Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2023 | Jul. 28, 2023 | |
Cover [Abstract] | ||
Entity Registrant Name | ICF International, Inc. | |
Entity Central Index Key | 0001362004 | |
Trading Symbol | ICFI | |
Security Exchange Name | NASDAQ | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 18,814,675 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 001-33045 | |
Entity Tax Identification Number | 22-3661438 | |
Entity Incorporation State Country Code | DE | |
Entity Address, Address Line One | 1902 Reston Metro Plaza | |
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 | 934-3000 | |
Title of each class | Common Stock | |
Entity Interactive Data Current | Yes | |
Document Quarterly Report | true | |
Document Transition Report | false |
CONSOLIDATED BALANCE SHEETS (UN
CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Current Assets: | ||
Cash and cash equivalents | $ 6,972 | $ 11,257 |
Restricted cash | 4,498 | 1,711 |
Contract receivables, net | 226,360 | 232,337 |
Contract assets | 200,202 | 169,088 |
Prepaid expenses and other assets | 32,579 | 40,709 |
Income tax receivable | 7,629 | 11,616 |
Total Current Assets | 478,240 | 466,718 |
Property and Equipment, net | 84,029 | 85,402 |
Other Assets: | ||
Goodwill | 1,236,380 | 1,212,898 |
Other intangible assets, net | 117,145 | 126,537 |
Operating lease - right-of-use assets | 146,539 | 149,066 |
Other assets | 53,089 | 51,637 |
Total Assets | 2,115,422 | 2,092,258 |
Current Liabilities: | ||
Current portion of long-term debt | 20,500 | 23,250 |
Accounts payable | 113,273 | 135,778 |
Contract liabilities | 19,647 | 25,773 |
Operating lease liabilities | 17,544 | 19,305 |
Finance lease liabilities | 2,420 | 2,381 |
Accrued salaries and benefits | 86,777 | 85,991 |
Accrued subcontractors and other direct costs | 43,623 | 45,478 |
Accrued expenses and other current liabilities | 65,372 | 78,036 |
Total Current Liabilities | 369,156 | 415,992 |
Long-term Liabilities: | ||
Long-term debt | 581,297 | 533,084 |
Operating lease liabilities - non-current | 185,924 | 182,251 |
Finance lease liabilities - non-current | 14,894 | 16,116 |
Deferred income taxes | 62,820 | 68,038 |
Other long-term liabilities | 28,486 | 23,566 |
Total Liabilities | 1,242,577 | 1,239,047 |
Commitments and Contingencies (Note 17) | ||
Stockholders’ Equity: | ||
Preferred stock, par value $.001; 5,000,000 shares authorized; none issued | ||
Common stock, par value $.001; 70,000,000 shares authorized; 23,946,260 and 23,771,596 shares issued at June 30, 2023 and December 31, 2022, respectively; 18,814,675 and 18,883,050 shares outstanding at June 30, 2023 and December 31, 2022, respectively | 24 | 23 |
Additional paid-in capital | 411,187 | 401,957 |
Retained earnings | 734,468 | 703,030 |
Treasury stock, 5,131,585 and 4,906,209 shares at June 30, 2023 and December 31, 2022 respectively | (266,518) | (243,666) |
Accumulated other comprehensive loss | (6,316) | (8,133) |
Total Stockholders’ Equity | 872,845 | 853,211 |
Total Liabilities and Stockholders’ Equity | $ 2,115,422 | $ 2,092,258 |
CONSOLIDATED BALANCE SHEETS (_2
CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized (in shares) | 70,000,000 | 70,000,000 |
Common stock, issued (in shares) | 23,946,260 | 23,771,596 |
Common stock, outstanding (in shares) | 18,814,675 | 18,883,050 |
Treasury stock, shares (in shares) | 5,131,585 | 4,906,209 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Statement [Abstract] | ||||
Revenue | $ 500,085 | $ 423,110 | $ 983,367 | $ 836,578 |
Direct costs: | ||||
Direct costs | 325,404 | 268,905 | 637,969 | 527,063 |
Operating costs and expenses: | ||||
Indirect and selling expenses | 126,522 | 114,403 | 250,255 | 231,855 |
Depreciation and amortization | 6,826 | 5,063 | 13,135 | 9,901 |
Amortization of intangible assets | 9,286 | 4,963 | 18,510 | 10,280 |
Total operating costs and expenses | 142,634 | 124,429 | 281,900 | 252,036 |
Operating income | 32,047 | 29,776 | 63,498 | 57,479 |
Interest, net | (10,132) | (4,049) | (19,589) | (6,676) |
Other (expense) income | (677) | 44 | (1,235) | (395) |
Income before income taxes | 21,238 | 25,771 | 42,674 | 50,408 |
Provision for income taxes | 926 | 7,374 | 5,964 | 14,149 |
Net income | $ 20,312 | $ 18,397 | $ 36,710 | $ 36,259 |
Earnings per Share: | ||||
Basic | $ 1.08 | $ 0.98 | $ 1.95 | $ 1.93 |
Diluted | $ 1.07 | $ 0.97 | $ 1.94 | $ 1.91 |
Weighted-average Shares: | ||||
Basic | 18,791 | 18,796 | 18,785 | 18,795 |
Diluted | 18,919 | 18,954 | 18,942 | 18,991 |
Cash dividends declared per common share | $ 0.14 | $ 0.14 | $ 0.28 | $ 0.28 |
Other comprehensive income (loss), net of tax | $ 3,151 | $ (4,211) | $ 1,817 | $ (1,552) |
Comprehensive income, net of tax | $ 23,463 | $ 14,186 | $ 38,527 | $ 34,707 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash Flows from Operating Activities | ||
Net income | $ 36,710 | $ 36,259 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Provision for credit losses | 837 | (172) |
Deferred income taxes | (4,823) | 4,741 |
Non-cash equity compensation | 6,688 | 6,507 |
Depreciation and amortization | 31,646 | 20,181 |
Facilities consolidation reserve | (156) | |
Amortization of debt issuance costs | 651 | 617 |
Impairment of long-lived assets | 888 | |
Other adjustments, net | (1,411) | 868 |
Changes in operating assets and liabilities, net of the effects of acquisitions: | ||
Net contract assets and liabilities | (38,332) | (71,612) |
Contract receivables | 8,856 | 17,520 |
Prepaid expenses and other assets | 13,864 | (5,758) |
Operating lease assets and liabilities, net | 2,894 | (997) |
Accounts payable | (22,742) | (5,801) |
Accrued salaries and benefits | 405 | 1,512 |
Accrued subcontractors and other direct costs | (2,173) | 6,754 |
Accrued expenses and other current liabilities | (18,311) | (3,253) |
Income tax receivable and payable | 3,999 | (1,572) |
Other liabilities | 233 | 771 |
Net Cash Provided by Operating Activities | 19,879 | 6,409 |
Cash Flows from Investing Activities | ||
Capital expenditures for property and equipment and capitalized software | (13,139) | (11,026) |
Proceeds from working capital adjustments related to prior business acquisition | 2,911 | |
Payments for business acquisitions, net of cash acquired | (32,664) | |
Net Cash Used in Investing Activities | (45,803) | (8,115) |
Cash Flows from Financing Activities | ||
Advances from working capital facilities | 669,437 | 869,529 |
Payments on working capital facilities | (624,553) | (838,259) |
Proceeds from other short-term borrowings | 7,632 | |
Repayments of other short-term borrowings | (2,483) | |
Receipt of restricted contract funds | 4,940 | 10,967 |
Payment of restricted contract funds | (3,962) | (20,550) |
Debt issue costs | (4,776) | |
Payments of principal portion of finance leases | (1,183) | |
Proceeds from exercise of options | 278 | 194 |
Dividends paid | (5,271) | (5,280) |
Net payments for stock issuances and buybacks | (20,588) | (20,778) |
Payments on business acquisition liabilities | (121) | |
Net Cash Provided by (Used in) Financing Activities | 24,247 | (9,074) |
Effect of Exchange Rate Changes on Cash, Cash Equivalents, and Restricted Cash | 179 | (1,189) |
Decrease in Cash, Cash Equivalents, and Restricted Cash | (1,498) | (11,969) |
Cash, Cash Equivalents, and Restricted Cash, Beginning of Period | 12,968 | 20,433 |
Cash, Cash Equivalents, and Restricted Cash, End of Period | 11,470 | 8,464 |
Supplemental Disclosure of Cash Flow Information | ||
Interest | 19,129 | 6,473 |
Income taxes | $ 8,450 | 12,373 |
Non-cash investing and financing transactions: | ||
Tenant improvements funded by lessor | $ 20,243 |
Basis of Presentation and Natur
Basis of Presentation and Nature of Operations | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Nature of Operations | NOTE 1 – BASIS OF PRESENTATION AND NATURE OF OPERATION S Basis of Presentation The accompanying consolidated financial statements include the accounts of ICF International, Inc. (“ICFI”) and its principal subsidiary, ICF Consulting Group, Inc. (“Consulting,” and together with ICFI, the “Company”), and have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“U.S. GAAP”). Consulting is a wholly owned subsidiary of ICFI. ICFI is a holding company with no operations or assets other than its investment in the common stock of Consulting. All other subsidiaries of the Company are wholly owned by Consulting. Material intercompany transactions and balances have been eliminated. Nature of Operations The Company provides professional services and technology-based solutions, including management, marketing, technology, and policy consulting and implementation services, in the areas of energy, environment, infrastructure and disaster recovery; health and social programs; and security and other civilian & commercial. The Company offers a full range of services to clients throughout the entire life cycle of a policy, program, project, or initiative, from research and analysis, assessment, and advice to design and implementation of programs and technology-based solutions, and the provision of engagement services and programs. The Company’s major customers are U.S. federal government departments and agencies. The Company also serves U.S. state (including territories) and local government departments and agencies, international governments, and commercial clients worldwide. Commercial clients include airlines, airports, electric and gas utilities, health care companies, banks and other financial services companies, transportation, travel and hospitality firms, non-profit associations, manufacturing firms, retail chains, and distribution companies. The term “federal” or “federal government” refers to the U.S. federal government, and “state and local” or “state and local government” refers to U.S. state (including territories) and local governments, unless otherwise indicated. The Company, incorporated in Delaware, is headquartered in Reston, Virginia. The Company maintains additional offices throughout the world, including more than 50 offices in the U.S. and U.S. territories and more than 20 offices in key markets outside the U.S., including offices in the United Kingdom, Belgium, India, and Canada. