 | ||
Letters of credit outstanding | $ 0 | $ 0 | $ 0 |
Earnings Per Share (Details)
Earnings Per Share (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Earnings Per Share [Abstract] | ||||
Basic weighted average common shares outstanding (in shares) | 5,374,863 | 5,355,968 | 5,373,159 | 5,353,065 |
Effect of dilutive shares (in shares) | 21,311 | 16,027 | 15,970 | 15,159 |
Diluted weighted average common shares outstanding (in shares) | 5,396,174 | 5,371,995 | 5,389,129 | 5,368,224 |
Commitments and Contingencies -
Commitments and Contingencies - (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2015USD ($)ProjectSubcontractor | |
Commitments [Abstract] | |
Number of bonded projects | Project | 1 |
Aggregate bonded amount | $ | $ 3 |
Contingencies [Abstract] | |
Number of subcontractors that operated the facility | 1 |
Number of deaths of subcontractor employees | 5 |
Number of subcontractors for lawsuits filed | 2 |
Business Segments and Custome25
Business Segments and Customer Information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)Segment | Sep. 30, 2014USD ($) | Dec. 31, 2014USD ($) | |
Segment Reporting Information [Line Items] | |||||
Number of reportable operating segments | Segment | 4 | ||||
Revenues | $ 137,396 | $ 101,749 | $ 389,313 | $ 329,120 | |
Operating income | 13,243 | 7,183 | 35,423 | 29,243 | |
Total assets | 624,689 | 624,689 | $ 355,330 | ||
Corporate/unallocated Expenses [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating income | (429) | (773) | (2,033) | (1,880) | |
Total assets | 78,018 | 78,018 | 76,595 | ||
Operating Segments [Member] | Supply Chain Management Group [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 50,315 | 44,542 | 144,429 | 127,478 | |
Operating income | 9,235 | 6,195 | 26,222 | 21,713 | |
Total assets | 196,355 | 196,355 | 192,720 | ||
Operating Segments [Member] | Aviation Group [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 32,976 | 0 | 87,644 | 0 | |
Operating income | 2,116 | 0 | 6,833 | 0 | |
Total assets | 269,743 | 269,743 | 0 | ||
Operating Segments [Member] | Federal Services Group [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 42,240 | 41,915 | 117,774 | 155,117 | |
Operating income | 1,152 | (105) | 529 | 4,259 | |
Total assets | 33,014 | 33,014 | 36,225 | ||
Operating Segments [Member] | IT, Energy and Management Consulting Group [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 11,865 | 15,292 | 39,466 | 46,525 | |
Operating income | 1,169 | $ 1,866 | 3,872 | $ 5,151 | |
Total assets | $ 47,559 | $ 47,559 | $ 49,790 |
Business Segments and Custome26
Business Segments and Customer Information, Major Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenue, Major Customer [Line Items] | ||||
Revenue | $ 137,396 | $ 101,749 | $ 389,313 | $ 329,120 |
Revenue by customer | 100.00% | 100.00% | 100.00% | 100.00% |
U.S. Postal Service [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenue | $ 47,356 | $ 43,273 | $ 136,875 | $ 123,865 |
Revenue by customer | 34.50% | 42.50% | 35.10% | 37.60% |
Department of Energy [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenue | $ 2,817 | $ 4,791 | $ 11,923 | $ 14,340 |
Revenue by customer | 2.00% | 4.70% | 3.10% | 4.40% |
Department of Treasury [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenue | $ 418 | $ 263 | $ 1,405 | $ 9,194 |
Revenue by customer | 0.30% | 0.30% | 0.40% | 2.80% |
Other Government [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenue | $ 6,861 | $ 9,197 | $ 18,085 | $ 23,664 |
Revenue by customer | 5.00% | 9.00% | 4.60% | 7.20% |
Total Federal Civilian Agencies [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenue | $ 57,452 | $ 57,524 | $ 168,288 | $ 171,063 |
Revenue by customer | 41.80% | 56.50% | 43.20% | 52.00% |
U.S. Navy [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenue | $ 24,036 | $ 20,568 | $ 68,040 | $ 69,324 |
Revenue by customer | 17.50% | 20.20% | 17.50% | 21.10% |
U.S. Army/Army Reserve [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenue | $ 20,476 | $ 21,855 | $ 58,204 | $ 83,579 |
Revenue by customer | 14.90% | 21.50% | 15.00% | 25.40% |
U.S. Air Force [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenue | $ 869 | $ 800 | $ 2,583 | $ 2,405 |
Revenue by customer | 0.60% | 0.80% | 0.60% | 0.70% |
Total DoD [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenue | $ 45,381 | $ 43,223 | $ 128,827 | $ 155,308 |
Revenue by customer | 33.00% | 42.50% | 33.10% | 47.20% |
Commercial Aviation [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenue | $ 32,976 | $ 0 | $ 87,644 | $ 0 |
Revenue by customer | 24.00% | 0.00% | 22.50% | 0.00% |
Other Commercial [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenue | $ 1,587 | $ 1,002 | $ 4,554 | $ 2,749 |
Revenue by customer | 1.20% | 1.00% | 1.20% | 0.80% |
Commercial [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenue | $ 34,563 | $ 1,002 | $ 92,198 | $ 2,749 |
Revenue by customer | 25.20% | 1.00% | 23.70% | 0.80% |
Goodwill and Intangible Asset27
Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Goodwill [Roll Forward] | |||||
