Cover Page
Cover Page - shares | 9 Months Ended | |
Jun. 30, 2021 | Aug. 02, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 1-12997 | |
Entity Registrant Name | Maximus, Inc. | |
Entity Incorporation, State or Country Code | VA | |
Entity Tax Identification Number | 54-1000588 | |
Entity Address, Address Line One | 1891 Metro Center Drive | |
Entity Address, City or Town | Reston | |
Entity Address, State or Province | VA | |
Entity Address, Postal Zip Code | 20190 | |
City Area Code | 703 | |
Local Phone Number | 251-8500 | |
Title of 12(b) Security | Common Stock, no par value | |
Trading Symbol | MMS | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Reporting Company | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 61,471,783 | |
Entity Central Index Key | 0001032220 | |
Current Fiscal Year End Date | --09-30 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Statement [Abstract] | ||||
Revenue | $ 1,243,520 | $ 901,337 | $ 3,148,354 | $ 2,537,701 |
Cost of revenue | 951,664 | 715,734 | 2,419,785 | 2,023,550 |
Gross profit | 291,856 | 185,603 | 728,569 | 514,151 |
Selling, general, and administrative expenses | 140,129 | 89,582 | 364,498 | 283,662 |
Amortization of intangible assets | 12,132 | 8,712 | 23,718 | 26,734 |
Operating income | 139,595 | 87,309 | 340,353 | 203,755 |
Interest expense | 3,087 | 616 | 4,049 | 1,565 |
Other (expense)/income, net | (8,289) | (671) | (9,584) | 621 |
Income before income taxes | 128,219 | 86,022 | 326,720 | 202,811 |
Provision for income taxes | 33,724 | 21,558 | 87,534 | 51,963 |
Net income | $ 94,495 | $ 64,464 | $ 239,186 | $ 150,848 |
Basic earnings per share (in dollars per share) | $ 1.52 | $ 1.04 | $ 3.86 | $ 2.38 |
Diluted earnings per share (in dollars per share) | 1.51 | 1.04 | 3.84 | 2.37 |
Dividends paid per share (in dollars per share) | $ 0.28 | $ 0.28 | $ 0.84 | $ 0.84 |
Weighted average shares outstanding: | ||||
Basic (in shares) | 62,064 | 61,882 | 62,028 | 63,463 |
Diluted (in shares) | 62,453 | 62,102 | 62,300 | 63,666 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 94,495 | $ 64,464 | $ 239,186 | $ 150,848 |
Net unrealized losses on cash flow hedge, net of taxes of $379, $—, $379 and $—, respectively | (1,062) | 0 | (1,062) | 0 |
Foreign currency translation adjustments | (24) | 3,432 | 7,669 | (1,304) |
Comprehensive income attributable to Maximus | $ 93,409 | $ 67,896 | $ 245,793 | $ 149,544 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2021 | Sep. 30, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 96,110 | $ 71,737 |
Accounts receivable — billed and billable, net of allowance of $6,607 and $6,051 | 794,653 | 622,871 |
Accounts receivable — unbilled | 334,666 | 163,332 |
Income taxes receivable | 454 | 2,075 |
Prepaid expenses and other current assets | 81,479 | 72,543 |
Total current assets | 1,307,362 | 932,558 |
Property and equipment, net | 67,794 | 66,721 |
Capitalized software, net | 45,739 | 38,033 |
Operating lease right-of-use assets | 186,944 | 177,159 |
Goodwill | 1,757,795 | 593,129 |
Intangible assets, net | 892,487 | 145,893 |
Deferred contract costs, net | 37,020 | 20,891 |
Deferred compensation plan assets | 47,041 | 36,819 |
Deferred income taxes | 506 | 1,915 |
Other assets | 27,905 | 11,584 |
Total assets | 4,370,593 | 2,024,702 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 420,510 | 253,338 |
Accrued compensation and benefits | 181,559 | 137,101 |
Deferred revenue | 68,846 | 51,655 |
Income taxes payable | 19,763 | 5,377 |
Current portion of long-term debt and other borrowings | 60,586 | 10,878 |
Operating lease liabilities | 82,572 | 80,748 |
Other current liabilities | 26,768 | 22,071 |
Total current liabilities | 860,604 | 561,168 |
Deferred revenue, less current portion | 36,051 | 27,311 |
Deferred income taxes | 204,174 | 24,737 |
Long-term debt, less current portion | 1,633,135 | 18,017 |
Deferred compensation plan liabilities, less current portion | 44,076 | 38,654 |
Operating lease liabilities, less current portion | 118,341 | 104,011 |
Other liabilities | 20,765 | 8,985 |
Total liabilities | 2,917,146 | 782,883 |
Shareholders’ equity: | ||
Common stock, no par value; 100,000 shares authorized; 61,472 and 61,504 shares issued and outstanding at June 30, 2021, and September 30, 2020, respectively | 535,990 | 513,959 |
Accumulated other comprehensive loss | (36,031) | (42,638) |
Retained earnings | 953,488 | 770,498 |
Total shareholders' equity | 1,453,447 | 1,241,819 |
Total liabilities and shareholders' equity | $ 4,370,593 | $ 2,024,702 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2021 | Sep. 30, 2020 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts receivable, current | $ 6,607 | $ 6,051 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 61,472,000 | 61,504,000 |
Common stock, shares outstanding | 61,472,000 | 61,504,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash flows from operations: | ||
Net income | $ 239,186 | $ 150,848 |
Adjustments to reconcile net income to cash flows from operations: | ||
Depreciation and amortization of property and equipment and capitalized software | 33,664 | 47,496 |
Amortization of intangible assets | 23,718 | 26,734 |
Deferred income taxes | 3,632 | (5,210) |
Stock compensation expense | 20,823 | 17,558 |
Gain on sale of a business | 0 | (1,706) |
Costs related to debt financing | 8,509 | 0 |
Change in assets and liabilities, net of effects of business combinations | ||
Accounts receivable — billed and billable | (83,881) | (147,626) |
Accounts receivable — unbilled | (170,423) | (80,267) |
Prepaid expenses and other current assets | 7,542 | 529 |
Deferred contract costs | (15,773) | (1,396) |
Accounts payable and accrued liabilities | 116,873 | 48,622 |
Accrued compensation and benefits | 34,387 | 33,647 |
Deferred revenue | 23,624 | 2,806 |
Income taxes | 15,165 | 563 |
Operating lease right-of-use assets and liabilities | 1,077 | (1,071) |
Other assets and liabilities | (11,464) | 4,556 |
Cash flows from operations | 246,659 | 96,083 |
Cash flows from investing activities: | ||
Purchases of property and equipment and capitalized software costs | (32,133) | (28,436) |
Acquisitions of businesses, net of cash acquired | (1,779,473) | (2,611) |
Proceeds from the sale of a business | 0 | 3,250 |
Other | 0 | 385 |
Cash used in investing activities | (1,811,606) | (27,412) |
Cash flows from financing activities: | ||
Cash dividends paid to Maximus shareholders | (51,625) | (52,988) |
Purchases of Maximus common stock | (3,363) | (166,959) |
Tax withholding related to RSU vesting | (9,818) | (10,614) |
Payments for debt financing | (22,759) | 0 |
Borrowings under new credit facilities | 1,700,000 | 0 |
Other debt borrowings | 585,000 | 421,488 |
Other debt repayments | (607,880) | (278,971) |
Other | (2,763) | (957) |
Cash provided by/(used in) financing activities | 1,586,792 | (89,001) |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | 2,830 | (174) |
Net increase in cash, cash equivalents, and restricted cash | 24,675 | (20,504) |
Cash, cash equivalents, and restricted cash, beginning of period | 88,561 | 116,492 |
Cash, cash equivalents, and restricted cash, end of period | $ 113,236 | $ 95,988 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Accumulated Other Comprehensive Loss | Retained Earnings | Noncontrolling Interest |
Balance (in shares) at Sep. 30, 2019 | 63,979 | ||||
Balance at Sep. 30, 2019 | $ 1,248,201 | $ 498,433 | $ (45,380) | $ 794,739 | $ 409 |
Increase (Decrease) in Shareholders' Equity | |||||
Net income | 150,848 | 150,848 | |||
Foreign currency translation | (1,304) | (1,304) | |||
Cash flow hedge, net of income taxes | 0 | ||||
Cash dividends | (53,397) | (52,988) | (409) | ||
Dividends on RSUs | $ 1,209 | (1,209) | |||
Purchases of Maximus common stock (in shares) | (2,767) | ||||
Purchases of Maximus common stock | (166,959) | $ (167,000) | (166,959) | ||
Stock compensation expense | 17,558 | $ 17,558 | |||
RSUs vested (in shares) | 101 | ||||
Balance (in shares) at Jun. 30, 2020 | 61,313 | ||||
Balance at Jun. 30, 2020 | 1,194,947 | $ 517,200 | (46,684) | 724,431 | 0 |
Balance (in shares) at Mar. 31, 2020 | 61,313 | ||||
Balance at Mar. 31, 2020 | 1,138,468 | $ 511,023 | (50,116) | 677,561 | |
Increase (Decrease) in Shareholders' Equity | |||||
Net income | 64,464 | 64,464 | |||
Foreign currency translation | 3,432 | 3,432 | |||
Cash flow hedge, net of income taxes | 0 | ||||
Cash dividends | (17,175) | (17,175) | |||
Dividends on RSUs | 0 | 419 | (419) | ||
Stock compensation expense | 5,758 | $ 5,758 | |||
Balance (in shares) at Jun. 30, 2020 | 61,313 | ||||
Balance at Jun. 30, 2020 | $ 1,194,947 | $ 517,200 | (46,684) | 724,431 | $ 0 |
Balance (in shares) at Sep. 30, 2020 | 61,504 | 61,504 | |||
Balance at Sep. 30, 2020 | $ 1,241,819 | $ 513,959 | (42,638) | 770,498 | |
Increase (Decrease) in Shareholders' Equity | |||||
Net income | 239,186 | 239,186 | |||
Foreign currency translation | 7,669 | 7,669 | |||
Cash flow hedge, net of income taxes | (1,062) | (1,062) | |||
Cash dividends | (51,625) | (51,625) | |||
Dividends on RSUs | $ 1,208 | (1,208) | |||
Purchases of Maximus common stock (in shares) | (52) | ||||
Purchases of Maximus common stock | (3,363) | $ (3,400) | (3,363) | ||
Stock compensation expense | $ 20,823 | $ 20,823 | |||
RSUs vested (in shares) | 20 | ||||
Balance (in shares) at Jun. 30, 2021 | 61,472 | 61,472 | |||
Balance at Jun. 30, 2021 | $ 1,453,447 | $ 535,990 | (36,031) | 953,488 | |
Balance (in shares) at Mar. 31, 2021 | 61,472 | ||||
Balance at Mar. 31, 2021 | 1,369,905 | $ 528,205 | (34,945) | 876,645 | |
Increase (Decrease) in Shareholders' Equity | |||||
Net income | 94,495 | 94,495 | |||
Foreign currency translation | (24) | (24) | |||
Cash flow hedge, net of income taxes | (1,062) | (1,062) | |||
Cash dividends | (17,211) | (17,211) | |||
Dividends on RSUs | 441 | (441) | |||
Stock compensation expense | $ 7,344 | $ 7,344 | |||
Balance (in shares) at Jun. 30, 2021 | 61,472 | 61,472 | |||
Balance at Jun. 30, 2021 | $ 1,453,447 | $ 535,990 | $ (36,031) | $ 953,488 |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Interest rate hedge, tax | $ 379 | $ 0 | $ 379 | $ 0 |
Organization and Basis of Prese
Organization and Basis of Presentation | 9 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Organization and Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. As permitted by these instructions, they do not include all of the information and notes required by generally accepted accounting principles (GAAP) for complete financial statements. In the opinion of management, all adjustments, including normal recurring adjustments, considered necessary for a fair presentation are included. All intercompany balances and transactions have been eliminated in consolidation. The results of operations for the three and nine months ended June 30, 2021, are not necessarily indicative of the results that may be expected for the full fiscal year. The balance sheet at September 30, 2020, has been derived from the audited financial statements at that date but does not include all of the information and notes required by GAAP for complete financial statements. These financial statements should be read in conjunction with the consolidated audited financial statements and the notes thereto at September 30, 2020 and 2019, and for each of the three years in the period ended September 30, 2020, included in our Annual Report on Form 10-K which was filed with the Securities and Exchange Commission on November 19, 2020. Estimates The preparation of these financial statements, in conformity with GAAP in the United States, requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent liabilities and the reported amounts of revenue and expenses. At each reporting period end, we make estimates, including those related to revenue recognition and cost estimation on certain contracts, the realizability of goodwill and amounts related to income taxes, certain accrued liabilities, and contingencies and litigation. We base our estimates on historical experience and expectations of the future that we believe to be reasonable. The economic and political effects of the coronavirus (COVID-19) global pandemic increase uncertainty, which has reduced our ability to use past results to estimate future performance. Accordingly, our estimates may be subject to greater volatility than has been the case in the past. • Our balance sheet includes goodwill valued at $1.76 billion. This balance is allocated between reporting units, which are consistent with our three operating segments. Goodwill is not amortized but is tested for impairment when necessary and no less than once per year. We performed our last annual goodwill impairment test as of July 1, 2020, using a qualitative assessment. There has been no indication of impairment of any reporting unit at this time or since. • Our balance sheet includes a number of long-lived assets, including property and equipment, capitalized software, operating lease right-of-use assets, deferred contract costs and intangible assets. These assets are depreciated or amortized over their estimated useful economic lives but are subject to impairment if events indicate that the