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the consolidated financial statements, and the reported amounts of revenue and expenses during the reporting periods. Areas of the consolidated financial statements where estimates may have the most significant effect include contractual and regulatory reserves, valuation and lives of tangible and intangible assets, impairment of goodwill and long-lived assets, accrued liabilities, revenue recognition (including estimates of variable considerations in determining the total contract price and allocation of performance obligations), the remaining costs to complete fixed-price contracts, bonus and other incentive compensation, stock-based compensation, reserves for tax benefits and valuation allowances on deferred tax assets, provisions for income taxes, collectability of receivables, and loss accruals for litigation. Actual results experienced by the Company may differ from management’s estimates. Interim Results The unaudited consolidated financial statements included in this Quarterly Report on Form 10-Q have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). These rules and regulations permit some of the information and footnote disclosures normally included in financial statements, prepared in accordance with U.S. GAAP, to be condensed or omitted. In management’s opinion, the unaudited consolidated financial statements contain all adjustments that are of a normal recurring nature, necessary for a fair presentation of the results of operations and financial position of the Company for the interim periods presented. The Company reports operating results and financial data in one op erating segment and reporting unit. Operating results for the three- and six-months period ended June 30, 2023 and 2022 are not necessarily indicative of the results that may be expected for the full year. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the fiscal year ended December 31, 2022 and the notes thereto included in the Company’s Annual Report on Form 10-K, filed with the SEC on March 1, 2023. Recent Accounting Pronouncements Recent Accounting Pronouncements Adopted Reference Rate Reform In March 2020, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The standard is intended to provide temporary optional expedients and exceptions to the U.S. GAAP guidance on contract modifications and hedge accounting to ease accounting and financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates. The provisions of this ASU are elective and apply to all entities, subject to meeting certain criteria, that have debt or hedging contracts, among other contracts, that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. Entities can elect to not apply certain modification accounting requirements to contracts affected by reference rate reform if certain criteria are met. Also, entities can elect various optional expedients that would allow it to continue to apply hedge accounting for hedging relationships affected by reference rate reform if certain criteria are met. This guidance was effective beginning on March 12, 2020 and entities may elect to apply the amendments prospectively through December 31, 2022, the sunset date. In December 2022, the FASB issued ASU 2022-06 Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 which extended the sunset date from December 31, 2022 to December 31, 2024. At December 31, 2022 the Company had one interest rate contract with a variable interest rate that references LIBOR, which was amended during the second quarter of 2023 to term Secured Overnight Financing Rate (“SOFR”) based interest pricing convention. Reclassification Certain immaterial amounts in the consolidated statements of comprehensive income have been reclassified to conform to the current year’s presentation. To be consistent with the current presentation of interest, net, the Company reclassified $ 0.1 million and $ 0.1 million in interest income for the three- and six-months period ended June 30, 2022, respectively, from “Other expense” to “Interest, net”. |
Restricted Cash
Restricted Cash | 6 Months Ended |
Jun. 30, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Restricted Cash | NOTE 2 – RESTRICTED CASH The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the consolidated balance sheets for the periods presented to the total of cash, cash equivalents, and restricted cash shown in the consolidated statements of cash flows for the six months ended June 30, 2023 and 2022: June 30, 2023 June 30, 2022 Beginning Ending Beginning Ending Cash and cash equivalents $ 11,257 $ 6,972 $ 8,254 $ 6,063 Restricted cash 1,711 4,498 12,179 2,401 Total of cash, cash equivalents, and restricted cash shown in the consolidated statements of cash flows $ 12,968 $ 11,470 $ 20,433 $ 8,464 |
Contract Receivables, Net
Contract Receivables, Net | 6 Months Ended |
Jun. 30, 2023 | |
Receivables [Abstract] | |
Contract Receivables, Net | NOTE 3 – CONTRACT RECEIVABLES, NET Contract receivables, net consisted of the following: June 30, 2023 December 31, 2022 Billed and billable $ 231,638 $ 238,449 Allowance for expected credit losses ( 5,278 ) ( 6,112 ) Contract receivables, net $ 226,360 $ 232,337 On December 23, 2022, the Company entered into a Master Receivables Purchase Agreement (the “MRPA”) with MUFG Bank, Ltd. (“MUFG”) for the sale from time to time of certain eligible billed receivables. The purchase price of each receivable is equal to the net invoice amount minus a specified discount. The receivables are sold without recourse and the Company does not retain any ongoing financial interest in the transferred receivables other than providing servicing activities. The Company accounts for the transfers as sales under ASC 860, Transfers and Servicing, derecognizes the receivables from its consolidated balance sheets at the date of the sale, and includes the cash received from MUFG as part of cash flows from operating activities on its consolidated statement of cash flows. During the three and six months ended June 30, 2023 , the Company sold $ 37.8 million and $ 66.4 million, respectively, in billed receivables to MUFG that is included in operating cash on the consolidated statements of cash flows. At June 30, 2023 and December 31, 2022 , the Company had $ 10.3 million and $ 6.2 million, respectively, in cash collections from previously sold invoices to be remitted to MUFG which is included as part of “accrued expenses and other current liabilities” on the consolidated balance sheets. |
Goodwill
Goodwill | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | NOTE 4 – GOODWILL The changes in carrying amount of goodwill during the six months ended June 30, 2023 were as follows: Balance as of December 31, 2022 $ 1,212,898 Goodwill resulting from business combination - CMY acquisition 21,366 Effect of foreign currency translation 2,116 Balance as of June 30, 2023 $ 1,236,380 |
Leases