Balance as of beginning of period | $ 92,052 | ||||
Increase from the Aviation Acquisition | 92,332 | ||||
Balance as of end of period | $ 184,384 | 184,384 | |||
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of intangible assets | 4,100 | $ 2,500 | 11,800 | $ 7,600 | |
Contract and customer-related | 179,004 | 179,004 | $ 93,304 | ||
Acquired technologies | 12,400 | 12,400 | 12,400 | ||
Trade names - amortizable | 17,600 | 17,600 | 10,100 | ||
Finite-Lived Intangible Assets, Net [Abstract] | |||||
Cost | 209,004 | 209,004 | 115,804 | ||
Accumulated Amortization | (54,339) | (54,339) | (42,570) | ||
Accumulated Impairment Loss | (1,025) | (1,025) | (1,025) | ||
Net Intangible Assets | 153,640 | 153,640 | 72,209 | ||
Contract and Customer-Related [Member] | |||||
Finite-Lived Intangible Assets, Net [Abstract] | |||||
Accumulated Amortization | (43,435) | (43,435) | (33,840) | ||
Accumulated Impairment Loss | (1,025) | (1,025) | (1,025) | ||
Net Intangible Assets | 134,544 | 134,544 | 58,439 | ||
Acquired Technologies [Member] | |||||
Finite-Lived Intangible Assets, Net [Abstract] | |||||
Accumulated Amortization | (4,869) | (4,869) | (4,024) | ||
Accumulated Impairment Loss | 0 | 0 | 0 | ||
Net Intangible Assets | 7,531 | 7,531 | 8,376 | ||
Trade Names - Amortizable [Member] | |||||
Finite-Lived Intangible Assets, Net [Abstract] | |||||
Accumulated Amortization | (6,035) | (6,035) | (4,706) | ||
Accumulated Impairment Loss | 0 | 0 | 0 | ||
Net Intangible Assets | 11,565 | 11,565 | $ 5,394 | ||
Supply Chain Management Group [Member] | |||||
Goodwill [Roll Forward] | |||||
Balance as of beginning of period | 61,169 | ||||
Increase from the Aviation Acquisition | 0 | ||||
Balance as of end of period | 61,169 | 61,169 | |||
IT, Energy and Management Consulting Group [Member] | |||||
Goodwill [Roll Forward] | |||||
Balance as of beginning of period | 30,883 | ||||
Increase from the Aviation Acquisition | 0 | ||||
Balance as of end of period | 30,883 | 30,883 | |||
Aviation Group [Member] | |||||
Goodwill [Roll Forward] | |||||
Balance as of beginning of period | 0 | ||||
Increase from the Aviation Acquisition | 92,332 | ||||
Balance as of end of period | $ 92,332 | $ 92,332 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | Jan. 28, 2015 | Dec. 31, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Earn-out obligations - current | $ 9,038 | $ 9,038 | $ 9,455 | |||||
Earn-out obligation - long-term | 12,576 | 12,576 | 0 | |||||
Income tax expense benefit on interest rate swap | 391 | |||||||
Earn-out payments | (14,982) | |||||||
WBI Acquisition [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Maximum potential cash payment | 40,000 | $ 40,000 | ||||||
Post acquisition payment period | 4 years | |||||||
Earn-out payments | $ (10,000) | $ (2,700) | $ (219) | $ (7,100) | ||||
Aviation Acquisitions [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Maximum potential cash payment | $ 40,000 | |||||||
Increase in earn-out obligations | 508 | $ 1,035 | ||||||
Earn-out Obligation - Current [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Earn-out payments | (14,982) | |||||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Other Assets [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Non-COLI assets held in Deferred Supplemental Compensation Plan | 255 | 255 | 253 | |||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Accrued Expenses [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Interest rate swaps | 1,017 | 1,017 | 0 | |||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Earn-out Obligation - Current [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Earn-out obligations - current | 9,038 | 9,038 | 9,455 | |||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Earn-out Obligation - Long-term [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Earn-out obligation - long-term | $ 12,576 | $ 12,576 | $ 0 |
Fair Value Measurements, Unobse
Fair Value Measurements, Unobservable Input Reconciliation (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance as of the beginning of the period | $ 9,455 | ||||
Earn-out payments | (14,982) | ||||
Fair value adjustment included in earnings | 1,035 | ||||
Aviation Acquisition earn-out obligation | 26,106 | ||||
Balance as of the end of the period | 21,614 | ||||
WBI Acquisition [Member] | |||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Earn-out payments | $ (10,000) | $ (2,700) | $ (219) | $ (7,100) | |
Earn-out Obligation - Current [Member] | |||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance as of the beginning of the period | 9,455 | ||||
Earn-out payments | (14,982) | ||||
Fair value adjustment included in earnings | 740 | ||||
Aviation Acquisition earn-out obligation | 13,825 | ||||
Balance as of the end of the period | 9,038 | ||||
Earn-out Obligation - Long-term [Member] | |||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance as of the beginning of the period | 0 | ||||
Fair value adjustment included in earnings | 295 | ||||
Aviation Acquisition earn-out obligation | 12,281 | ||||
Balance as of the end of the period | $ 12,576 |