carrying amounts may not be recoverable. At this time, there are no balances which we believe are not recoverable. • Included within our long-lived assets are $892.5 million of intangible assets, which have been acquired through business combinations. We use judgment in identifying, valuing, and assigning a useful economic life to assets as they are acquired. The judgments required vary with the type of asset but may include projections of future results, estimated costs to recreate or replace assets, the cost of utilizing other, similar assets provided by a third party and an appropriate cost of capital. Where appropriate, we utilize the services of a third-party specialist to assist us in these valuations. • Our balance sheet includes $1.13 billion of billed, billable and unbilled accounts receivable, net of allowance for credit losses. Beginning October 1, 2020, we have evaluated credit risk under ASC Topic 326, as further described below. Credit risk has not historically been significant to our business due to the nature of our customers. During the three and nine months ended June 30, 2021, we recorded changes to our estimated credit losses of $0.1 million and $1.0 million, respectively. • As disclosed in "Note 3. Revenue Recognition," revenue for some of our employment services contracts in the Outside the U.S. Segment is based upon achievement of future outcomes as defined in each contract. Specifically, we are paid as individuals attain employment goals, which may take many months to achieve. Revenue is recognized on these contracts over the period of performance. Employment markets worldwide suffered a significant shock during fiscal year 2020 due to COVID-19, which resulted in significant reductions in work performed and outcomes reached. Although we are seeing recovery in fiscal year 2021, this revenue remains subject to volatility. • As disclosed in "Note 5. Business Combinations," we have acquired two businesses during fiscal year 2021. For assets acquired and liabilities assumed, we are required to identify and recognize these balances at their fair value as of the date of acquisition. We are still in the process of completing the valuations of these assets and, accordingly, there may be changes in these balances. Changes in financial reporting In August 2018, the Financial Accounting Standards Board (FASB) issued ASU No. 2018-15, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40) - Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract . This accounting guidance requires customers in cloud-computing arrangements to identify and defer certain implementation costs in a manner broadly consistent with that of existing guidance on the costs to develop or obtain internal-use software. Costs capitalized under this guidance will be expensed over the term of the cloud computing arrangement. We adopted this guidance on October 1, 2020, using a prospective approach. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . This update introduces a new model for recognizing credit losses on financial instruments, including losses on accounts receivable. This update replaced the existing incurred loss impairment model with an expected loss model. We adopted this guidance on October 1, 2020, with no material impact to our financial statements. In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment . This standard will not change the manner in which we would identify a goodwill impairment but would change any subsequent calculation of an impairment charge. We adopted this standard on October 1, 2020. The effect of this new standard will depend upon the outcome of future goodwill impairment tests. |
Segment Information
Segment Information | 9 Months Ended |
Jun. 30, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information We conduct our operations through three business segments: U.S. Services, U.S. Federal Services, and Outside the U.S. • Our U.S. Services Segment provides a variety of business process services (BPS) such as program administration, appeals and assessments, and related consulting work for U.S. state and local government programs. These services support a variety of programs, including the Affordable Care Act (ACA), Medicaid, the Children’s Health Insurance Program (CHIP), Temporary Assistance to Needy Families (TANF), and child support programs. Addressing societal macro trends such as aging populations and rising costs, the segment continues to execute on its clinical evolution strategy by expanding its clinical offerings in public health with new work in contact tracing, disease investigation, and vaccine distribution support services as part of the governments' COVID-19 response efforts. The segment also successfully expanded into the unemployment insurance market, supporting more than 15 states in their unemployment insurance programs. • From technology solutions to program administration and operations, our U.S. Federal Services Segment delivers end-to-end solutions that help various U.S. federal agencies better deliver on their mission. This also includes appeals and assessments services, system and application development, IT modernization, and maintenance services. The segment also contains certain state-based assessments and appeals work that is part of the segment's heritage within the Medicare Appeals portfolio which continues to be managed within this segment. Propelled by the Maximus Attain platform, the segment executes on its digital strategy to deliver technology solutions that advance agency missions, including the charge to modernize, provide better customer experience, and drive process efficiencies. The segment continues to expand its clinical solutions and manages the clinical evaluation process for U.S. veterans and service members on behalf of the U.S. Department of Veterans Affairs. The segment further supports clinical offerings in public health with new work supporting the U.S. Federal Government's COVID-19 response efforts. This included expanded work with the Centers for Disease Control and Prevention (CDC) for their helpline and increased support for the IRS Wage and Investment Division's response efforts to general inquiries regarding the Coronavirus Aid Relief & Economic Security (CARES) Act and Economic Impact Payment Service Plan. • Delivering support to people from different backgrounds, cultures and communities, our Outside the U.S. Segment provides BPS for international governments and commercial clients. Helping people find employment, access vital support, and remain healthy, these services include health and disability assessments, program administration for employment services, wellbeing solutions and other job seeker-related services. We support programs and deliver services in the United Kingdom (U.K.), including the Health Assessment Advisory Service (HAAS), the Work & Health Programme, Fair Start, and Restart; Australia, including jobactive and the Disability Employment Service; Canada, including Health Insurance British Columbia and the Employment Program of British Columbia; in addition to Italy, Saudi Arabia, Singapore, South Korea, and Sweden, where we predominantly provide employment support and job seeker services. Expenses that are not specifically included in the segments are included in other categories, including amortization of intangible assets and the direct costs of acquisitions. These costs are excluded from measuring each segment's operating performance. Three Months Ended June 30, Nine Months Ended June 30, (in thousands) 2021 % (1) 2020 % (1) 2021 % (1) 2020 % (1) Revenue: U.S. Services $ 436,338 $ 336,950 $ 1,269,487 $ 957,929 U.S. Federal Services 617,601 450,143 1,352,982 1,210,105 Outside the U.S. 189,581 114,244 525,885 369,667 Total $ 1,243,520 $ 901,337 $ 3,148,354 $ 2,537,701 Gross profit: U.S. Services $ 104,814 24.0% $ 93,029 27.6% $ 323,256 25.5% $ 268,073 28.0% U.S. Federal Services 155,776 25.2% 84,723 18.8% 312,405 23.1% 232,502 19.2% Outside the U.S. 31,266 16.5% 7,851 6.9% 92,908 17.7% 13,576 3.7% Total $ 291,856 23.5% $ 185,603 20.6% $ 728,569 23.1% $ 514,151 20.3% Selling, general & administrative expense: U.S. Services $ 42,606 9.8% $ 31,996 9.5% $ 116,655 9.2% $ 102,633 10.7% U.S. Federal Services 69,647 11.3% 45,490 10.1% 172,877 12.8% 131,455 10.9% Outside the U.S. 22,973 12.1% 13,668 12.0% 65,018 12.4% 47,125 12.7% Gain on sale of business (3) — NM (1,706) NM — NM (1,706) NM Other (2) 4,903 NM 134 NM 9,948 NM 4,155 NM Total $ 140,129 11.3% $ 89,582 9.9% $ 364,498 11.6% $ 283,662 11.2% Operating income: U.S. Services $ 62,208 14.3% $ 61,033 18.1% $ 206,601 16.3% $ 165,440 17.3% U.S. Federal Services 86,129 13.9% 39,233 8.7% 139,528 10.3% 101,047 8.4% Outside the U.S. 8,293 4.4% (5,817) (5.1)% 27,890 5.3% (33,549) (9.1)% Amortization of intangible assets (12,132) NM (8,712) NM (23,718) NM (26,734) NM Gain on sale of business (3) — NM 1,706 NM $ — NM 1,706 NM Other (2) (4,903) NM (134) NM (9,948) NM (4,155) NM Total $ 139,595 11.2% $ 87,309 9.7% $ 340,353 10.8% $ 203,755 8.0% (1) Percentage of respective segment revenue. Percentages not considered meaningful are marked “NM.” (2) Other selling, general, and administrative expenses includes credits and costs that are not allocated to a particular segment. This includes expenses incurred as part of our acquisitions, as well as potential acquisitions which have not been or may not be completed. Our results for the three and nine months ended June 30, 2021, included $5.6 million and $8.8 million, respectively, of expenses relating to the acquisitions of Attain, LLC, and VES Group, Inc. For more information, see "Note 5. Business Combinations." (3) During fiscal year 2020, we sold Q2 Administrators LLC, a subsidiary within our U.S. Federal Services Segment, resulting in a gain. Identifiable assets for the segments are shown below. Identifiable assets for U.S. Federal Services increased due to the acquisitions of Attain, LLC and VES Group, Inc. Refer to "Note 5. Business Combinations" for details. (in thousands) June 30, 2021 September 30, 2020 U.S. Services $ 728,347 $ 702,728 U.S. Federal Services 3,149,694 937,477 Outside the U.S. 304,952 224,532 Corporate 187,600 159,965 Total $ 4,370,593 $ 2,024,702 |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Jun. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition We recognize revenue as, or when, we satisfy performance obligations under a contract. The majority of our contracts have performance obligations which are satisfied over time. In most cases, we view our performance obligations as promises to transfer a series of distinct services to our customers that are substantially the same and which have the same pattern of service. We recognize revenue over the performance period as a customer receives the benefits of our services. Disaggregation of revenue In addition to our segment reporting, we disaggregate our revenues by service, contract type, customer type, and geography. Our operating segments represent the manner in which our Chief Executive Officer reviews our financial results, which is further discussed in "Note 2. Segment Information." By operating segment and service Three Months Ended June 30, Nine Months Ended June 30, (in thousands) 2021 2020 2021 2020 Program administration $ 325,755 $ 251,616 $ 964,981 $ 724,960 Assessments and appeals 33,529 40,875 101,561 104,621 Workforce and children services 64,240 32,531 167,106 90,651 Other 12,814 11,928 35,839 37,697 Total U.S. Services $ 436,338 $ 336,950 $ 1,269,487 $ 957,929 Program administration $ 451,594 $ 362,973 $ 1,005,706 $ 949,071 Technology solutions 89,559 42,101 187,006 130,172 Assessments and appeals 76,448 45,069 160,270 130,862 Total U.S. Federal Services $ 617,601 $ 450,143 $ 1,352,982 $ 1,210,105 Workforce and children services $ 94,310 $ 55,046 $ 269,743 $ 146,968 Assessments and appeals 58,664 42,468 169,753 167,397 Program administration 34,296 15,544 80,284 49,583 Other 2,311 1,186 6,105 5,719 Total Outside the U.S. $ 189,581 $ 114,244 $ 525,885 $ 369,667 Total revenue $ 1,243,520 $ 901,337 $ 3,148,354 $ 2,537,701 By contract type Three Months Ended June 30, Nine Months Ended June 30, (in thousands) 2021 2020 2021 2020 Performance-based $ 389,800 $ 295,650 $ 1,033,509 $ 864,077 Cost-plus 282,808 422,641 953,373 1,184,425 Fixed price 146,175 132,535 413,296 352,255 Time and materials 424,737 50,511 748,176 136,944 Total revenue $ 1,243,520 $ 901,337 $ 3,148,354 $ 2,537,701 By customer type Three Months Ended June 30, Nine Months Ended June 30, (in thousands) 2021 2020 2021 2020 New York State government agencies $ 102,195 $ 79,140 $ 289,462 $ 276,585 Other U.S. state government agencies 329,792 265,608 976,336 692,689 Total U.S. state government agencies 431,987 344,748 1,265,798 969,274 U.S. Federal Government agencies 594,771 429,031 1,288,213 1,155,773 International government agencies 180,049 107,353 499,091 345,629 Other, including local municipalities and commercial customers 36,713 20,205 95,252 67,025 Total revenue $ 1,243,520 $ 901,337 $ 3,148,354 $ 2,537,701 By geography Three Months Ended June 30, Nine Months Ended June 30, (in thousands) 2021 2020 2021 2020 United States $ 1,053,940 $ 787,092 $ 2,622,469 $ 2,168,033 United Kingdom 