Leases | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Leases | NOTE 5 – LEASES The Company has operating and finance leases for facilities and equipment which have remaining terms ranging from 1 to 15 years . The leases may include options to extend the lease periods for up to 5 years at rates approximating market rates and/or options to terminate the leases within 1 year . The leases may include a residual value guarantee or a responsibility to return the property to its original state of use. A limited number of leases contain provisions that provide for rental increases based on consumer price indices. The change in lease cost resulting from changes in these indices is included within variable lease cost. The Company’s lease cost is recognized on a straight-line basis over the lease term. Lease cost consists of the following: Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Operating lease cost $ 6,393 $ 9,436 $ 12,882 $ 18,938 Finance lease cost - amortization of right-of-use assets 494 — 988 — Finance lease cost - interest 149 — 300 — Short-term lease cost 183 144 333 277 Variable lease cost 69 27 124 47 Sublease income — ( 28 ) ( 28 ) ( 38 ) Total lease cost $ 7,288 $ 9,579 $ 14,599 $ 19,224 Future minimum lease payments under non-cancellable operating and finance leases as of June 30, 2023 were as follows: Operating Finance June 30, 2024 $ 20,872 $ 2,967 June 30, 2025 29,232 2,967 June 30, 2026 26,696 2,967 June 30, 2027 21,826 2,967 June 30, 2028 16,886 2,967 Thereafter 134,824 4,449 Total future minimum lease payments 250,336 19,284 Less: Interest ( 46,868 ) ( 1,970 ) Total lease liabilities $ 203,468 $ 17,314 Other information related to operating and finance leases for six months ended June 30, 2023 and 2022 is as follows: 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows for operating leases $ 9,995 $ 19,983 Operating cash outflows for finance leases 300 — Financing cash outflows for finance leases 1,183 — Right-of-use assets obtained in exchange for operating lease liabilities $ 9,722 $ 4,885 Weighted-average remaining lease term Operating leases 11.5 11.7 Finance leases 6.5 — Weighted-average discount rate Operating leases 3.5 % 3.2 % Finance leases 3.4 % — |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | NOTE 6 – LONG-TERM DEBT At June 30, 2023 and December 31, 2022, long-term debt consisted of: June 30, 2023 December 31, 2022 Average Outstanding Average Outstanding Term Loan $ 281,250 $ 288,750 Delayed-Draw Term Loan 220,000 220,000 Revolving Credit 105,000 52,616 Total before debt issuance costs 6.5 % 606,250 3.3 % 561,366 Unamortized debt issuance costs ( 4,453 ) ( 5,032 ) Total $ 601,797 $ 556,334 A s of June 30, 2023 , the Company had unused delayed-draw term loan facility of $ 180.0 million (available through November 6, 2023) and unused borrowing capacity under the $ 600.0 million revolving line of credit of $ 492.6 million under a credit agreement with a group of lenders (the “Credit Facility”). The unused borrowing capacity is inclusive of outstanding letters of credit totaling $ 2.4 million . Considering the financial, performance-based limitations, available borrowing capacity was $ 388.5 million as of June 30, 2023. The average interest rate on borrowings under the Credit Facility was 6.6 % and 6.5 % for the three- and six-months period ended June 30, 2023 , respectively, and 3.3 % for the twelve-month period ended December 31, 2022. Inclusive of the impact of floating-to-fixed interest rate swaps (see “Note 8 – Derivative Instruments and Hedging Activities”), the average interest rate was 5.5 % for the three- and six-months period ended June 30, 2023 and 3.7 % for the twelve-month period ended December 31, 2022. Future scheduled repayments of debt principal are as follows: Payments due by Term Loan Delayed-Draw Term Loan Revolving Credit Total June 30, 2024 $ 15,000 $ 5,500 $ — $ 20,500 June 30, 2025 16,875 12,375 — 29,250 June 30, 2026 22,500 16,500 — 39,000 May 6, 2027 (Maturity) 226,875 185,625 105,000 517,500 Total $ 281,250 $ 220,000 $ 105,000 $ 606,250 |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | NOTE 7 – REVENUE RECOGNITION Disaggregation of Revenue The Company disaggregates revenue from clients, most of which is earned over time, into categories that depict how the nature, amount, and uncertainty of revenue and cash flows are affected by economic and business factors. Those categories are client markets, client type, and contract mix. Client markets provide insight into the breadth of the Company’s expertise. In classifying revenue by client market, the Company attributes revenue from a client to the market that the Company believes is the client’s primary market. The Company also classifies revenue by the type of entity for which it does business, which is an indicator of the diversity of its client base. The Company attributes revenue generated as a subcontractor to a commercial company as government revenue when the ultimate client is a government agency or department. Disaggregation by contract mix provides insight in terms of the degree of performance risk that the Company has assumed. Fixed-price contracts are considered to provide the highest amount of performance risk as the Company is required to deliver a scope of work or level of effort for a negotiated fixed price. Time-and-materials contracts require the Company to provide skilled employees on contracts for negotiated fixed hourly rates. Since the Company is not required to deliver a scope of work, but merely skilled employees, it considers these contracts to be less risky than a fixed-price agreement. Cost-based contracts are considered to provide the lowest amount of performance risk since the Company is generally reimbursed for all contract costs incurred in performance of contract deliverables with only the amount of incentive or award fees (if applicable) dependent on the achievement of negotiated performance requirements. Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Dollars Percent Dollars Percent Dollars Percent Dollars Percent Client Markets: Energy, environment, infrastructure, and disaster recovery $ 202,723 41 % $ 172,103 41 % $ 389,254 40 % $ 343,025 41 % Health and social programs 207,224 41 % 159,165 37 % 411,463 42 % 314,964 38 % Security and other civilian & commercial 90,138 18 % 91,842 22 % 182,650 18 % 178,589 21 % Total $ 500,085 100 % $ 423,110 100 % $ 983,367 100 % $ 836,578 100 % Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Dollars Percent Dollars Percent Dollars Percent Dollars Percent Client Type: U.S. federal government $ 271,817 55 % $ 225,298 53 % $ 539,578 55 % $ 444,341 53 % U.S. state and local government 81,206 16 % 63,704 15 % 156,236 16 % 129,768 15 % International government 26,322 5 % 28,616 7 % 46,995 5 % 55,994 7 % Total Government 379,345 76 % 317,618 75 % 742,809 76 % 630,103 75 % Commercial 120,740 24 % 105,492 25 % 240,558 24 % 206,475 25 % Total $ 500,085 100 % $ 423,110 100 % $ 983,367 100 % $ 836,578 100 % Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Dollars Percent Dollars Percent Dollars Percent Dollars Percent Contract Mix: Time-and-materials $ 208,417 42 % $ 169,923 40 % $ 409,368 42 % $ 334,890 40 % Fixed-price 225,396 45 % 185,902 44 % 444,383 45 % 369,915 44 % Cost-based 66,272 13 % 67,285 16 % 129,616 13 % 131,773 16 % Total $ 500,085 100 % $ 423,110 100 % $ 983,367 100 % $ 836,578 100 % Contract Balances: Contract assets consist primarily of unbilled amounts resulting from long-term contracts when revenue recognized exceeds the amount billed often due to billing schedule timing. Contract liabilities result from advance payments received on a contract or from billings in excess of revenue recognized on long-term contracts due to billing schedule timing. The following table summarizes the contract balances as of June 30, 2023 and December 31, 2022: June 30, 2023 December 31, 2022 Contract assets $ 200,202 $ 169,088 Contract liabilities ( 19,647 ) ( 25,773 ) Net contract assets (liabilities) $ 180,555 $ 143,315 The net contract assets (liabilities) as of June 30, 2023 increased by $ 37.2 million as compared to December 31, 2022. The increase in net contract assets (liabilities) is primarily due to the timing difference between the performance of services and billings to and payments from customers. There were no material changes to contract balances due to impairments or credit losses during the period. During the six months ended June 30, 2023 and 2022, the Company recognized $ 16.2 million and $ 24.9 million in revenue related to the contract liabilities balance at December 31, 2022 and 2021, respectively. Performance Obligations: The Company had $ 1.3 billion in unfulfilled performance obligations as of June 30, 2023 which primarily reflects the future delivery of services for which revenue will be recognized over time. The obligations relate to continued or additional services required on contracts, including those that are either non-cancellable or have substantive termination penalties, and were generally valued using an estimated cost-plus margin approach, with variable consideration being estimated at the most likely amount. The amounts exclude marketing offers, which are negotiated but unexercised contract options and indefinite delivery/indefinite quantity (IDIQ) and similar arrangements that provided a framework for customers to issue specific tasks, delivery, or purchase orders in the future. The Company expects to satisfy these performance obligations in approximately two years . |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 6 Months Ended |
Jun. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | NOTE 8 – DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES The Company uses interest rate swap agreements (the “Swaps”) to manage its interest rate risk associated with its borrowings under the Credit Facility. Notwithstanding the terms of the swaps, the Company is ultimately obligated for all amounts due and payable under the Credit Facility. The derivative instruments are recorded on the consolidated balance sheets at fair value. Unrealized gains and losses on derivatives designated as cash flow hedges are reported in other comprehensive income (loss) and reclassified to earnings in a manner that matches the timing of the earnings impact of the hedged transactions. Management intends that the Swaps remain effective and, on a quarterly basis, evaluates them to determine their effectiveness or ineffectiveness and records the change in fair value as an adjustment to other comprehensive income or loss. The Company does not use derivative instruments for speculative or trading purposes. During the s econd quarter of 2023, the Company entered into new floating-to-fixed interest rate swaps for a total notional amount of $ 100.0 million that will mature on June 27, 2028 . At June 30, 2023 , the Company had floating-to-fixed interest rate swaps for an aggregate notional amount of $3 75.0 million, of which $ 100.0 million will mature on August 31, 2023 , $ 100.0 million will mature on February 28, 2025 , $ 75.0 million will mature on February 28, 2028 , and $ 100.0 million will mature on June 27, 2028 . The Company has designated the Swaps as cash flow hedges. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 9 – INCOME TAXES The Company’s effective tax rate for the three months ended June 30, 2023 and 2022 was 4.4 % and 28.6 % , respectively, and 14.0 % and 28.1 % for the six months ended June 30, 2023 and 2022, respectively. A reconciliation of the Company’s statutory rate to the effective tax rate for the three and six months ended June 30, 2023 and 2022 is as follows: Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 Taxes at statutory rate 21.0 % 21.0 % 21.0 % 21.0 % State taxes, net of federal benefit 5.8 % 5.6 % 5.8 % 5.6 % Executive compensation 1.3 % 1.5 % 1.3 % 1.5 % Corporate-Owned Life Insurance ( 0.2 %) 0.6 % ( 0.3 %) 0.9 % Other permanent differences 0.9 % 0.6 % 0.5 % 0.5 % Prior year tax adjustments ( 3.5 %) ( 0.5 %) ( 1.8 %) ( 0.5 %) Capital Loss ( 21.3 %) — ( 10.6 %) — Valuation allowance 1.4 % 1.0 % 1.2 % 1.0 % Equity-based compensation — ( 0.7 %) ( 2.1 %) ( 1.4 %) Tax credits ( 1.0 %) ( 0.5 %) ( 1.0 %) ( 0.5 %) Taxes at effective rate 4.4 % 28.6 % 14.0 % 28.1 % The Company restructured the ownership of its Canadian entities for tax purposes during the second quarter of 2023, resulting in a decrease in the Company’s effective income tax rate for the three months and the six months ended 2023 compared to 2022. The Company is subject to federal income tax as well as taxes in various state, local, and foreign jurisdictions. Tax statutes and regulations within each jurisdiction are subject to interpretation and require the application of significant judgment. The Company’s 2019 through 2021 t ax years remain subject to examination by the Internal Revenue Service for federal tax purposes. Certain significant state, local, and foreign tax returns also remain open under the applicable statutes of limitations and, as such, are subject to examination for the tax years from 2018 to 2021 . |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 6 Months Ended |
Jun. 30, 2023 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Loss | NOTE 10 – ACCUMULATED OTHER COMPREHENSIVE LOSS Accumulated other comprehensive loss as of June 30, 2023 and 2022 included the following: Three Months Ended June 30, 2023 Foreign Change in (2) Total Accumulated other comprehensive (loss) income at March 31, 2023 $ ( 12,495 ) $ 3,028 $ ( 9,467 ) Current period other comprehensive (loss) income: Other comprehensive (loss) income before reclassifications 1,652 3,811 5,463 Amounts reclassified from accumulated other comprehensive (loss) income (3) — ( 1,778 ) ( 1,778 ) Effect of taxes (4) 10 ( 544 ) ( 534 ) Total current period other comprehensive (loss) income 1,662 1,489 3,151 Accumulated other comprehensive (loss) income at June 30, 2023 $ ( 10,833 ) $ 4,517 $ ( 6,316 ) Three Months Ended June 30, 2022 Foreign Gain on Sale (1) Change in (2) Total Accumulated other comprehensive (loss) income at March 31, 2022 $ ( 10,700 ) $ 437 $ 1,887 $ ( 8,376 ) Current period other comprehensive (loss) income: Other comprehensive (loss) income before reclassifications ( 6,721 ) — 1,793 ( 4,928 ) Amounts reclassified from accumulated other comprehensive (loss) income (3) — ( 180 ) 596 416 Effect of taxes (4) 859 48 ( 606 ) 301 Total current period other comprehensive (loss) income ( 5,862 ) ( 132 ) 1,783 ( 4,211 ) Accumulated other comprehensive (loss) income at June 30, 2022 $ ( 16,562 ) $ 305 $ 3,670 $ ( 12,587 ) Six Months Ended June 30, 2023 Foreign Gain on Sale (1) Change in (2) Total Accumulated other comprehensive (loss) income at December 31, 2022 $ ( 14,056 ) $ 41 $ 5,882 $ ( 8,133 ) Current period other comprehensive (loss) income: Other comprehensive (loss) income before reclassifications 3,405 — 1,279 4,684 Amounts reclassified from accumulated other comprehensive (loss) income (3) — ( 60 ) ( 3,138 ) ( 3,198 ) Effect of taxes (4) ( 182 ) 19 494 331 Total current period other comprehensive (loss) income 3,223 ( 41 ) ( 1,365 ) 1,817 Accumulated other comprehensive (loss) income at June 30, 2023 $ ( 10,833 ) $ — $ 4,517 $ ( 6,316 ) Six Months Ended June 30, 2022 Foreign Gain on Sale (1) Change in (2) Total Accumulated other comprehensive (loss) income at December 31, 2021 $ ( 8,759 ) $ 569 $ ( 2,845 ) $ ( 11,035 ) Current period other comprehensive (loss) income: Other comprehensive (loss) income before reclassifications ( 9,025 ) — 7,302 ( 1,723 ) Amounts reclassified from accumulated other comprehensive (loss) income (3) — ( 360 ) 1,498 1,138 Effect of taxes (4) 1,222 96 ( 2,285 ) ( 967 ) Total current period other comprehensive (loss) income ( 7,803 ) ( 264 ) 6,515 ( 1,552 ) Accumulated other comprehensive (loss) income at June 30, 2022 $ ( 16,562 ) $ 305 $ 3,670 $ ( 12,587 ) (1) Represents the unamortized value of an interest rate hedge agreement, designated as a cash flow hedge, which was sold on December 1, 2016. The fair value of the interest rate hedge agreement, at the date of the sale, was recorded in other comprehensive income, net of tax, and is being reclassified to interest expense when earnings are impacted by the hedged items and as interest payments are made on the Credit Facility from January 31, 2018 to January 31, 2023. (2) Represents the change in fair value of interest rate hedge agreements designated as cash flow hedges. The fair value of the interest rate hedge agreements was recorded in other comprehensive income, net of tax, and will be reclassified to earnings when earnings are impacted by the hedged items, as interest payments are made on the Credit Facility from August 31, 2018 to June 27, 2028 (see “Note 8 — Derivative Instruments and Hedging Activities”). (3) The Company expects to reclassify $ 6.6 million of gains related to the Change in Fair Value of Interest Rate Hedge Agreement from accumulated other comprehensive loss into earnings during the next 12 months. (4) The Company’s effective tax rate for the three months ended June 30, 2023 and 2022 was 4.4 % and 28.6 % , respectively, and 14.0 % and 28.1 % for the six months ended June 30, 2023 and 2022 . |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2023 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | NOTE 11 – STOCKHOLDERS’ EQUITY Changes in stockholders’ equity for the three and six months ended June 30, 2023 and 2022 are as follows: Three Months Ended June 30, 2023 Common Stock Additional Retained Treasury Stock Accumulated Shares Amount Capital Earnings Shares Amount Loss Total Balance at March 31, 2023 18,788 24 $ 405,818 $ 716,795 5,131 $ ( 266,481 ) $ ( 9,467 ) $ 846,689 Net income — — — 20,312 — — — 20,312 Other comprehensive income — — — — — — 3,151 3,151 Equity compensation — — 2,938 — — — — 2,938 Exercise of stock options 4 — 167 — — — — 167 Issuance of shares pursuant to employee stock purchase plan and vesting of restricted stock units 23 — 2,264 — — — — 2,264 Payments for stock buybacks — — — — — ( 37 ) — ( 37 ) Dividends declared — — — ( 2,639 ) — — — ( 2,639 ) Balance at June 30, 2023 18,815 $ 24 $ 411,187 $ 734,468 5,131 $ ( 266,518 ) $ ( 6,316 ) $ 872,845 Three Months Ended June 30, 2022 Common Stock Additional Retained Treasury Stock Accumulated Shares Amount Capital Earnings Shares Amount Loss Total Balance at March 31, 2022 18,793 $ 23 $ 388,639 $ 664,532 4,886 $ ( 241,516 ) $ ( 8,376 ) $ 803,302 Net income — — — 18,397 — — — 18,397 Other comprehensive loss — — — — — — ( 4,211 ) ( 4,211 ) Equity compensation — — 2,944 — — — — 2,944 Exercise of stock options 4 — 102 — — — — 102 Issuance of shares pursuant to employee stock purchase plan and vesting of restricted stock units 22 — 1,539 — — — — 1,539 Payments for stock buybacks ( 1 ) — — — 1 ( 50 ) — ( 50 ) Dividends declared — — — ( 2,606 ) — — — ( 2,606 ) Balance at June 30, 2022 18,818 $ 23 $ 393,224 $ 680,323 4,887 $ ( 241,566 ) $ ( 12,587 ) $ 819,417 Six Months Ended June 30, 2023 Common Stock Additional Retained Treasury Stock Accumulated Shares Amount Capital Earnings Shares Amount Loss Total Balance at December 31, 2022 18,883 $ 23 $ 401,957 $ 703,030 4,906 $ ( 243,666 ) $ ( 8,133 ) $ 853,211 Net income — — — 36,710 — — — 36,710 Other comprehensive income — — — — — — 1,817 1,817 Equity compensation — — 6,688 — — — — 6,688 Exercise of stock options 8 — 278 — — — — 278 Issuance of shares pursuant to employee stock purchase plan and vesting of restricted stock units 149 1 2,264 — — — — 2,265 Payments for stock buybacks ( 225 ) — — — 225 ( 22,852 ) — ( 22,852 ) Dividends declared — — — ( 5,272 ) — — — ( 5,272 ) Balance at June 30, 2023 18,815 $ 24 $ 411,187 $ 734,468 5,131 $ ( 266,518 ) $ ( 6,316 ) $ 872,845 Six Months Ended June 30, 2022 Common Stock Additional Retained Treasury Stock Accumulated Shares Amount Capital Earnings Shares Amount Loss Total Balance at December 31, 2021 18,876 $ 23 $ 384,984 $ 649,298 4,659 $ ( 219,800 ) $ ( 11,035 ) $ 803,470 Net income — — — 36,259 — — — 36,259 Other comprehensive loss — — — — — — ( 1,552 ) ( 1,552 ) Equity compensation — — 6,507 — — — — 6,507 Exercise of stock options 8 — 194 — — — — 194 Issuance of shares pursuant to employee stock purchase plan and vesting of restricted stock units 162 — 1,539 — — — — 1,539 Payments for stock buybacks ( 228 ) — — — 228 ( 21,766 ) — ( 21,766 ) Dividends declared — — — ( 5,234 ) — — — ( 5,234 ) Balance at June 30, 2022 18,818 $ 23 $ 393,224 $ 680,323 4,887 $ ( 241,566 ) $ ( 12,587 ) $ 819,417 |