74,109 53,364 211,777 190,088 Australia 65,283 38,415 192,161 100,390 Rest of world 50,188 22,466 121,947 79,190 Total revenue $ 1,243,520 $ 901,337 $ 3,148,354 $ 2,537,701 Contract balances Differences in timing between revenue recognition and cash collection result in contract assets and contract liabilities. We classify these assets as accounts receivable — billed and billable and unbilled receivables; the liabilities are classified as deferred revenue. In many contracts, we bill our customers on a monthly basis shortly after the month end for work performed in that month and such balances are considered collectible and are included within accounts receivable — billed and billable. Exceptions to this pattern will arise for various reasons, including those listed below. • Under cost-plus contracts, we are typically required to estimate a contract’s share of our general and administrative expenses. This share is based upon estimates of total costs which may vary over time. We typically invoice our customers at an agreed provisional billing rate which may differ from actual rates incurred. If our actual rates are higher than the provisional billing rates, an asset is recorded for this variance; if the provisional billing rates are higher than our actual rates, we record a liability. • Certain contracts include retainage balances, whereby revenue is earned but some portion of cash payments are held back by the customer for a period of time, typically to allow the customer to confirm the objective criteria laid out by the contract have been met. This balance is classified as accounts receivable - unbilled until restrictions on billing are lifted. • In certain contracts, we may receive funds from our customers prior to performing operations. These funds are typically referred to as “set-up costs” and reflect the need for us to make investments in infrastructure prior to providing a service. This investment in infrastructure is not a performance obligation which is distinct from the service that is subsequently provided and, as a result, revenue is not recognized based upon the establishment of this infrastructure, but rather over the course of the contractual relationship. The funds are initially recorded as deferred revenue and recognized over the term of the contract. Other contracts may not include set-up fees but will provide higher fees in earlier periods of the contract. The premium on these fees is deferred. • Some of our contracts, notably our employment services contracts in the Outside the U.S. Segment, include payments for desired outcomes, such as job placement and job retention and these outcome payments occur over several months. We are required to estimate these outcome fees ahead of their realization and recognize this estimated fee over the period of delivery. Of our revenue for the three and nine months ended June 30, 2021, approximately $7.5 million and $36.7 million, respectively, were from cash payments made to us prior to October 1, 2020. For the three and nine months ended June 30, 2020, we recognized revenue of $9.1 million and $49.2 million, respectively, from payments made prior to October 1, 2019. Contract estimates We are required to use estimates in recognizing revenue from some of our contracts. As discussed in "Note 1. Organization and Basis of Presentation," the calculation of these estimates has been complicated by the COVID-19 pandemic, which has reduced our ability to use past results to estimate future performance. Some of our performance-based contract revenue is recognized based upon future outcomes defined in each contract. This is the case in many of our employment services contracts in the Outside the U.S. Segment, where we are paid as individuals attain employment goals, which may take many months to achieve. We recognize revenue on these contracts over the period of performance. Our estimates vary from contract to contract but may include estimates of the number of participants, the length of the contract, and the participants reaching employment milestones. We are required to estimate these outcome fees ahead of their realization and recognize this estimated fee over the period of delivery. In almost all of the jurisdictions in which we operate, the employment markets have experienced significant changes due to the COVID-19 pandemic. As the pandemic commenced, many employment opportunities were terminated. Our volume of new program participants is beginning to increase as governments shift their focus to addressing the residual impacts of the pandemic, such as the economy and unemployment, particularly in those countries where the pandemic has stabilized, and economies are beginning to reopen. Other performance-based contracts with future outcomes include those where we recognize an average effective rate per participant based upon the total volume of expected participants. In this instance, we are required to estimate the amount of discount applied to determine the average rate of revenue per participant. Our revised estimates of participant numbers are based upon our updated evaluation of probable future volumes. Where we make changes to our estimates, these are recognized on a cumulative catch-up basis. In the three and nine months ended June 30, 2021, we reported a benefit to revenue of $1.8 million and $17.8 million, respectively, and a benefit to diluted earnings per share of $0.03 and $0.20, respectively, from changes in estimates. The corresponding change in fiscal year 2020 was a decline of $1.4 million and $9.1 million for the three and nine months ended June 30, 2020, respectively. Remaining performance obligations At June 30, 2021, we had approximately $635 million of remaining performance obligations. We anticipate that we will recognize revenue on approximately 42% of this balance within the next 12 months. This balance excludes contracts with an original duration of twelve months or less, including contracts with a penalty-free termination for convenience clause, and any variable consideration which is allocated entirely to future performance obligations, including variable transaction fees or fees tied directly to costs incurred. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The weighted average number of shares outstanding used to compute earnings per share was as follows: Three Months Ended June 30, Nine Months Ended June 30, (shares in thousands) 2021 2020 2021 2020 Basic weighted average shares outstanding 62,064 61,882 62,028 63,463 Dilutive effect of unvested RSUs 389 220 272 203 Denominator for diluted earnings per share 62,453 62,102 62,300 63,666 Our dilutive earnings per share for the three and nine months ended June 30, 2021 excludes the effect from approximately 0.1 million and 0.2 million unvested restricted stock units, respectively, as adding them to our calculation would be antidilutive. Our diluted earnings per share for the three and nine months ended June 30, 2020, excludes any effect from approximately 0.3 million and 0.3 million unvested restricted stock units, respectively, as adding them to our calculation would have been antidilutive . |
Business combinations
Business combinations | 9 Months Ended |
Jun. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Business combinations | Business Combinations VES Group, Inc. (VES) On May 28, 2021, we acquired all of VES for an estimated cash purchase price of $1.37 billion (the Acquisition). The final purchase price is subject to adjustment and is expected to be finalized during our fourth fiscal quarter of 2021. This business was integrated into our U.S. Federal Services Segment and is expected to increase revenue attributable to providing independent and conflict-free clinical business process outsourcing (BPO) services at scale. The Acquisition also supports our ongoing strategic priority of expansion into the U.S. Federal market and creates new opportunities to apply digital solutions to improve citizen services. We entered into a new credit agreement to fund the Acquisition. See "Note 6 - Debt" for further details. The results of operations for VES are included in the consolidated results of Maximus, Inc. starting May 28, 2021. At this time, we are in the process of finalizing the purchase price and the valuation of all acquired assets and assumed liabilities. The balances below represent our best estimate and are subject to change: (in thousands) Estimated Fair Value of Assets and Liabilities Cash consideration paid, net of cash acquired $ 1,360,231 Estimated additional cash payments 7,494 Estimated cash consideration, net of cash acquired $ 1,367,725 Accounts receivable - billed, billable and unbilled $ 44,078 Prepaid expenses and other current assets 13,911 Property and equipment, net 9,113 Operating lease right-of-use assets 18,898 Intangible assets 664,000 Other assets 12,816 Total identifiable assets acquired 762,816 Accounts payable and accrued compensation 42,978 Operating lease liabilities 18,898 Income taxes payable 6,196 Deferred income taxes 177,626 Other long-term liabilities 6,667 Net identifiable assets acquired 510,451 Goodwill 857,274 Net assets acquired $ 1,367,725 Goodwill represents the value of the assembled workforce and the enhanced knowledge, capabilities, and qualifications held by the business. This goodwill balance is not expected to be deductible for tax purposes. Our evaluation of the intangible assets acquired with VES has identified three assets. The assets were valued using methods which required a number of estimates and, accordingly, they are considered Level 3 measurements within the Accounting Standard Codification No. 820 (ASC 820) fair value methodology. • Customer relationships represent the value of the existing contractual relationships with the United States Federal Government. These were valued using the excess earnings method, which required us to utilize estimated future revenues and earnings from contracts. • VES maintains a provider network of third-party providers that assist in the performance of their clinical services. This network was valued using the cost method, which included both the cost of recreating such a network and the profits foregone during the time which would be required to recreate the network. • VES maintained proprietary technology which interacted with U.S. Federal Government systems, facilitated the transmission of examination data and supported the performance of the contracts. We valued the technology using a relief-from-royalty method, which required us to estimate future revenues and an arms' length royalty rate that a third-party provider might use to supply this service. A summary of the asset values and asset lives is as follows: (in thousands) Estimated Straight-Line Useful Life Estimated Fair Value Customer contracts and relationships 12 years $ 580,000 Provider network 12 years 57,000 Technology-based intangible assets 14 years 27,000 Total intangible assets $ 664,000 In connection with certain liabilities acquired in the VES acquisition, we have established a liability of $12.0 million for a billing dispute between VES and its customer relating to prior year billings. Our exposure is partially offset by an indemnification asset of $6.0 million. In the event that this dispute is settled for less than $6.0 million, we will return the indemnification asset to the sellers (as well as any difference between the settlement amount and $6.0 million). In the event that the settlement exceeds $6.0 million, we are entitled to utilize the indemnification asset, and if the settlement exceeds $12.0 million, pursue other recourse permitted under the purchase agreement. At this time $12.0 million remains our best estimate of this liability. In addition, we have established a tax liability of $11.8 million for uncertain tax positions within VES, partially offset by another indemnification asset of $6.7 million. Both indemnification assets are secured in third party escrow accounts and we have recourse to other funds in the event these contingencies exceed the escrow balances. From the acquisition date of May 28, 2021 through June 30, 2021, the acquired business contributed revenue of $45.8 million and gross profit of $19.5 million. Amortization of intangible assets for the period through June 30, 2021 was $4.6 million. The Federal division of Attain, LLC (Attain) On March 1, 2021, we acquired all of Attain for a cash purchase price of $419.1 million. This business was integrated into our U.S. Federal Services Segment and is expected to strengthen our position to further design, develop, and deliver more innovative, impactful solutions and drive automation of processes to improve citizen engagement and the delivery of critical federal programs, as well as expand our presence in the U.S. Federal market. We utilized borrowings on the credit facility we had in place at the time, as well as cash on our balance sheet to fund the acquisition. The results of operations for Attain are included in our results from March 1, 2021. We are in the process of finalizing the valuation as of March 1, 2021, of all acquired assets and assumed liabilities and, accordingly, the balances below represent our best estimate and are subject to change: (in