Stock-based Compensation
Stock-based Compensation | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-based Compensation | NOTE 12 – STOCK-BASED COMPENSATION On April 4, 2018, the Company’s board of directors (the “board”) approved the 2018 Omnibus Incentive Plan (the “2018 Omnibus Plan”), which was subsequently approved by the Company’s stockholders and became effective on May 31, 2018 (the “Effective Date”). The 2018 Omnibus Plan replaced the previous 2010 Omnibus Incentive Plan (the “Prior Plan”). The 2018 Omnibus Plan was amended on May 28, 2020 to increase the number of shares available for issuance. On June 1, 2023, the Company’s stockholders approved an amendment and restatement of the 2018 Omnibus Plan (the “2018 A&R Omnibus Plan”) which further increased the number of shares available for issuance, incorporated compensation recovery provisions consistent with new SEC and NASDAQ requirements, and made certain other clarifying changes. The A&R 2018 Omnibus Plan, as amended, allows the Company to grant 2,050,000 shares using stock options, stock appreciation rights, restricted stock, restricted stock units (“RSUs”), performance units and performance share awards (“PSAs”), cash-settled restricted stock units (“CSRSUs”), and other stock-based awards to all officers, key employees, and non-employee directors of the Company. Outstanding shares granted under the Prior Plan, totaling 2,631 as of June 30, 2023 , remain subject to its terms and conditions, and no additional awards from the Prior Plan are to be made after the Effective Date. As of June 30, 2023, the Company had approximately 1,131,521 shares available for grant under the 2018 A&R Omnibus Plan. CSRSUs have no impact on the shares available for grant under the Omnibus Plan, nor on the calculated shares used in earnings per share calculations. During the six months ended June 30, 2023, the Company granted to its employees 76,613 shares in the form of RSUs with an average grant date fair value of $ 107.29 , and the equivalent value of 66,464 shares in the form of CSRSUs with an average grant date fair value of $ 109.33 . During the six months ended June 30, 2023, the Company also granted 36,956 shares in the form of PSAs to its employees with a grant date fair value of $ 115.67 per share. The RSUs, CSRSUs, and PSAs granted are generally subject to service-based vesting conditions, with the PSAs also having performance-based vesting conditions. The performance conditions for the PSAs granted in 2023 have a performance period from January 1, 2023 through December 31, 2025 and performance conditions that are consistent with the PSAs granted in prior years. The Company recognized stock-based compensation expense of $ 4.9 million and $ 4.4 million for the three months ended June 30, 2023 and 2022 and $ 10.8 million and $ 9.0 million for the six months ended June 30, 2023 and 2022. Unrecognized compensation expense of approximately $ 16.9 million as of June 30, 2023 related to unsettled RSUs is expected to be recognized over a weighted-average period of 2.0 years. The unrecognized compensation expense related to CSRSUs totaled approximately $ 14.3 million at June 30, 2023 and is expected to be recognized over a weighted-average period of 2.1 years. Unrecognized compensation expense related to PSAs of approximately $ 5.7 million as of June 30, 2023 is expected to be recognized over a weighted-average period of 1.5 years. |
Business Combination
Business Combination | 6 Months Ended |
Jun. 30, 2023 | |
Business Combinations [Abstract] | |
Business Combination | NOTE 13 – BUSINESS COMBINATION CMY Solutions, LLC. On May 1, 2023 , the Company acquired CMY Solutions, LLC. (“CMY”), a privately-held company that provides engineering and automation solutions to utilities and organizations. The acquisition enhances ICF’s offerings in the field of power and energy advisory services. As preliminary allocation of purchase consideration of $ 32.6 million, the Company recorded $ 10.0 million of intangible assets, $ 1.2 million in net working capital, and $ 21.4 million of goodwill. Intangible assets consist of $ 9.9 million related to existing customer relationships and $ 0.1 million related to trade names and trademarks. The acquisition of CMY is not material to the Company’s results of operations. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | NOTE 14 – EARNINGS PER SHARE The Company’s earnings per share (“EPS”) is computed by dividing reported net income by the weighted-average number of shares outstanding. Diluted EPS considers the potential dilution that could occur if common stock equivalents of stock options, RSUs, and PSAs were exercised or converted into stock. PSAs are included in the computation of diluted shares only to the extent that the underlying performance conditions: (i) are satisfied as of the end of the reporting period or (ii) would be considered satisfied if the end of the reporting period were the end of the related performance period and the result would be dilutive under the treasury stock method. As of June 30, 2023, the PSAs granted during the year ended December 31, 2021 met the related performance conditions for the initial performance period and were included in the calculation of diluted EPS. However, the PSAs granted during the year ended December 31, 2022 and during the six months ended June 30, 2023 have not yet completed their initial two-year performance period and therefore were excluded in the calculation of diluted EPS. The dilutive effect of stock options, RSUs, and PSAs for each period reported is summarized below: Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Net Income $ 20,312 $ 18,397 $ 36,710 $ 36,259 Weighted-average number of basic shares outstanding during the period 18,791 18,796 18,785 18,795 Dilutive effect of stock options, RSUs, and performance shares 128 158 157 196 Weighted-average number of diluted shares outstanding during the period 18,919 18,954 18,942 18,991 Basic earnings per share $ 1.08 $ 0.98 $ 1.95 $ 1.93 Diluted earnings per share $ 1.07 $ 0.97 $ 1.94 $ 1.91 |
Share Repurchase Program
Share Repurchase Program | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Share Repurchase Program | NOTE 15 – SHARE REPURCHASE PROGRAM In September 2017, the board approved a share repurchase program that allows for share repurchases in the aggregate up to $ 100.0 million under approved share repurchase plans pursuant to Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). In November 2021, the board amended and increased the previously-authorized aggregate repurchase limit from $ 100.0 million to $ 200.0 million. The Restated Credit Agreement permits share repurchases provided that the Company’s Consolidated Leverage Ratio, prior to and after giving effect to such repurchases, is 0.50 to 1.00 less than the then-applicable maximum Consolidated Leverage Ratio and subject to the Company having net liquidity of at least $ 100.0 million after giving effect to such repurchases. Notwithstanding the formula-based limit, the Company is permitted to make share repurchases up to $ 25.0 million per calendar year provided that it was not in default. Purchases under this program may be made from time to time at prevailing market prices in the open market or in privately negotiated transactions pursuant to Rule 10b-18 under the Exchange Act and in accordance with applicable insider trading and other securities laws and regulations. The purchases are funded from existing cash balances and/or borrowings, and the repurchased shares are held in treasury. The timing and extent to which the Company repurchases its shares will depend on market conditions and other corporate considerations in the Company’s sole discretion. For the six months ended June 30, 2023 and 2022, the Company used $ 18.1 million to repurchase 180,000 shares and $ 17.0 million to repurchase 176,375 shares, respectively, under the share repurchase program. As of June 30, 2023, $ 93.7 million of authorization remained available for share repurchases under the repurchase program. |
Fair Value
Fair Value | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value | NOTE 16 – FAIR VALUE Financial instruments measured at fair value on a recurring basis and their location within the accompanying consolidated balance sheets are as follows: June 30, 2023 (in thousands) Level 1 Level 2 Level 3 Total Location on Balance Sheet Assets: Interest rate swaps - current portion $ — $ 6,594 $ — $ 6,594 Prepaid expenses and other assets Forward contract agreements — 15 — 15 Prepaid expenses and other assets Interest rate swaps - long-term portion — 2,536 — 2,536 Other assets Company-owned life insurance policies — 19,375 — 19,375 Other assets Liabilities: Interest rate swaps - long-term portion $ — $ 2,988 $ — $ 2,988 Other long-term liabilities December 31, 2022 (in thousands) Level 1 Level 2 Level 3 Total Location on Balance Sheet Assets: Interest rate swaps - current portion $ — $ 5,051 $ — $ 5,051 Prepaid expenses and other assets Interest rate swaps - long-term portion — 2,950 — 2,950 Other assets Company-owned life insurance policies — 17,869 — 17,869 Other assets |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 17 – COMMITMENTS AND CONTINGENCIES Letters of Credit At June 30, 2023 and December 31, 2022, the Company had open standby letters of credit totaling $ 2.4 million and $ 2.0 million, respectively. The open standby letters of credit reduce the Company’s unused borrowing capacity under the Credit Facility. Litigation and Claims The Company is involved in various legal matters and proceedings arising in the ordinary course of business. While these matters and proceedings cause it to incur costs, including, but not limited to, attorneys’ fees, the Company currently believes that any ultimate liability arising out of these matters and proceedings will not have a material adverse effect on its financial position, results of operations, or cash flows. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 18 - SUBSEQUENT EVENTS Dividend On August 3, 2023, the board approved a $ 0.14 per share cash dividend. The dividend will be paid on October 13, 2023 to shareholders of record as of the close of business on September 8, 2023. Divestiture On July 19, 2023, the Company entered into a definitive agreement to sell its U.S. Commercial Marketing business. The proposed sale is in line with the Company’s strategy to streamline its business and deploy resources to support its key growth markets. The sale is expected to close prior to the end of the third quarter. |
Basis of Presentation and Nat_2
Basis of Presentation and Nature of Operations (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements include the accounts of ICF International, Inc. (“ICFI”) and its principal subsidiary, ICF Consulting Group, Inc. (“Consulting,” and together with ICFI, the “Company”), and have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“U.S. GAAP”). Consulting is a wholly owned subsidiary of ICFI. ICFI is a holding company with no operations or assets other than its investment in the common stock of Consulting. All other subsidiaries of the Company are wholly owned by Consulting. Material intercompany transactions and balances have been eliminated. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the consolidated financial statements, and the reported amounts of revenue and expenses during the reporting periods. Areas of the consolidated financial statements where estimates may have the most significant effect include contractual and regulatory reserves, valuation and lives of tangible and intangible assets, impairment of goodwill and long-lived assets, accrued liabilities, revenue recognition (including estimates of variable considerations in determining the total contract price and allocation of performance obligations), the remaining costs to complete fixed-price contracts, bonus and other incentive compensation, stock-based compensation, reserves for tax benefits and valuation allowances on deferred tax assets, provisions for income taxes, collectability of receivables, and loss accruals for litigation. Actual results experienced by the Company may differ from management’s estimates. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recent Accounting Pronouncements Adopted Reference Rate Reform In March 2020, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The standard is intended to provide temporary optional expedients and exceptions to the U.S. GAAP guidance on contract modifications and hedge accounting to ease accounting and financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates. The provisions of this ASU are elective and apply to all entities, subject to meeting certain criteria, that have debt or hedging contracts, among other contracts, that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. Entities can elect to not apply certain modification accounting requirements to contracts affected by reference rate reform if certain criteria are met. Also, entities can elect various optional expedients that would allow it to continue to apply hedge accounting for hedging relationships affected by reference rate reform if certain criteria are met. This guidance was effective beginning on March 12, 2020 and entities may elect to apply the amendments prospectively through December 31, 2022, the sunset date. In December 2022, the FASB issued ASU 2022-06 Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 which extended the sunset date from December 31, 2022 to December 31, 2024. At December 31, 2022 the Company had one interest rate contract with a variable interest rate that references LIBOR, which was amended during the second quarter of 2023 to term Secured Overnight Financing Rate (“SOFR”) based interest pricing convention. |
Reclassification | Reclassification Certain immaterial amounts in the consolidated statements of comprehensive income have been reclassified to conform to the current year’s presentation. To be consistent with the current presentation of interest, net, the Company reclassified $ 0.1 million and $ 0.1 million in interest income for the three- and six-months period ended June 30, 2022, respectively, from “Other expense” to “Interest, net”. |
Restricted Cash (Tables)
Restricted Cash (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Restricted Cash and Cash Equivalents, Current [Abstract] | |
Reconciliation of Cash and Cash Equivalents, and Restricted Cash | The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the consolidated balance sheets for the periods presented to the total of cash, cash equivalents, and restricted cash shown in the consolidated statements of cash flows for the six months ended June 30, 2023 and 2022: June 30, 2023 June 30, 2022 Beginning Ending Beginning Ending Cash and cash equivalents $ 11,257 $ 6,972 $ 8,254 $ 6,063 Restricted cash 1,711 4,498 12,179 2,401 Total of cash, cash equivalents, and restricted cash shown in the consolidated statements of cash flows $ 12,968 $ 11,470 $ 20,433 $ 8,464 |
Contract Receivables, Net (Tabl
Contract Receivables, Net (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Receivables [Abstract] | |
Summary of Contract Receivables, Net | Contract receivables, net consisted of the following: June 30, 2023 December 31, 2022 Billed and billable $ 231,638 $ 238,449 Allowance for expected credit losses ( 5,278 ) ( 6,112 ) Contract receivables, net $ 226,360 $ 232,337 |
Goodwill (Tables)
Goodwill (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Carrying Amount of Goodwill | The changes in carrying amount of goodwill during the six months ended June 30, 2023 were as follows: Balance as of December 31, 2022 $ 1,212,898 Goodwill resulting from business combination - CMY acquisition 21,366 Effect of foreign currency translation 2,116 Balance as of June 30, 2023 $ 1,236,380 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Summary of Lease Cost | The Company’s lease cost is recognized on a straight-line basis over the lease term. Lease cost consists of the following: Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Operating lease cost $ 6,393 $ 9,436 $ 12,882 $ 18,938 Finance lease cost - amortization of right-of-use assets 494 — 988 — Finance lease cost - interest 149 — 300 — Short-term lease cost 183 144 333 277 Variable lease cost 69 27 124 47 Sublease income — ( 28 ) ( 28 ) ( 38 ) Total lease cost $ 7,288 $ 9,579 $ 14,599 $ 19,224 |
Summary of Future Minimum Lease Payments Under Non-Cancellable Operating and Finance Leases | Future minimum lease payments under non-cancellable operating and finance leases as of June 30, 2023 were as follows: Operating Finance June 30, 2024 $ 20,872 $ 2,967 June 30, 2025 29,232 2,967 June 30, 2026 26,696 2,967 June 30, 2027 21,826 2,967 June 30, 2028 16,886 2,967 Thereafter 134,824 4,449 Total future minimum lease payments 250,336 19,284 Less: Interest ( 46,868 ) ( 1,970 ) Total lease liabilities $ 203,468 $ 17,314 |