thousands) Estimated fair value of assets and liabilities at acquisition date as of March 31, 2021 Adjustments Estimated fair value of assets and liabilities at acquisition date as of June 30, 2021 Cash consideration, net of cash acquired $ 419,864 $ (767) $ 419,097 Accounts receivable - billed, billable and unbilled $ 39,274 $ 101 $ 39,375 Prepaid expenses and other current assets 1,336 (410) 926 Property and equipment, net 703 (703) — Operating lease right-of-use assets 25,089 (129) 24,960 Other assets 84 (10) 74 Intangible assets 105,000 — 105,000 Total identifiable assets acquired 171,486 (1,151) 170,335 Accounts payable and other liabilities 28,301 562 28,863 Operating lease liabilities, less current portion 26,786 (385) 26,401 Net identifiable assets acquired 116,399 (1,328) 115,071 Goodwill 303,465 561 304,026 Net assets acquired $ 419,864 $ (767) $ 419,097 Goodwill represents the value of the assembled workforce and the enhanced knowledge, capabilities, and qualifications held by the business. This goodwill balance is expected to be deductible for tax purposes. The intangible assets acquired represent customer relationships. We estimated this balance using the excess earnings method (which is a Level 3 measurement within the ASC 820 fair value hierarchy) and used a number of estimates, including expected future earnings from the acquired business and an appropriate expected rate of return. We have assumed a useful economic life of ten years, representing our expectation of the period over which we will receive the benefit. During the three and nine months ended June 30, 2021, the acquired business contributed revenue of $56.4 million and $74.8 million, respectively, and gross profit of $13.2 million and $17.1 million, respectively. VES and Attain The following table presents certain pro forma results for the three and nine months ended June 30, 2021 and 2020 and the twelve months ended June 30, 2021, as though the acquisitions of both VES and Attain had occurred on October 1, 2019. The twelve month information is consistent with that utilized in our debt covenant calculations. This pro forma information is presented for information purposes only and is not necessarily indicative of the results if the acquisition had taken place on that date. The pro forma results below eliminate intercompany transactions, include amortization charges for acquired intangible assets, and estimates of interest expense based upon our total estimated borrowings, eliminate pre-acquisition transaction costs and reflect corresponding changes in our provision for income taxes. Acquisition related costs incurred by Maximus, VES and Attain have been excluded in the following pro forma results. These costs were $8.8 million, $52.2 million and $0.3 million, respectively. Unaudited pro forma results Three Months Nine Months Trailing Twelve Months Ended June 30, (in thousands, except per share amounts) 2021 2020 2021 2020 2021 Revenue $ 1,335,780 $ 996,462 $ 3,566,466 $ 2,934,920 $ 4,645,540 Cost of revenue 1,004,523 787,189 2,679,170 2,283,589 3,503,074 Gross profit 331,257 209,273 887,296 651,331 1,142,466 Selling, general, and administrative expenses 151,321 110,754 425,062 360,370 551,143 Amortization of intangible assets 21,301 25,090 63,856 75,868 88,586 Operating income 158,635 73,429 398,378 215,093 502,737 Interest expense 8,701 9,423 26,715 28,528 36,426 Other (expense)/income, net (7,320) (2,126) (10,401) (11,755) (11,437) Income before income taxes 142,614 61,880 361,262 174,810 454,874 Provision for income taxes 37,123 15,549 94,735 38,897 120,248 Net income $ 105,491 $ 46,331 $ 266,527 $ 135,913 $ 334,626 Basic earnings per share $ 1.70 $ 0.75 $ 4.30 $ 2.14 $ 5.40 Diluted earnings per share $ 1.69 $ 0.75 $ 4.28 $ 2.13 $ 5.37 Dividends declared per share $ 0.28 $ 0.28 $ 0.84 $ 0.84 $ 1.12 Weighted average shares outstanding: Basic 62,064 61,882 62,028 63,463 62,001 Diluted 62,453 62,102 62,300 63,666 62,285 Other acquisitions On February 28, 2020, we acquired 100% of the share capital of InjuryNet Australia Pty Limited (InjuryNet) for a purchase price of $4.4 million ($6.7 million Australian Dollars), which included acquisition-related contingent consideration of $2.1 million ($3.1 million Australian Dollars) based upon future earnings. InjuryNet provides workplace medical services in Australia. The business was integrated into our Outside the U.S. Segment. We have completed our assessment of all acquired assets and liabilities assumed. We recorded estimated goodwill and intangible assets of $2.6 million and $0.9 million, respectively, related to the acquisition. On August 21, 2020, we acquired 100% of the share capital of Index Root Korea Co. Ltd (Index Root) for an estimated purchase price of $5.4 million (6.3 billion South Korean Won), which includes acquisition-related contingent consideration estimated at $0.9 million (1.1 billion South Korean Won) based upon future earnings. We acquired Index Root to expand our geographic presence to South Korea. The business was integrated into our Outside the U.S. Segment. We have completed our assessment of all acquired assets and liabilities assumed. We recorded estimated goodwill and intangible assets of $4.6 million and $1.4 million, respectively, related to the acquisition. During the second quarter of fiscal year 2021, we concluded that payment of the contingent consideration was unlikely and, accordingly, a benefit of $1.0 million was recorded within our acquisition expenses. Changes in goodwill for the nine months ended June 30, 2021, were as follows: (in thousands) U.S. Services U.S. Federal Services Outside the U.S Total Balance as of September 30, 2020 $ 164,472 $ 381,719 $ 46,938 $ 593,129 Estimated effects of acquisitions — 1,161,300 623 1,161,923 Foreign currency translation — — 2,743 2,743 Balance as of June 30, 2021 $ 164,472 $ 1,543,019 $ 50,304 $ 1,757,795 There have been no impairment charges to our goodwill. The following table sets forth the components of intangible assets (in thousands): As of June 30, 2021 As of September 30, 2020 (in thousands) Cost Accumulated Intangible Cost Accumulated Intangible Customer contracts and relationships $ 921,023 $ 112,546 $ 808,477 $ 235,287 $ 90,302 $ 144,985 VES Provider network 57,000 396 56,604 — — — Technology-based intangible assets 32,400 4,994 27,406 5,631 4,723 908 Trademarks and trade names 4,516 4,516 — 4,479 4,479 — Total $ 1,014,939 $ 122,452 $ 892,487 $ 245,397 $ 99,504 $ 145,893 As of June 30, 2021, our intangible assets have a weighted average remaining life of 11.2 years, comprising 11.2 years for customer contracts and relationships, 11.9 years for the provider network and 13.7 years for technology-based intangible assets. The estimated future amortization expense for the next five years for the intangible assets held by the Company as of June 30, 2021 is shown below. As noted above, we have not yet completed our assessment of the valuation of the intangible assets acquired with VES and Attain. These future amortization expenses represent our best estimate of future costs. (In thousands) Estimated Future Amortization Expense Year ended September 30, 2021, Remainder of year $ 20,518 Year ended September 30, 2022 82,025 Year ended September 30, 2023 82,009 Year ended September 30, 2024 81,885 Year ended September 30, 2025 81,678 Year ended September 30, 2026 81,551 |
Debt
Debt | 9 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt Concurrent with the acquisition of VES, we entered into a new credit agreement (the "Credit Agreement"), which replaced our existing revolving credit facility. The Credit Agreement has three components. • A five • A seven • A $600.0 million revolving credit facility, which is repayable in full in May 2026. Interest on the revolving credit facility is based upon LIBOR plus a margin dependent upon our leverage ratio. From the inception of the loan through June 30, 2021, the interest rate was LIBOR plus 1.75%. LIBOR is anticipated to be phased out over the next 18 months and alternative benchmark rates have been identified in this agreement. This is the only significant arrangement within the Company that utilizes LIBOR. The Credit Agreement is available for general corporate purposes, including the funding of working capital, capital expenditures and possible future acquisitions. In addition to borrowings, it allows us to continue to issue letters of credit when necessary. The Credit Agreement includes a number of covenants, the terms of which are customary and include a net total leverage ratio and a net interest coverage ratio. The net total leverage ratio is calculated as total outstanding debt less unrestricted cash, not to exceed $75.0 million. With certain exceptions, the leverage ratio does not permit our total indebtedness to exceed four times our EBITDA, as defined by the Credit Agreement, calculated over the previous twelve months. We are in compliance with those covenants at this time, with a calculated net total leverage ratio of 2.4:1. We do not believe that the covenants represent a significant restriction to our ability to successfully operate the business or to pay our dividends. Costs incurred in establishing the Credit Agreement have been reported as a reduction to the gross debt balance and will be amortized over the respective lives of the arrangements. Prior to the completion of the acquisition of VES, we entered into a bridging loan facility to ensure that funds were available in the event that our new credit facility would not be available in time. We did not use this interim facility. The $8.5 million cost of this facility was included within "other (expense)/income, net" on our consolidated statements of operations for the three and nine months ended June 30, 2021. We estimate the fair value of its debt by discounting the future cash flows of each instrument using estimated market rates of debt instruments with similar maturities and credit profiles. These inputs are classified as Level 3 within the fair value hierarchy. At June 30, 2021, the carrying value reported in the consolidated balance sheet for our long-term debt approximated its fair value. In addition to the Credit Agreement, we hold smaller credit facilities in Australia and the United Kingdom. These allow our businesses to borrow to meet any short-term working capital needs. Our debt balances at June 30, 2021 and September 30, 2020 were as follows: (in thousands) June 30, 2021 September 30, 2020 Five year, $1.1 billion loan $ 1,100,000 $ — Seven year, $400 million loan 400,000 — New $600 million revolving credit facility 200,000 — Old $400 million revolving credit facility — — Subsidiary loan agreements 7,754 28,895 Total debt principal 1,707,754 28,895 Less unamortized debt-issuance costs and discounts (14,033) — Total debt 1,693,721 28,895 Less current portion (60,586) (10,878) Long-term debt $ 1,633,135 $ 18,017 The scheduled repayments of our debt balance is as follows: (In thousands) Scheduled Debt Repayments Year ended September 30, 2021, Remainder of year $ 15,724 Year ended September 30, 2022 62,895 Year ended September 30, 2023 68,761 Year ended September 30, 2024 86,500 Year ended September 30, 2025 91,656 Thereafter 1,382,218 Total debt principal $ 1,707,754 Derivative - Interest rate swap In June 2021, we entered into an interest rate swap agreement for a notional amount of $300.0 million, effective June 28, 2021, with an expiration date of May 28, 2026, which hedged the floating LIBOR on a portion of the term loan (Tranche A, $1.10 billion balance) under the Credit Agreement to a fixed rate of 0.986%. We elected to designate this interest rate swap as a cash flow hedge for accounting purposes. At June 30, 2021, our derivative was in a $1.4 million net liability position and recorded in "other current liabilities" on our consolidated balance sheet. As this cash flow hedge is considered effective, any future gains and losses will be reflected within Accumulated Other Comprehensive Income in the Consolidated Statements of Comprehensive Income. No ineffectiveness was recorded on this contract during the three or nine months ended June 30, 2021. We are exposed to credit losses in the event of nonperformance by the counterparty to our derivative instrument. Our counterparty has investment grade credit ratings; accordingly, we anticipate that the counterparty will be able to fully satisfy its obligations under the contracts. Our agreements outline the conditions upon which it or the counterparty are required to post collateral. At June 30, 2021,we had no collateral posted with its counterparty related to the derivatives. The only assets or liabilities we had at June 30, 2021 that are recorded at fair value on a recurring basis is the interest rate swaps. Generally, the Company obtains its Level 2 pricing inputs from its counterparties. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. |
Supplemental Disclosures
Supplemental Disclosures | 9 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental Disclosures | Supplemental Disclosures Under a resolution adopted in March 2020, the Board of Directors authorized the purchase, at management's discretion, of up to $200 million of our common stock. This supplemented a similar resolution adopted in June 2018. During the nine months ended June 30, 2021, we purchased approximately 52,000 shares of our common stock at a cost of $3.4 million. During the nine months ended June 30, 2020, we purchased approximately 2,767,000 shares of our common stock at a cost of $167.0 million. At June 30, 2021, $146.7 million remained available for future stock repurchases. During the nine months ended June 30, 2021, we granted approximately 366,000 restricted stock units (RSUs) to our employees. Most of these awards will vest ratably over four years, as opposed to five years in previous years. In addition, we awarded approximately 85,000 performance stock units in the nine months ended June 30, 2021, to certain executives that will vest at the end of a three-year performance period with the actual number of vested units dependent upon the Company's achievement of certain performance targets. Our deferred compensation plan uses both mutual fund and life insurance investments to fund its obligations. The mutual funds are recorded at fair value, based upon quoted prices in active markets (Level 1), and the life insurance investments at cash surrender value; changes in value are reported in our consolidated statements of operations. At June 30, 2021, the deferred compensation plan held $28.9 million of the mutual fund investments. The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable, and other amounts included within current assets and liabilities that meet the definition of a financial instrument are shown at values equivalent to fair value due to the short-term nature of these items. Our accounts receivable billed and billable balance includes both amounts invoiced and amounts that are ready to be invoiced where the funds are collectible within standard invoice terms. Our accounts receivable unbilled balance includes balances where revenue has been earned but contractual terms preclude invoicing at June 30, 2021. Restricted cash represents funds which are held in our bank accounts but which we are precluded from using for general business needs through contractual requirements; these requirements include serving as collateral for lease, credit card, or letter of credit arrangements, or where we hold funds on behalf of clients. Restricted cash is included within "prepaid expenses and other current assets" on our consolidated balance sheets and is included within "cash, cash equivalents, and restricted cash" in our consolidated statements of cash flows. A reconciliation of these balances is shown below. Balance as of (in thousands) June 30, September 30, June 30, Cash and cash equivalents $ 96,110 $ 71,737 $ 81,548 Restricted cash (recorded within "prepaid expenses and other current assets") 17,126 16,824 14,440 Cash, cash equivalents, and restricted cash $ 113,236 $ 88,561 $ 95,988 As noted in "Note 6 - Debt", we recently entered into new long term debt arrangements. Accordingly, we believe the balances disclosed approximates the fair value. Supplementary Cash Flow Information Nine Months Ended June 30, (in thousands) 2021 2020 Interest payments $ 4,751 $ 1,200 Income tax payments 68,031 55,600 Cash payments included in the measurement of lease liabilities 75,172 83,700 Operating lease liabilities arising from new or remeasured right-of-use assets 18,537 39,900 |
Litigation
Litigation | 9 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Litigation | Litigation We are subject to audits, investigations, and reviews relating to compliance with the laws and regulations that govern our role as a contractor to agencies and departments of federal, state, local, and foreign governments, and otherwise in connection with performing services in countries outside of the U.S. Adverse findings could lead to criminal, civil, or administrative proceedings, and we could be faced with penalties, fines, suspension, or debarment. Adverse findings could also have a material adverse effect on us because of our reliance on government contracts. We are subject to periodic audits by federal, state, local, and foreign governments for taxes. We are also involved in various claims, arbitrations, and lawsuits arising in the normal conduct of our business. These include but are not limited to bid protests, employment matters, contractual disputes, and charges before administrative agencies. Although we can give no assurance, based upon our evaluation and taking into account the advice of legal counsel, we do not believe that the outcome of any existing matter would likely have a material adverse effect on our consolidated financial position, results of operations, or cash flows. Medicaid claims |
Subsequent Events
Subsequent Events | 9 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsOn July 9, 2021, our Board of Directors declared a quarterly cash dividend of $0.28 for each share of our common stock outstanding. The dividend is payable on August 31, 2021, to shareholders of record on August 13, 2021. Based upon the number of shares outstanding, we anticipate a cash payment of approximately $17.2 million. |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Policies) | 9 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. As permitted by these instructions, they do not include all of the information and notes required by generally accepted accounting principles (GAAP) for complete financial statements. In the opinion of management, all adjustments, including normal recurring adjustments, considered necessary for a fair presentation are included. All intercompany balances and transactions have been eliminated in consolidation. The results of operations for the three and nine months ended June 30, 2021, are not necessarily indicative of the results that may be expected for the full fiscal year. The balance sheet at September 30, 2020, has been derived from the audited financial statements at that date but does not include all of the information and notes required by GAAP for complete financial statements. |
Estimates | Estimates The preparation of these financial statements, in conformity with GAAP in the United States, requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent liabilities and the reported amounts of revenue and expenses. At each reporting period end, we make estimates, including those related to revenue recognition and cost estimation on certain contracts, the realizability of goodwill and amounts related to income taxes, certain accrued liabilities, and contingencies and litigation. We base our estimates on historical experience and expectations of the future that we believe to be reasonable. The economic and political effects of the coronavirus (COVID-19) global pandemic increase uncertainty, which has reduced our ability to use past results to estimate future performance. Accordingly, our estimates may be subject to greater volatility than has been the case in the past. • Our balance sheet includes goodwill valued at $1.76 billion. This balance is allocated between reporting units, which are consistent with our three operating segments. Goodwill is not amortized but is tested for impairment when necessary and no less than once per year. We performed our last annual goodwill impairment test as of July 1, 2020, using a qualitative assessment. There has been no indication of impairment of any reporting unit at this time or since. • Our balance sheet includes a number of long-lived assets, including property and equipment, capitalized software, operating lease right-of-use assets, deferred contract costs and intangible assets. These assets are depreciated or amortized over their estimated useful economic lives but are subject to impairment if events indicate that the carrying amounts may not be recoverable. At this time, there are no balances which we believe are not recoverable. • Included within our long-lived assets are $892.5 million of intangible assets, which have been acquired through business combinations. We use judgment in identifying, valuing, and assigning a useful economic life to assets as they are acquired. The judgments required vary with the type of asset but may include projections of future results, estimated costs to recreate or replace assets, the cost of utilizing other, similar assets provided by a third party and an appropriate cost of capital. Where appropriate, we utilize the services of a third-party specialist to assist us in these valuations. • Our balance sheet includes $1.13 billion of billed, billable and unbilled accounts receivable, net of allowance for credit losses. Beginning October 1, 2020, we have evaluated credit risk under ASC Topic 326, as further described below. Credit risk has not historically been significant to our business due to the nature of our customers. During the three and nine months ended June 30, 2021, we recorded changes to our estimated credit losses of $0.1 million and $1.0 million, respectively. • As disclosed in "Note 3. Revenue Recognition," revenue for some of our employment services contracts in the Outside the U.S. Segment is based upon achievement of future outcomes as defined in each contract. Specifically, we are paid as individuals attain employment goals, which may take many months to achieve. Revenue is recognized on these contracts over the period of performance. Employment markets worldwide suffered a significant shock during fiscal year 2020 due to COVID-19, which resulted in significant reductions in work performed and outcomes reached. Although we are seeing recovery in fiscal year 2021, this revenue remains subject to volatility. • As disclosed in "Note 5. Business Combinations," we have acquired two businesses during fiscal year 2021. For assets acquired and liabilities assumed, we are required to identify and recognize these balances at their fair value as of the date of acquisition. We are still in the process of completing the valuations of these assets and, accordingly, there may be changes in these balances. |
Changes in financial reporting | Changes in financial reporting In August 2018, the Financial Accounting Standards Board (FASB) issued ASU No. 2018-15, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40) - Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract . This accounting guidance requires customers in cloud-computing arrangements to identify and defer certain implementation costs in a manner broadly consistent with that of existing guidance on the costs to develop or obtain internal-use software. Costs capitalized under this guidance will be expensed over the term of the cloud computing arrangement. We adopted this guidance on October 1, 2020, using a prospective approach. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . This update introduces a new model for recognizing credit losses on financial instruments, including losses on accounts receivable. This update replaced the existing incurred loss impairment model with an expected loss model. We adopted this guidance on October 1, 2020, with no material impact to our financial statements. In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment . This standard will not change the manner in which we would identify a goodwill impairment but would change any subsequent calculation of an impairment charge. We adopted this standard on October 1, 2020. The effect of this new standard will depend upon the outcome of future goodwill impairment tests. |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Jun. 30, 2021 | |
Segment Reporting [Abstract] | |
Schedule of financial information for each of the Company's business segments | Three Months Ended June 30, Nine Months Ended June 30, (in thousands) 2021 % (1) 2020 % (1) 2021 % (1) 2020 % (1) Revenue: U.S. Services $ 436,338 $ 336,950 $ 1,269,487 $ 957,929 U.S. Federal Services 617,601 450,143 1,352,982 1,210,105 Outside the U.S. 189,581 114,244 525,885 369,667 Total $ 1,243,520 $ 901,337 $ 3,148,354 $ 2,537,701 Gross profit: U.S. Services $ 104,814 24.0% $ 93,029 27.6% $ 323,256 25.5% $ 268,073 28.0% U.S. Federal Services 155,776 25.2% 84,723 18.8% 312,405 23.1% 232,502 19.2% Outside the U.S. 31,266 16.5% 7,851 6.9% 92,908 17.7% 13,576 3.7% Total $ 291,856 23.5% $ 185,603 20.6% $ 728,569 23.1% $ 514,151 20.3% Selling, general & administrative expense: U.S. Services $ 42,606 9.8% $ 31,996 9.5% $ 116,655 9.2% $ 102,633 10.7% U.S. Federal Services 69,647 11.3% 45,490 10.1% 172,877 12.8% 131,455 10.9% Outside the U.S. 22,973 12.1% 13,668 12.0% 65,018 12.4% 47,125 12.7% Gain on sale of business (3) — NM (1,706) NM — NM (1,706) NM Other (2) 4,903 NM 134 NM 9,948 NM 4,155 NM Total $ 140,129 11.3% $ 89,582 9.9% $ 364,498 11.6% $ 283,662 11.2% Operating income: U.S. Services $ 62,208 14.3% $ 61,033 18.1% $ 206,601 16.3% $ 165,440 17.3% U.S. Federal Services 86,129 13.9% 39,233 8.7% 139,528 10.3% 101,047 8.4% Outside the U.S. 8,293 4.4% (5,817) (5.1)% 27,890 5.3% (33,549) (9.1)% Amortization of intangible assets (12,132) NM (8,712) NM (23,718) NM (26,734) NM Gain on sale of business (3) — NM 1,706 NM $ — NM 1,706 NM Other (2) (4,903) NM (134) NM (9,948) NM (4,155) NM Total $ 139,595 11.2% $ 87,309 9.7% $ 340,353 10.8% $ 203,755 8.0% (1) Percentage of respective segment revenue. Percentages not considered meaningful are marked “NM.” (2) Other selling, general, and administrative expenses includes credits and costs that are not allocated to a particular segment. This includes expenses incurred as part of our acquisitions, as well as potential acquisitions which have not been or may not be completed. Our results for the three and nine months ended June 30, 2021, included $5.6 million and $8.8 million, respectively, of expenses relating to the acquisitions of Attain, LLC, and VES Group, Inc. For more information, see "Note 5. Business Combinations." |
Schedule of identifiable assets by segment | Identifiable assets for the segments are shown below. Identifiable assets for U.S. Federal Services increased due to the acquisitions of Attain, LLC and VES Group, Inc. Refer to "Note 5. Business Combinations" for details. (in thousands) June 30, 2021 September 30, 2020 U.S. Services $ 728,347 $ 702,728 U.S. Federal Services 3,149,694 937,477 Outside the U.S. 304,952 224,532 Corporate 187,600 159,965 Total $ 4,370,593 $ 2,024,702 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Jun. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | By operating segment and service Three Months Ended June 30, Nine Months Ended June 30, (in thousands) 2021 2020 2021 2020 Program administration $ 325,755 $ 251,616 $ 964,981 $ 724,960 Assessments and appeals 33,529 40,875 101,561 104,621 Workforce and children services 64,240 32,531 167,106 90,651 Other 12,814 11,928 35,839 37,697 Total U.S. Services $ 436,338 $ 336,950 $ 1,269,487 $ 957,929 Program administration $ 451,594 $ 362,973 $ 1,005,706 $ 949,071 Technology solutions 89,559 42,101 187,006 130,172 Assessments and appeals 76,448 45,069 160,270 130,862 Total U.S. Federal Services $ 617,601 $ 450,143 $ 1,352,982 $ 1,210,105 Workforce and children services $ 94,310 $ 55,046 $ 269,743 $ 146,968 Assessments and appeals 58,664 42,468 169,753 167,397 Program administration 34,296 15,544 80,284 49,583 Other 2,311 1,186 6,105 5,719 Total Outside the U.S. $ 189,581 $ 114,244 $ 525,885 $ 369,667 Total revenue $ 1,243,520 $ 901,337 $ 3,148,354 $ 2,537,701 By contract type Three Months Ended June 30, Nine Months Ended June 30, (in thousands) 2021 2020 2021 2020 Performance-based $ 389,800 $ 295,650 $ 1,033,509 $ 864,077 Cost-plus 282,808 422,641 953,373 1,184,425 Fixed price 146,175 132,535 413,296 352,255 Time and materials 424,737 50,511 748,176 136,944 Total revenue $ 1,243,520 $ 901,337 $ 3,148,354 $ 2,537,701 By customer type Three Months Ended June 30, Nine Months Ended June 30, (in thousands) 2021 2020 2021 2020 New York State government agencies $ 102,195 $ 79,140 $ 289,462 $ 276,585 Other U.S. state government agencies 329,792 265,608 976,336 692,689 Total U.S. state government agencies 431,987 344,748 1,265,798 969,274 U.S. Federal Government agencies 594,771 429,031 1,288,213 1,155,773 International government agencies 180,049 107,353 499,091 345,629 Other, including local municipalities and commercial customers 36,713 20,205 95,252 67,025 Total revenue $ 1,243,520 $ 901,337 $ 3,148,354 $ 2,537,701 By geography Three Months Ended June 30, Nine Months Ended June 30, (in thousands) 2021 2020 2021 2020 United States $ 1,053,940 $ 787,092 $ 2,622,469 $ 2,168,033 United Kingdom 74,109 53,364 211,777 190,088 Australia 65,283 38,415 192,161 100,390 Rest of world 50,188 22,466 121,947 79,190 Total revenue $ 1,243,520 $ 901,337 $ 3,148,354 $ 2,537,701 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Weighted average number of shares used to compute earnings per share | The weighted average number of shares outstanding used to compute earnings per share was as follows: Three Months Ended June 30, Nine Months Ended June 30, (shares in thousands) 2021 2020 2021 2020 Basic weighted average shares outstanding 62,064 61,882 62,028 63,463 Dilutive effect of unvested RSUs 389 220 272 203 Denominator for diluted earnings per share 62,453 62,102 62,300 63,666 |
Business combinations (Tables)
Business combinations (Tables) | 9 Months Ended |
Jun. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The balances below represent our best estimate and are subject to change: (in thousands) Estimated Fair Value of Assets and Liabilities Cash consideration paid, net of cash acquired $ 1,360,231 Estimated additional cash payments 7,494 Estimated cash consideration, net of cash acquired $ 1,367,725 Accounts receivable - billed, billable and unbilled $ 44,078 Prepaid expenses and other current assets 13,911 Property and equipment, net 9,113 Operating lease right-of-use assets 18,898 Intangible assets 664,000 Other assets 12,816 Total identifiable assets acquired 762,816 Accounts payable and accrued compensation 42,978 Operating lease liabilities 18,898 Income taxes payable 6,196 Deferred income taxes 177,626 Other long-term liabilities 6,667 Net identifiable assets acquired 510,451 Goodwill 857,274 Net assets acquired $ 1,367,725 We are in the process of finalizing the valuation as of March 1, 2021, of all acquired assets and assumed liabilities and, accordingly, the balances below represent our best estimate and are subject to change: (in thousands) Estimated fair value of assets and liabilities at acquisition date as of March 31, 2021 Adjustments Estimated fair value of assets and liabilities at acquisition date as of June 30, 2021 Cash consideration, net of cash acquired $ 419,864 $ (767) $ 419,097 Accounts receivable - billed, billable and unbilled $ 39,274 $ 101 $ 39,375 Prepaid expenses and other current assets 1,336 (410) 926 Property and equipment, net 703 (703) — Operating lease right-of-use assets 25,089 (129) 24,960 Other assets 84 (10) 74 Intangible assets 105,000 — 105,000 Total identifiable assets acquired 171,486 (1,151) 170,335 Accounts payable and other liabilities 28,301 562 28,863 Operating lease liabilities, less current portion 26,786 (385) 26,401 Net identifiable assets acquired 116,399 (1,328) 115,071 Goodwill 303,465 561 304,026 Net assets acquired $ 419,864 $ (767) $ 419,097 |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class | A summary of the asset values and asset lives is as follows: (in thousands) Estimated Straight-Line Useful Life Estimated Fair Value Customer contracts and relationships 12 years $ 580,000 Provider network 12 years 57,000 Technology-based intangible assets 14 years 27,000 Total intangible assets $ 664,000 |
Schedule of Business Acquisition, Pro Forma Information | The pro forma results below eliminate intercompany transactions, include amortization charges for acquired intangible assets, and estimates of interest expense based upon our total estimated borrowings, eliminate pre-acquisition transaction costs and reflect corresponding changes in our provision for income taxes. Acquisition related costs incurred by Maximus, VES and Attain have been excluded in the following pro forma results. These costs were $8.8 million, $52.2 million and $0.3 million, respectively. Unaudited pro forma results Three Months Nine Months Trailing Twelve Months Ended June 30, (in thousands, except per share amounts) 2021 2020 2021 2020 2021 Revenue $ 1,335,780 $ 996,462 $ 3,566,466 $ 2,934,920 $ 4,645,540 Cost of revenue 1,004,523 787,189 2,679,170 2,283,589 3,503,074 Gross profit 331,257 209,273 887,296 651,331 1,142,466 Selling, general, and administrative expenses 151,321 110,754 425,062 360,370 551,143 Amortization of intangible assets 21,301 25,090 63,856 75,868 88,586 Operating income 158,635 73,429 398,378 215,093 502,737 Interest expense 8,701 9,423 26,715 28,528 36,426 Other (expense)/income, net (7,320) (2,126) (10,401) (11,755) (11,437) Income before income taxes 142,614 61,880 361,262 174,810 454,874 Provision for income taxes 37,123 15,549 94,735 38,897 120,248 Net income $ 105,491 $ 46,331 $ 266,527 $ 135,913 $ 334,626 Basic earnings per share $ 1.70 $ 0.75 $ 4.30 $ 2.14 $ 5.40 Diluted earnings per share $ 1.69 $ 0.75 $ 4.28 $ 2.13 $ 5.37 Dividends declared per share $ 0.28 $ 0.28 $ 0.84 $ 0.84 $ 1.12 Weighted average shares outstanding: Basic 62,064 61,882 62,028 63,463 62,001 Diluted 62,453 62,102 62,300 63,666 62,285 |
Schedule of Goodwill | Changes in goodwill for the nine months ended June 30, 2021, were as follows: (in thousands) U.S. Services U.S. Federal Services Outside the U.S Total Balance as of September 30, 2020 $ 164,472 $ 381,719 $ 46,938 $ 593,129 Estimated effects of acquisitions — 1,161,300 623 1,161,923 Foreign currency translation — — 2,743 2,743 Balance as of June 30, 2021 $ 164,472 $ 1,543,019 $ 50,304 $ 1,757,795 |
Schedule of Finite-Lived Intangible Assets | The following table sets forth the components of intangible assets (in thousands): As of June 30, 2021 As of September 30, 2020 (in thousands) Cost Accumulated Intangible Cost Accumulated Intangible Customer contracts and relationships $ 921,023 $ 112,546 $ 808,477 $ 235,287 $ 90,302 $ 144,985 VES Provider network 57,000 396 56,604 — — — Technology-based intangible assets 32,400 4,994 27,406 5,631 4,723 908 Trademarks and trade names 4,516 4,516 — 4,479 4,479 — Total $ 1,014,939 $ 122,452 $ 892,487 $ 245,397 $ 99,504 $ 145,893 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The estimated future amortization expense for the next five years for the intangible assets held by the Company as of June 30, 2021 is shown below. As noted above, we have not yet completed our assessment of the valuation of the intangible assets acquired with VES and Attain. These future amortization expenses represent our best estimate of future costs. (In thousands) Estimated Future Amortization Expense Year ended September 30, 2021, Remainder of year $ 20,518 Year ended September 30, 2022 82,025 Year ended September 30, 2023 82,009 Year ended September 30, 2024 81,885 Year ended September 30, 2025 81,678 Year ended September 30, 2026 81,551 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Our debt balances at June 30, 2021 and September 30, 2020 were as follows: (in thousands) June 30, 2021 September 30, 2020 Five year, $1.1 billion loan $ 1,100,000 $ — Seven year, $400 million loan 400,000 — New $600 million revolving credit facility 200,000 — Old $400 million revolving credit facility — — Subsidiary loan agreements 7,754 28,895 Total debt principal 1,707,754 28,895 Less unamortized debt-issuance costs and discounts (14,033) — Total debt 1,693,721 28,895 Less current portion (60,586) (10,878) Long-term debt $ 1,633,135 $ 18,017 |
Schedule of Maturities of Long-term Debt | The scheduled repayments of our debt balance is as follows: (In thousands) Scheduled Debt Repayments Year ended September 30, 2021, Remainder of year $ 15,724 Year ended September 30, 2022 62,895 Year ended September 30, 2023 68,761 Year ended September 30, 2024 86,500 Year ended September 30, 2025 91,656 Thereafter 1,382,218 Total debt principal $ 1,707,754 |
Supplemental Disclosures (Table
Supplemental Disclosures (Tables) | 9 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Cash and Cash Equivalents | A reconciliation of these balances is shown below. Balance as of (in thousands) June 30, September 30, June 30, Cash and cash equivalents $ 96,110 $ 71,737 $ 81,548 Restricted cash (recorded within "prepaid expenses and other current assets") 17,126 16,824 14,440 Cash, cash equivalents, and restricted cash $ 113,236 $ 88,561 $ 95,988 |
Restrictions on Cash and Cash Equivalents | A reconciliation of these balances is shown below. Balance as of (in thousands) June 30, September 30, June 30, Cash and cash equivalents $ 96,110 $ 71,737 $ 81,548 Restricted cash (recorded within "prepaid expenses and other current assets") 17,126 16,824 14,440 Cash, cash equivalents, and restricted cash $ 113,236 $ 88,561 $ 95,988 |
Supplementary Cash Flow Information | Supplementary Cash Flow Information Nine Months Ended June 30, (in thousands) 2021 2020 Interest payments $ 4,751 $ 1,200 Income tax payments 68,031 55,600 Cash payments included in the measurement of lease liabilities 75,172 83,700 Operating lease liabilities arising from new or remeasured right-of-use assets 18,537 39,900 |
Organization and Basis of Pre_3
Organization and Basis of Presentation - Narrative (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Jun. 30, 2021USD ($) | Jun. 30, 2021USD ($)segmentbusiness | Sep. 30, 2020USD ($) | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Goodwill | $ 1,757,795 | $ 1,757,795 | $ 593,129 |
Number of operating segments | segment | 3 | ||
Intangible assets, net | 892,487 | $ 892,487 | $ 145,893 |
Billed, billable and unbilled accounts receivable | 1,130,000 | 1,130,000 | |
Bad debt expense | $ 100 | $ 1,000 | |
Number of businesses acquired | business | 2 |
Segment Information - Financial
Segment Information - Financial information by segment (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($)segmentstate | Jun. 30, 2020USD ($) | |
Financial information for each of the Company's business segments | ||||
Number of operating segments | segment | 3 | |||
Number of states supported in unemployment insurance programs (more than) | state | 15 | |||
Revenue: | ||||
Revenue | $ 1,243,520 | $ 901,337 | $ 3,148,354 | $ 2,537,701 |
Gross profit: | ||||
Gross profit | $ 291,856 | $ 185,603 | $ 728,569 | $ 514,151 |
Gross profit (as a percent) | 23.50% | 20.60% | 23.10% | 20.30% |
Selling, general & administrative expense: | ||||
Selling, general, and administrative expenses | $ 140,129 | $ 89,582 | $ 364,498 | $ 283,662 |
Selling, general, and administrative expense (as a percent) | 11.30% | 9.90% | 11.60% | 11.20% |
Gain on sale of a business | $ 0 | $ 1,706 | ||
Operating income: | ||||
Operating income | $ 139,595 | $ 87,309 | $ 340,353 | $ 203,755 |
Operating income (as a percent) | 9.70% | 10.80% | 8.00% | |
Amortization of intangible assets | (12,132) | $ (8,712) | $ (23,718) | $ (26,734) |
Acquisition-related expenses | 8,800 | |||
Segment Reconciling Items | ||||
Selling, general & administrative expense: | ||||
Selling, general, and administrative expenses | 4,903 | 134 | 9,948 | 4,155 |
Gain on sale of a business | 0 | 1,706 | 0 | 1,706 |
Operating income: | ||||
Amortization of intangible assets | (12,132) | (8,712) | (23,718) | (26,734) |
Other | (4,903) | (134) | (9,948) | (4,155) |
Acquisition-related expenses | 5,600 | 8,800 | ||
U.S. Services | ||||
Revenue: | ||||
Revenue | 436,338 | 336,950 | 1,269,487 | 957,929 |
U.S. Services | Operating Segments | ||||
Revenue: | ||||
Revenue | 436,338 | 336,950 | 1,269,487 | 957,929 |
Gross profit: | ||||
Gross profit | $ 104,814 | $ 93,029 | $ 323,256 | $ 268,073 |
Gross profit (as a percent) | 24.00% | 27.60% | 25.50% | 28.00% |
Selling, general & administrative expense: | ||||
Selling, general, and administrative expenses | $ 42,606 | $ 31,996 | $ 116,655 | $ 102,633 |
Selling, general, and administrative expense (as a percent) | 9.80% | 9.50% | 9.20% | 10.70% |
Operating income: | ||||
Operating income | $ 62,208 | $ 61,033 | $ 206,601 | $ 165,440 |
Operating income (as a percent) | 14.30% | 18.10% | 16.30% | 17.30% |
U.S. Federal Services | ||||
Revenue: | ||||
Revenue | $ 617,601 | $ 450,143 | $ 1,352,982 | $ 1,210,105 |
U.S. Federal Services | Operating Segments | ||||
Revenue: | ||||
Revenue | 617,601 | 450,143 | 1,352,982 | 1,210,105 |
Gross profit: | ||||
Gross profit | $ 155,776 | $ 84,723 | $ 312,405 | $ 232,502 |
Gross profit (as a percent) | 25.20% | 18.80% | 23.10% | 19.20% |
Selling, general & administrative expense: | ||||
Selling, general, and administrative expenses | $ 69,647 | $ 45,490 | $ 172,877 | $ 131,455 |
Selling, general, and administrative expense (as a percent) | 11.30% | 10.10% | 12.80% | 10.90% |
Operating income: | ||||
Operating income | $ 86,129 | $ 39,233 | $ 139,528 | $ 101,047 |
Operating income (as a percent) | 13.90% | 8.70% | 10.30% | 8.40% |
Outside the U.S. | ||||
Revenue: | ||||
Revenue | $ 189,581 | $ 114,244 | $ 525,885 | $ 369,667 |
Outside the U.S. | Operating Segments | ||||
Revenue: | ||||
Revenue | 189,581 | 114,244 | 525,885 | 369,667 |
Gross profit: | ||||
Gross profit | $ 31,266 | $ 7,851 | $ 92,908 | $ 13,576 |
Gross profit (as a percent) | 16.50% | 6.90% | 17.70% | 3.70% |
Selling, general & administrative expense: | ||||
Selling, general, and administrative expenses | $ 22,973 | $ 13,668 | $ 65,018 | $ 47,125 |
Selling, general, and administrative expense (as a percent) | 12.10% | 12.00% | 12.40% | 12.70% |
Operating income: | ||||
Operating income | $ 8,293 | $ (5,817) | $ 27,890 | $ (33,549) |
Operating income (as a percent) | 4.40% | (5.10%) | 5.30% | (9.10%) |
Segment Information - Identifia
Segment Information - Identifiable assets (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Sep. 30, 2020 |
Financial information for each of the Company's business segments | ||
Assets | $ 4,370,593 | $ 2,024,702 |
Corporate | ||
Financial information for each of the Company's business segments | ||
Assets | 187,600 | 159,965 |
U.S. Services | Operating Segments | ||
Financial information for each of the Company's business segments | ||
Assets | 728,347 | 702,728 |
U.S. Federal Services | Operating Segments | ||
Financial information for each of the Company's business segments | ||
Assets | 3,149,694 | 937,477 |
Outside the U.S. | Operating Segments | ||
Financial information for each of the Company's business segments | ||
Assets | $ 304,952 | $ 224,532 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 1,243,520 | $ 901,337 | $ 3,148,354 | $ 2,537,701 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1,053,940 | 787,092 | 2,622,469 | 2,168,033 |
United Kingdom | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 74,109 | 53,364 | 211,777 | 190,088 |
Australia | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 65,283 | 38,415 | 192,161 | 100,390 |
Rest of world | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 50,188 | 22,466 | 121,947 | 79,190 |
Total U.S. state government agencies | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 431,987 | 344,748 | 1,265,798 | 969,274 |
New York State government agencies | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 102,195 | 79,140 | 289,462 | 276,585 |
Other U.S. state government agencies | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 329,792 | 265,608 | 976,336 | 692,689 |
U.S. Federal Government agencies | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 594,771 | 429,031 | 1,288,213 | 1,155,773 |
International government agencies | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 180,049 | 107,353 | 499,091 | 345,629 |
Other, including local municipalities and commercial customers | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 36,713 | 20,205 | 95,252 | 67,025 |
Performance-based | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 389,800 | 295,650 | 1,033,509 | 864,077 |
Cost-plus | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 282,808 | 422,641 | 953,373 | 1,184,425 |
Fixed price | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 146,175 | 132,535 | 413,296 | 352,255 |
Time and materials | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 424,737 | 50,511 | 748,176 | 136,944 |
U.S. Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 436,338 | 336,950 | 1,269,487 | 957,929 |
U.S. Federal Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 617,601 | 450,143 | 1,352,982 | 1,210,105 |
Outside the U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 189,581 | 114,244 | 525,885 | 369,667 |
Program administration | U.S. Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 325,755 | 251,616 | 964,981 | 724,960 |
Program administration | U.S. Federal Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 451,594 | 362,973 | 1,005,706 | 949,071 |
Program administration | Outside the U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 34,296 | 15,544 | 80,284 | 49,583 |
Technology solutions | U.S. Federal Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 89,559 | 42,101 | 187,006 | 130,172 |
Assessments and appeals | U.S. Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 33,529 | 40,875 | 101,561 | 104,621 |
Assessments and appeals | U.S. Federal Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 76,448 | 45,069 | 160,270 | 130,862 |
Assessments and appeals | Outside the U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 58,664 | 42,468 | 169,753 | 167,397 |
Workforce and children services | U.S. Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 64,240 | 32,531 | 167,106 | 90,651 |
Workforce and children services | Outside the U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 94,310 | 55,046 | 269,743 | 146,968 |
Other | U.S. Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 12,814 | 11,928 | 35,839 | 37,697 |
Other | Outside the U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 2,311 | $ 1,186 | $ 6,105 | $ 5,719 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | ||||
Deferred revenue, revenue recognized | $ 7.5 | $ 9.1 | $ 36.7 | $ 49.2 |
Cumulative catch-up adjustment to revenue from change in estimates | $ 1.8 | $ (1.4) | $ 17.8 | $ (9.1) |
Cumulative catch-up adjustment to diluted earnings per share from change in estimates (in dollars per share) | $ 0.03 | $ 0.20 |
Revenue Recognition - Remaining
Revenue Recognition - Remaining Performance Obligation (Details) $ in Millions | Jun. 30, 2021USD ($) |
Revenue from Contract with Customer [Abstract] | |
Revenue, remaining performance obligation, amount | $ 635 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 635 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, percentage | 42.00% |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 12 months |
Earnings Per Share (Details)
Earnings Per Share (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Earnings Per Share [Abstract] | ||||
Basic weighted average shares outstanding | 62,064 | 61,882 | 62,028 | 63,463 |
Dilutive effect of unvested RSUs | 389 | 220 | 272 | 203 |
Denominator for diluted earnings per share | 62,453 | 62,102 | 62,300 | 63,666 |
Antidilutive securities excluded from computation of earnings per share (in shares) | 100 | 300 | 200 | 300 |
Business combinations - Narrati
Business combinations - Narrative (Details) $ in Thousands, $ in Millions, ₩ in Billions | Jun. 30, 2021USD ($) | May 28, 2021USD ($) | Mar. 31, 2021USD ($) | Mar. 01, 2021USD ($) | Aug. 21, 2020USD ($) | Aug. 21, 2020KRW (₩) | Feb. 28, 2020USD ($) | Feb. 28, 2020AUD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Sep. 30, 2020USD ($) | Aug. 21, 2020KRW (₩) | Feb. 28, 2020AUD ($) |
Business Acquisition [Line Items] | ||||||||||||||||
Amortization of intangible assets | $ 12,132 | $ 8,712 | $ 23,718 | $ 26,734 | ||||||||||||
Revenue | 1,243,520 | 901,337 | 3,148,354 | 2,537,701 | ||||||||||||
Gross profit | 291,856 | $ 185,603 | 728,569 | $ 514,151 | ||||||||||||
Acquisition-related expenses | 8,800 | |||||||||||||||
Goodwill | $ 1,757,795 | $ 1,757,795 | 1,757,795 | $ 1,757,795 | $ 593,129 | |||||||||||
Weighted Average | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Estimated Straight-Line Useful Life | 11 years 2 months 12 days | |||||||||||||||
Weighted Average | Customer contracts and relationships | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Estimated Straight-Line Useful Life | 11 years 2 months 12 days | |||||||||||||||
Weighted Average | Technology-based intangible assets | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Estimated Straight-Line Useful Life | 13 years 8 months 12 days | |||||||||||||||
Weighted Average | Provider network | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Estimated Straight-Line Useful Life | 11 years 10 months 24 days | |||||||||||||||
VES Group, Inc. | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Percentage of voting equity interests acquired | 100.00% | |||||||||||||||
Estimated cash consideration, net of cash acquired | $ 1,367,725 | |||||||||||||||
Liabilities arising from contingencies | 12,000 | |||||||||||||||
Indemnification assets | 6,000 | |||||||||||||||
Indemnification assets, range of outcomes, value, low | 6,000 | |||||||||||||||
Indemnification assets, range of outcomes, value, high | 12,000 | |||||||||||||||
Liability for uncertainty in income taxes | 11,800 | |||||||||||||||
Revenue contributed from acquired business | 45,800 | |||||||||||||||
Gross profit contributed from acquired business | 19,500 | |||||||||||||||
Amortization of intangible assets | 4,600 | |||||||||||||||
Acquisition-related expenses | $ 52,200 | |||||||||||||||
Goodwill | 857,274 | |||||||||||||||
Intangible assets | 664,000 | |||||||||||||||
VES Group, Inc. | Indemnification Asset On Uncertain Tax Positions | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Indemnification assets | $ 6,700 | |||||||||||||||
VES Group, Inc. | Customer contracts and relationships | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Estimated Straight-Line Useful Life | 12 years | |||||||||||||||
VES Group, Inc. | Technology-based intangible assets | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Estimated Straight-Line Useful Life | 14 years | |||||||||||||||
Attain | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Estimated cash consideration, net of cash acquired | 419,097 | $ 419,864 | $ 419,100 | |||||||||||||
Revenue | 56,400 | 74,800 | ||||||||||||||
Gross profit | 13,200 | 17,100 | ||||||||||||||
Acquisition-related expenses | 300 | |||||||||||||||
Goodwill | 304,026 | 303,465 | 304,026 | 304,026 | 304,026 | |||||||||||
Intangible assets | $ 105,000 | $ 105,000 | $ 105,000 | 105,000 | $ 105,000 | |||||||||||
Attain | Customer Relationships | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Estimated Straight-Line Useful Life | 10 years | |||||||||||||||
InjuryNet | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Percentage of voting equity interests acquired | 100.00% | 100.00% | ||||||||||||||
Cash payment to acquire business | $ 4,400 | $ 6.7 | ||||||||||||||
Contingent consideration | 2,100 | $ 3.1 | ||||||||||||||
Goodwill | 2,600 | |||||||||||||||
Intangible assets | $ 900 | |||||||||||||||
Index Root | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Percentage of voting equity interests acquired | 100.00% | 100.00% | ||||||||||||||
Cash payment to acquire business | $ 5,400 | ₩ 6.3 | ||||||||||||||
Contingent consideration | 900 | ₩ 1.1 | ||||||||||||||
Goodwill | 4,600 | |||||||||||||||
Intangible assets | $ 1,400 | |||||||||||||||
Reversal of acquisition related costs | $ 1,000 |
Business combinations - Schedul
Business combinations - Schedule of Asset Acquired and Liabilities Assumed, VES (Details) - USD ($) $ in Thousands | May 28, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | Sep. 30, 2020 |
Business Acquisition [Line Items] | ||||
Cash consideration paid, net of cash acquired | $ 1,779,473 | $ 2,611 | ||
Goodwill | $ 1,757,795 | $ 593,129 | ||
VES Group, Inc. | ||||
Business Acquisition [Line Items] | ||||
Cash consideration paid, net of cash acquired | $ 1,360,231 | |||
Estimated additional cash payments | 7,494 | |||
Estimated cash consideration, net of cash acquired | 1,367,725 | |||
Accounts receivable - billed, billable and unbilled | 44,078 | |||
Prepaid expenses and other current assets | 13,911 | |||
Property and equipment, net | 9,113 | |||
Operating lease right-of-use assets | 18,898 | |||
Intangible assets | 664,000 | |||
Other assets | 12,816 | |||
Total identifiable assets acquired | 762,816 | |||
Accounts payable and other liabilities | 42,978 | |||
Operating lease liabilities, less current portion | 18,898 | |||
Income taxes payable | 6,196 | |||
Deferred income taxes | 177,626 | |||
Other long-term liabilities | 6,667 | |||
Net identifiable assets acquired | 510,451 | |||
Goodwill | 857,274 | |||
Net assets acquired | $ 1,367,725 |
Business combinations - Sched_2
Business combinations - Schedule of the Valuation of the Intangible Assets Acquired (Details) - VES Group, Inc. $ in Thousands | May 28, 2021USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Fair Value | $ 664,000 |
Customer contracts and relationships | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Straight-Line Useful Life | 12 years |
Estimated Fair Value | $ 580,000 |
Provider network | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Straight-Line Useful Life | 12 years |
Estimated Fair Value | $ 57,000 |
Technology-based intangible assets | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Straight-Line Useful Life | 14 years |
Estimated Fair Value | $ 27,000 |
Business combinations - Sched_3
Business combinations - Schedule of Asset Acquired and Liabilities Assumed, Attain (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Mar. 31, 2021 | Mar. 01, 2021 | Jun. 30, 2021 | Sep. 30, 2020 |
Estimated fair value of assets and liabilities at acquisition date | |||||
Goodwill | $ 1,757,795 | $ 1,757,795 | $ 593,129 | ||
Attain | |||||
Estimated fair value of assets and liabilities at acquisition date | |||||
Cash consideration, net of cash acquired | 419,097 | $ 419,864 | $ 419,100 | ||
Accounts receivable - billed, billable and unbilled | 39,375 | 39,274 | 39,375 | ||
Prepaid expenses and other current assets | 926 | 1,336 | 926 | ||
Property and equipment, net | 0 | 703 | 0 | ||
Operating lease right-of-use assets | 24,960 | 25,089 | 24,960 | ||
Other assets | 74 | 84 | 74 | ||
Intangible assets | 105,000 | 105,000 | 105,000 | ||
Total identifiable assets acquired | 170,335 | 171,486 | 170,335 | ||
Accounts payable and other liabilities | 28,863 | 28,301 | 28,863 | ||
Operating lease liabilities, less current portion | 26,401 | 26,786 | 26,401 | ||
Net identifiable assets acquired | 115,071 | 116,399 | 115,071 | ||
Goodwill | 304,026 | 303,465 | 304,026 | ||
Net assets acquired | $ 419,097 | $ 419,864 | 419,097 | ||
Adjustments | |||||
Cash consideration, net of cash acquired | (767) | ||||
Accounts receivable - billed, billable and unbilled | 101 | ||||
Prepaid expenses and other current assets | (410) | ||||
Property and equipment, net | (703) | ||||
Operating lease right-of-use assets | (129) | ||||
Other assets | (10) | ||||
Intangible assets | 0 | ||||
Total identifiable assets acquired | (1,151) | ||||
Accounts payable and other liabilities | 562 | ||||
Operating lease liabilities, less current portion | (385) | ||||
Net identifiable assets acquired | (1,328) | ||||
Goodwill | 561 | ||||
Net assets acquired | $ (767) |
Business combinations - Pro For
Business combinations - Pro Forma Results (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |||||
Revenue | $ 1,335,780 | $ 996,462 | $ 3,566,466 | $ 2,934,920 | $ 4,645,540 |
Cost of revenue | 1,004,523 | 787,189 | 2,679,170 | 2,283,589 | 3,503,074 |
Gross profit | 331,257 | 209,273 | 887,296 | 651,331 | 1,142,466 |
Selling, general, and administrative expenses | 151,321 | 110,754 | 425,062 | 360,370 | 551,143 |
Amortization of intangible assets | 21,301 | 25,090 | 63,856 | 75,868 | 88,586 |
Operating income | 158,635 | 73,429 | 398,378 | 215,093 | 502,737 |
Interest expense | 8,701 | 9,423 | 26,715 | 28,528 | 36,426 |
Other (expense)/income, net | (7,320) | (2,126) | (10,401) | (11,755) | (11,437) |
Income before income taxes | 142,614 | 61,880 | 361,262 | 174,810 | 454,874 |
Provision for income taxes | 37,123 | 15,549 | 94,735 | 38,897 | 120,248 |
Net income | $ 105,491 | $ 46,331 | $ 266,527 | $ 135,913 | $ 334,626 |
Basic earnings per share (in dollars per share) | $ 1.70 | $ 0.75 | $ 4.30 | $ 2.14 | $ 5.40 |
Diluted earnings per share (in dollars per share) | 1.69 | 0.75 | 4.28 | 2.13 | 5.37 |
Dividends paid per share (in dollars per share) | $ 0.28 | $ 0.28 | $ 0.84 | $ 0.84 | $ 1.12 |
Basic (in dollars per share) | 62,064 | 61,882 | 62,028 | 63,463 | 62,001 |
Diluted (in dollars per share) | 62,453 | 62,102 | 62,300 | 63,666 | 62,285 |
Business combinations - Changes
Business combinations - Changes in Goodwill (Details) $ in Thousands | 9 Months Ended |
Jun. 30, 2021USD ($) | |
Goodwill [Roll Forward] | |
Balance at the beginning of the period | $ 593,129 |
Estimated effects of acquisitions | 1,161,923 |
Foreign currency translation | 2,743 |
Balance at the end of the period | 1,757,795 |
U.S. Services | |
Goodwill [Roll Forward] | |
Balance at the beginning of the period | 164,472 |
Estimated effects of acquisitions | 0 |
Foreign currency translation | 0 |
Balance at the end of the period | 164,472 |
U.S. Federal Services | |
Goodwill [Roll Forward] | |
Balance at the beginning of the period | 381,719 |
Estimated effects of acquisitions | 1,161,300 |
Foreign currency translation | 0 |
Balance at the end of the period | 1,543,019 |
Outside the U.S. | |
Goodwill [Roll Forward] | |
Balance at the beginning of the period | 46,938 |
Estimated effects of acquisitions | 623 |
Foreign currency translation | 2,743 |
Balance at the end of the period | $ 50,304 |
Business combinations - Compone
Business combinations - Components of Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Sep. 30, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Cost | $ 1,014,939 | $ 245,397 |
Accumulated Amortization | 122,452 | 99,504 |
Intangible Assets, net | 892,487 | 145,893 |
Customer contracts and relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 921,023 | 235,287 |
Accumulated Amortization | 112,546 | 90,302 |
Intangible Assets, net | 808,477 | 144,985 |
VES Provider network | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 57,000 | 0 |
Accumulated Amortization | 396 | 0 |
Intangible Assets, net | 56,604 | 0 |
Technology-based intangible assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 32,400 | 5,631 |
Accumulated Amortization | 4,994 | 4,723 |
Intangible Assets, net | 27,406 | 908 |
Trademarks and trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 4,516 | 4,479 |
Accumulated Amortization | 4,516 | 4,479 |
Intangible Assets, net | $ 0 | $ 0 |
Business combinations - Estimat
Business combinations - Estimated Future Amortization Expense For Intangible Assets (Details) $ in Thousands | Jun. 30, 2021USD ($) |
Business Combination and Asset Acquisition [Abstract] | |
Year ended September 30, 2021, Remainder of year | $ 20,518 |
2022 | 82,025 |
2023 | 82,009 |
2024 | 81,885 |
2025 | 81,678 |
2026 | $ 81,551 |
Debt - Narrative (Details)
Debt - Narrative (Details) | May 28, 2021USD ($) | Jun. 30, 2021USD ($) | May 31, 2021USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 28, 2021USD ($) | Sep. 30, 2020USD ($) |
Debt Instrument [Line Items] | |||||||
Costs related to debt financing | $ 8,509,000 | $ 0 | |||||
Total debt principal | $ 1,707,754,000 | 1,707,754,000 | $ 28,895,000 | ||||
Other Current Liabilities | |||||||
Debt Instrument [Line Items] | |||||||
Fair value of derivative instrument | (1,400,000) | (1,400,000) | |||||
Interest Rate Swap | |||||||
Debt Instrument [Line Items] | |||||||
Derivative, notional amount | $ 300,000,000 | ||||||
Derivative, fixed interest rate | 0.986% | ||||||
Secured Debt | |||||||
Debt Instrument [Line Items] | |||||||
Maximum amount netted against funded debt | $ 75,000,000 | $ 75,000,000 | |||||
Net total leverage ratio | 2.4 | 2.4 | |||||
Secured Debt | Five Year Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, term | 5 years | ||||||
Debt instrument, face amount | $ 1,100,000,000 | ||||||
Interest rate during period | 1.75% | ||||||
Total debt principal | $ 1,100,000,000 | $ 1,100,000,000 | 0 | ||||
Secured Debt | Seven Year Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, term | 7 years | ||||||
Debt instrument, face amount | $ 400,000,000 | ||||||
Interest rate during period | 2.50% | ||||||
Base rate | 0.50% | ||||||
Total debt principal | $ 400,000,000 | $ 400,000,000 | $ 0 | ||||
Secured Debt | Seven Year Term Loan | LIBOR or Base Rate | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 2.00% | ||||||
Line of Credit | Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate during period | 1.75% | ||||||
Maximum borrowing capacity | $ 600,000,000 | ||||||
Bridge Loan | |||||||
Debt Instrument [Line Items] | |||||||
Costs related to debt financing | $ 8,500,000 |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Sep. 30, 2020 |
Debt Instrument [Line Items] | ||
Total debt principal | $ 1,707,754 | $ 28,895 |
Less unamortized debt-issuance costs and discounts | (14,033) | 0 |
Total debt | 1,693,721 | 28,895 |
Less current portion | (60,586) | (10,878) |
Long-term debt | 1,633,135 | 18,017 |
Secured Debt | Five Year Term Loan | ||
Debt Instrument [Line Items] | ||
Total debt principal | 1,100,000 | 0 |
Secured Debt | Seven Year Term Loan | ||
Debt Instrument [Line Items] | ||
Total debt principal | 400,000 | 0 |
Line of Credit | Revolving Credit Facility | New Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Total debt principal | 200,000 | 0 |
Line of Credit | Revolving Credit Facility | Old Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Total debt principal | 0 | 0 |
Subsidiary Loans | ||
Debt Instrument [Line Items] | ||
Total debt principal | $ 7,754 | $ 28,895 |
Debt - Schedule of Repayments (
Debt - Schedule of Repayments (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Sep. 30, 2020 |
Debt Disclosure [Abstract] | ||
Year ended September 30, 2021, Remainder of year | $ 15,724 | |
2022 | 62,895 | |
2023 | 68,761 | |
2024 | 86,500 | |
2025 | 91,656 | |
Thereafter | 1,382,218 | |
Total debt principal | $ 1,707,754 | $ 28,895 |
Supplemental Disclosures - Narr
Supplemental Disclosures - Narrative (Details) - USD ($) shares in Thousands | 9 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | |
Payments for Repurchase of Equity [Abstract] | |||
Repurchases of common stock | $ 3,363,000 | $ 166,959,000 | |
Investments in mutual funds | $ 28,900,000 | ||
Restricted Stock Units (RSUs) | |||
Payments for Repurchase of Equity [Abstract] | |||
Granted (in shares) | 366 | ||
Vesting period | 4 years | 5 years | |
Performance-based RSUs | |||
Payments for Repurchase of Equity [Abstract] | |||
Granted (in shares) | 85 | ||
Vesting period | 3 years | ||
Common Stock | |||
Payments for Repurchase of Equity [Abstract] | |||
Common shares repurchased (in shares) | 52 | 2,767 | |
Repurchases of common stock | $ 3,400,000 | $ 167,000,000 | |
Stock Repurchase Program, March 2020 | Common Stock | |||
Payments for Repurchase of Equity [Abstract] | |||
Stock repurchase programs, authorized amount | $ 200,000,000 | ||
Remaining authorized repurchase amount | $ 146,700,000 |
Supplemental Disclosures - Sche
Supplemental Disclosures - Schedule of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Sep. 30, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Cash and cash equivalents | $ 96,110 | $ 71,737 | $ 81,548 | |
Restricted cash (recorded within "prepaid expenses and other current assets") | 17,126 | 16,824 | 14,440 | |
Cash, cash equivalents, and restricted cash | $ 113,236 | $ 88,561 | $ 95,988 | $ 116,492 |
Supplemental Disclosures - Supp
Supplemental Disclosures - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Text Block [Abstract] | ||
Interest payments | $ 4,751 | $ 1,200 |
Income tax payments | 68,031 | 55,600 |
Cash payments included in the measurement of lease liabilities | 75,172 | 83,700 |
Operating lease liabilities arising from new or remeasured right-of-use assets | $ 18,537 | $ 39,900 |
Litigation (Details)
Litigation (Details) $ in Millions | Jun. 30, 2021USD ($) |
Settled Litigation | |
Loss Contingencies [Line Items] | |
Disallowance | $ 7.3 |
Pending Litigation | |
Loss Contingencies [Line Items] | |
Disallowance | $ 19.9 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Millions | Aug. 31, 2021 | Jul. 09, 2021 |
Common Stock | Forecast | ||
Subsequent Event [Line Items] | ||
Payments of Dividends | $ 17.2 | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Cash dividend declared (in dollars per share) | $ 0.28 |