Summary of Other Information Related to Operating and Finance Leases | Other information related to operating and finance leases for six months ended June 30, 2023 and 2022 is as follows: 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows for operating leases $ 9,995 $ 19,983 Operating cash outflows for finance leases 300 — Financing cash outflows for finance leases 1,183 — Right-of-use assets obtained in exchange for operating lease liabilities $ 9,722 $ 4,885 Weighted-average remaining lease term Operating leases 11.5 11.7 Finance leases 6.5 — Weighted-average discount rate Operating leases 3.5 % 3.2 % Finance leases 3.4 % — |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | At June 30, 2023 and December 31, 2022, long-term debt consisted of: June 30, 2023 December 31, 2022 Average Outstanding Average Outstanding Term Loan $ 281,250 $ 288,750 Delayed-Draw Term Loan 220,000 220,000 Revolving Credit 105,000 52,616 Total before debt issuance costs 6.5 % 606,250 3.3 % 561,366 Unamortized debt issuance costs ( 4,453 ) ( 5,032 ) Total $ 601,797 $ 556,334 A |
Schedule of Future Scheduled Repayments of Debt Principal | Future scheduled repayments of debt principal are as follows: Payments due by Term Loan Delayed-Draw Term Loan Revolving Credit Total June 30, 2024 $ 15,000 $ 5,500 $ — $ 20,500 June 30, 2025 16,875 12,375 — 29,250 June 30, 2026 22,500 16,500 — 39,000 May 6, 2027 (Maturity) 226,875 185,625 105,000 517,500 Total $ 281,250 $ 220,000 $ 105,000 $ 606,250 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Dollars Percent Dollars Percent Dollars Percent Dollars Percent Client Markets: Energy, environment, infrastructure, and disaster recovery $ 202,723 41 % $ 172,103 41 % $ 389,254 40 % $ 343,025 41 % Health and social programs 207,224 41 % 159,165 37 % 411,463 42 % 314,964 38 % Security and other civilian & commercial 90,138 18 % 91,842 22 % 182,650 18 % 178,589 21 % Total $ 500,085 100 % $ 423,110 100 % $ 983,367 100 % $ 836,578 100 % Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Dollars Percent Dollars Percent Dollars Percent Dollars Percent Client Type: U.S. federal government $ 271,817 55 % $ 225,298 53 % $ 539,578 55 % $ 444,341 53 % U.S. state and local government 81,206 16 % 63,704 15 % 156,236 16 % 129,768 15 % International government 26,322 5 % 28,616 7 % 46,995 5 % 55,994 7 % Total Government 379,345 76 % 317,618 75 % 742,809 76 % 630,103 75 % Commercial 120,740 24 % 105,492 25 % 240,558 24 % 206,475 25 % Total $ 500,085 100 % $ 423,110 100 % $ 983,367 100 % $ 836,578 100 % Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Dollars Percent Dollars Percent Dollars Percent Dollars Percent Contract Mix: Time-and-materials $ 208,417 42 % $ 169,923 40 % $ 409,368 42 % $ 334,890 40 % Fixed-price 225,396 45 % 185,902 44 % 444,383 45 % 369,915 44 % Cost-based 66,272 13 % 67,285 16 % 129,616 13 % 131,773 16 % Total $ 500,085 100 % $ 423,110 100 % $ 983,367 100 % $ 836,578 100 % |
Schedule of Contract Balances and Changes in Contract Balances | Contract Balances: Contract assets consist primarily of unbilled amounts resulting from long-term contracts when revenue recognized exceeds the amount billed often due to billing schedule timing. Contract liabilities result from advance payments received on a contract or from billings in excess of revenue recognized on long-term contracts due to billing schedule timing. The following table summarizes the contract balances as of June 30, 2023 and December 31, 2022: June 30, 2023 December 31, 2022 Contract assets $ 200,202 $ 169,088 Contract liabilities ( 19,647 ) ( 25,773 ) Net contract assets (liabilities) $ 180,555 $ 143,315 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Effective Income Tax Rate Reconciliation | A reconciliation of the Company’s statutory rate to the effective tax rate for the three and six months ended June 30, 2023 and 2022 is as follows: Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 Taxes at statutory rate 21.0 % 21.0 % 21.0 % 21.0 % State taxes, net of federal benefit 5.8 % 5.6 % 5.8 % 5.6 % Executive compensation 1.3 % 1.5 % 1.3 % 1.5 % Corporate-Owned Life Insurance ( 0.2 %) 0.6 % ( 0.3 %) 0.9 % Other permanent differences 0.9 % 0.6 % 0.5 % 0.5 % Prior year tax adjustments ( 3.5 %) ( 0.5 %) ( 1.8 %) ( 0.5 %) Capital Loss ( 21.3 %) — ( 10.6 %) — Valuation allowance 1.4 % 1.0 % 1.2 % 1.0 % Equity-based compensation — ( 0.7 %) ( 2.1 %) ( 1.4 %) Tax credits ( 1.0 %) ( 0.5 %) ( 1.0 %) ( 0.5 %) Taxes at effective rate 4.4 % 28.6 % 14.0 % 28.1 % |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Components of Accumulated Other Comprehensive Loss | Accumulated other comprehensive loss as of June 30, 2023 and 2022 included the following: Three Months Ended June 30, 2023 Foreign Change in (2) Total Accumulated other comprehensive (loss) income at March 31, 2023 $ ( 12,495 ) $ 3,028 $ ( 9,467 ) Current period other comprehensive (loss) income: Other comprehensive (loss) income before reclassifications 1,652 3,811 5,463 Amounts reclassified from accumulated other comprehensive (loss) income (3) — ( 1,778 ) ( 1,778 ) Effect of taxes (4) 10 ( 544 ) ( 534 ) Total current period other comprehensive (loss) income 1,662 1,489 3,151 Accumulated other comprehensive (loss) income at June 30, 2023 $ ( 10,833 ) $ 4,517 $ ( 6,316 ) Three Months Ended June 30, 2022 Foreign Gain on Sale (1) Change in (2) Total Accumulated other comprehensive (loss) income at March 31, 2022 $ ( 10,700 ) $ 437 $ 1,887 $ ( 8,376 ) Current period other comprehensive (loss) income: Other comprehensive (loss) income before reclassifications ( 6,721 ) — 1,793 ( 4,928 ) Amounts reclassified from accumulated other comprehensive (loss) income (3) — ( 180 ) 596 416 Effect of taxes (4) 859 48 ( 606 ) 301 Total current period other comprehensive (loss) income ( 5,862 ) ( 132 ) 1,783 ( 4,211 ) Accumulated other comprehensive (loss) income at June 30, 2022 $ ( 16,562 ) $ 305 $ 3,670 $ ( 12,587 ) Six Months Ended June 30, 2023 Foreign Gain on Sale (1) Change in (2) Total Accumulated other comprehensive (loss) income at December 31, 2022 $ ( 14,056 ) $ 41 $ 5,882 $ ( 8,133 ) Current period other comprehensive (loss) income: Other comprehensive (loss) income before reclassifications 3,405 — 1,279 4,684 Amounts reclassified from accumulated other comprehensive (loss) income (3) — ( 60 ) ( 3,138 ) ( 3,198 ) Effect of taxes (4) ( 182 ) 19 494 331 Total current period other comprehensive (loss) income 3,223 ( 41 ) ( 1,365 ) 1,817 Accumulated other comprehensive (loss) income at June 30, 2023 $ ( 10,833 ) $ — $ 4,517 $ ( 6,316 ) Six Months Ended June 30, 2022 Foreign Gain on Sale (1) Change in (2) Total Accumulated other comprehensive (loss) income at December 31, 2021 $ ( 8,759 ) $ 569 $ ( 2,845 ) $ ( 11,035 ) Current period other comprehensive (loss) income: Other comprehensive (loss) income before reclassifications ( 9,025 ) — 7,302 ( 1,723 ) Amounts reclassified from accumulated other comprehensive (loss) income (3) — ( 360 ) 1,498 1,138 Effect of taxes (4) 1,222 96 ( 2,285 ) ( 967 ) Total current period other comprehensive (loss) income ( 7,803 ) ( 264 ) 6,515 ( 1,552 ) Accumulated other comprehensive (loss) income at June 30, 2022 $ ( 16,562 ) $ 305 $ 3,670 $ ( 12,587 ) (1) Represents the unamortized value of an interest rate hedge agreement, designated as a cash flow hedge, which was sold on December 1, 2016. The fair value of the interest rate hedge agreement, at the date of the sale, was recorded in other comprehensive income, net of tax, and is being reclassified to interest expense when earnings are impacted by the hedged items and as interest payments are made on the Credit Facility from January 31, 2018 to January 31, 2023. (2) Represents the change in fair value of interest rate hedge agreements designated as cash flow hedges. The fair value of the interest rate hedge agreements was recorded in other comprehensive income, net of tax, and will be reclassified to earnings when earnings are impacted by the hedged items, as interest payments are made on the Credit Facility from August 31, 2018 to June 27, 2028 (see “Note 8 — Derivative Instruments and Hedging Activities”). (3) The Company expects to reclassify $ 6.6 million of gains related to the Change in Fair Value of Interest Rate Hedge Agreement from accumulated other comprehensive loss into earnings during the next 12 months. (4) The Company’s effective tax rate for the three months ended June 30, 2023 and 2022 was 4.4 % and 28.6 % , respectively, and 14.0 % and 28.1 % for the six months ended June 30, 2023 and 2022 . |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Changes in Stockholders' Equity | Changes in stockholders’ equity for the three and six months ended June 30, 2023 and 2022 are as follows: Three Months Ended June 30, 2023 Common Stock Additional Retained Treasury Stock Accumulated Shares Amount Capital Earnings Shares Amount Loss Total Balance at March 31, 2023 18,788 24 $ 405,818 $ 716,795 5,131 $ ( 266,481 ) $ ( 9,467 ) $ 846,689 Net income — — — 20,312 — — — 20,312 Other comprehensive income — — — — — — 3,151 3,151 Equity compensation — — 2,938 — — — — 2,938 Exercise of stock options 4 — 167 — — — — 167 Issuance of shares pursuant to employee stock purchase plan and vesting of restricted stock units 23 — 2,264 — — — — 2,264 Payments for stock buybacks — — — — — ( 37 ) — ( 37 ) Dividends declared — — — ( 2,639 ) — — — ( 2,639 ) Balance at June 30, 2023 18,815 $ 24 $ 411,187 $ 734,468 5,131 $ ( 266,518 ) $ ( 6,316 ) $ 872,845 Three Months Ended June 30, 2022 Common Stock Additional Retained Treasury Stock Accumulated Shares Amount Capital Earnings Shares Amount Loss Total Balance at March 31, 2022 18,793 $ 23 $ 388,639 $ 664,532 4,886 $ ( 241,516 ) $ ( 8,376 ) $ 803,302 Net income — — — 18,397 — — — 18,397 Other comprehensive loss — — — — — — ( 4,211 ) ( 4,211 ) Equity compensation — — 2,944 — — — — 2,944 Exercise of stock options 4 — 102 — — — — 102 Issuance of shares pursuant to employee stock purchase plan and vesting of restricted stock units 22 — 1,539 — — — — 1,539 Payments for stock buybacks ( 1 ) — — — 1 ( 50 ) — ( 50 ) Dividends declared — — — ( 2,606 ) — — — ( 2,606 ) Balance at June 30, 2022 18,818 $ 23 $ 393,224 $ 680,323 4,887 $ ( 241,566 ) $ ( 12,587 ) $ 819,417 Six Months Ended June 30, 2023 Common Stock Additional Retained Treasury Stock Accumulated Shares Amount Capital Earnings Shares Amount Loss Total Balance at December 31, 2022 18,883 $ 23 $ 401,957 $ 703,030 4,906 $ ( 243,666 ) $ ( 8,133 ) $ 853,211 Net income — — — 36,710 — — — 36,710 Other comprehensive income — — — — — — 1,817 1,817 Equity compensation — — 6,688 — — — — 6,688 Exercise of stock options 8 — 278 — — — — 278 Issuance of shares pursuant to employee stock purchase plan and vesting of restricted stock units 149 1 2,264 — — — — 2,265 Payments for stock buybacks ( 225 ) — — — 225 ( 22,852 ) — ( 22,852 ) Dividends declared — — — ( 5,272 ) — — — ( 5,272 ) Balance at June 30, 2023 18,815 $ 24 $ 411,187 $ 734,468 5,131 $ ( 266,518 ) $ ( 6,316 ) $ 872,845 Six Months Ended June 30, 2022 Common Stock Additional Retained Treasury Stock Accumulated Shares Amount Capital Earnings Shares Amount Loss Total Balance at December 31, 2021 18,876 $ 23 $ 384,984 $ 649,298 4,659 $ ( 219,800 ) $ ( 11,035 ) $ 803,470 Net income — — — 36,259 — — — 36,259 Other comprehensive loss — — — — — — ( 1,552 ) ( 1,552 ) Equity compensation — — 6,507 — — — — 6,507 Exercise of stock options 8 — 194 — — — — 194 Issuance of shares pursuant to employee stock purchase plan and vesting of restricted stock units 162 — 1,539 — — — — 1,539 Payments for stock buybacks ( 228 ) — — — 228 ( 21,766 ) — ( 21,766 ) Dividends declared — — — ( 5,234 ) — — — ( 5,234 ) Balance at June 30, 2022 18,818 $ 23 $ 393,224 $ 680,323 4,887 $ ( 241,566 ) $ ( 12,587 ) $ 819,417 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Dilutive Effect of Stock Options RSUs and PSAs | The dilutive effect of stock options, RSUs, and PSAs for each period reported is summarized below: Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Net Income $ 20,312 $ 18,397 $ 36,710 $ 36,259 Weighted-average number of basic shares outstanding during the period 18,791 18,796 18,785 18,795 Dilutive effect of stock options, RSUs, and performance shares 128 158 157 196 Weighted-average number of diluted shares outstanding during the period 18,919 18,954 18,942 18,991 Basic earnings per share $ 1.08 $ 0.98 $ 1.95 $ 1.93 Diluted earnings per share $ 1.07 $ 0.97 $ 1.94 $ 1.91 |
Fair Value (Tables)
Fair Value (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Instruments Measured at Fair Value on Recurring Basis | Financial instruments measured at fair value on a recurring basis and their location within the accompanying consolidated balance sheets are as follows: June 30, 2023 (in thousands) Level 1 Level 2 Level 3 Total Location on Balance Sheet Assets: Interest rate swaps - current portion $ — $ 6,594 $ — $ 6,594 Prepaid expenses and other assets Forward contract agreements — 15 — 15 Prepaid expenses and other assets Interest rate swaps - long-term portion — 2,536 — 2,536 Other assets Company-owned life insurance policies — 19,375 — 19,375 Other assets Liabilities: Interest rate swaps - long-term portion $ — $ 2,988 $ — $ 2,988 Other long-term liabilities December 31, 2022 (in thousands) Level 1 Level 2 Level 3 Total Location on Balance Sheet Assets: Interest rate swaps - current portion $ — $ 5,051 $ — $ 5,051 Prepaid expenses and other assets Interest rate swaps - long-term portion — 2,950 — 2,950 Other assets Company-owned life insurance policies — 17,869 — 17,869 Other assets |
Basis of Presentation and Nat_3
Basis of Presentation and Nature of Operations - Additional Information (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 Segment Office | Jun. 30, 2022 USD ($) Segment | Jun. 30, 2023 Office Segment | Jun. 30, 2022 USD ($) Segment | |
Basis of Presentation and Nature of Operations [Line Items] | ||||
Number of operating segments | Segment | 1 | 1 | 1 | 1 |
Number of reporting segments | Segment | 1 | 1 | 1 | 1 |
Reclassification of interest income | $ | $ 0.1 | $ 0.1 | ||
Domestic | Minimum | ||||
Basis of Presentation and Nature of Operations [Line Items] | ||||
Number of offices | Office | 50 | 50 | ||
International | Minimum | ||||
Basis of Presentation and Nature of Operations [Line Items] | ||||
Number of offices | Office | 20 | 20 |
Restricted Cash - Reconciliatio
Restricted Cash - Reconciliation of Cash and Cash Equivalents, and Restricted Cash to the Total of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | Dec. 31, 2021 |
Cash and Cash Equivalents [Abstract] | ||||
Cash and cash equivalents | $ 6,972 | $ 11,257 | $ 6,063 | $ 8,254 |
Restricted cash | 4,498 | 1,711 | 2,401 | 12,179 |
Total of cash, cash equivalents, and restricted cash shown in the consolidated statements of cash flows | $ 11,470 | $ 12,968 | $ 8,464 | $ 20,433 |
Contract Receivables, Net - Sum
Contract Receivables, Net - Summary of Contract Receivables, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Receivables [Abstract] | ||
Billed and billable | $ 231,638 | $ 238,449 |
Allowance for expected credit losses | (5,278) | (6,112) |
Contract receivables, net | $ 226,360 | $ 232,337 |
Contract Receivables, Net - Add
Contract Receivables, Net - Additional Information (Details) - Master Receivables Purchase Agreement with MUFG Bank - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | |
Financing Receivable, Past Due [Line Items] | |||
Contract Receivables, Net | $ 37.8 | $ 66.4 | |
Cash collected not yet remitted to purchaser of billed receivables | $ 10.3 | $ 10.3 | $ 6.2 |
Goodwill - Schedule of Changes
Goodwill - Schedule of Changes in Carrying Amount of Goodwill (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Goodwill [Line Items] | |
Balance as of December 31, 2022 | $ 1,212,898 |
Effect of foreign currency translation | 2,116 |
Balance as of June 30, 2023 | 1,236,380 |
CMY Acquisition | |
Goodwill [Line Items] | |
Goodwill resulting from business combination | $ 21,366 |
Leases - Additional Information
Leases - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2023 | |
Lessee Lease Description [Line Items] | |
Operating leases, option to extend lease | The leases may include options to extend the lease periods for up to 5 years |
Finance leases, option to extend lease | The leases may include options to extend the lease periods for up to 5 years |
Operating leases, existence of option to extend | true |
Operating leases, option to terminate lease | options to terminate the leases within 1 year |
Finance leases, option to terminate lease | options to terminate the leases within 1 year |
Operating leases, existence of option to terminate | true |
Operating leases, residual value guarantee description | The leases may include a residual value guarantee or a responsibility to return the property to its original state of use. |
Finance leases, residual value guarantee description | The leases may include a residual value guarantee or a responsibility to return the property to its original state of use. |
Operating leases, existence of residual value guarantee | true |
Minimum | |
Lessee Lease Description [Line Items] | |
Operating leases, remaining lease term | 1 year |
Finance leases, remaining lease term | 1 year |
Maximum | |
Lessee Lease Description [Line Items] | |
Operating leases, remaining lease term | 15 years |
Finance leases, remaining lease term | 15 years |
Operating leases, extendable lease term | 5 years |
Finance leases, extendable lease term | 5 years |
Operating leases, termination lease term | 1 year |
Finance leases, termination lease term | 1 year |
Leases - Summary of Lease Cost
Leases - Summary of Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Leases [Abstract] | ||||
Operating lease cost | $ 6,393 | $ 9,436 | $ 12,882 | $ 18,938 |
Finance lease cost - amortization of right-of-use assets | 494 | 988 | ||
Finance lease cost - interest | 149 | 300 | ||
Short-term lease cost | 183 | 144 | 333 | 277 |
Variable lease cost | 69 | 27 | 124 | 47 |
Sublease income | 0 | (28) | (28) | (38) |
Total lease cost | $ 7,288 | $ 9,579 | $ 14,599 | $ 19,224 |
Leases - Summary of Future Mini
Leases - Summary of Future Minimum Lease Payments Under Non-Cancellable Operating and Finance Leases (Details) $ in Thousands | Jun. 30, 2023 USD ($) |
Leases [Abstract] | |
June 30, 2024 | $ 20,872 |
June 30, 2025 | 29,232 |
June 30, 2026 | 26,696 |
June 30, 2027 | 21,826 |
June 30, 2028 | 16,886 |
Thereafter | 134,824 |
Total future minimum lease payments | 250,336 |
Less: Interest | (46,868) |
Total lease liabilities | 203,468 |
June 30, 2024 | 2,967 |
June 30, 2025 | 2,967 |
June 30, 2026 | 2,967 |
June 30, 2027 | 2,967 |
June 30, 2028 | 2,967 |
Thereafter | 4,449 |
Total future minimum lease payments | 19,284 |
Less: Interest | (1,970) |
Total lease liabilities | $ 17,314 |
Leases - Summary of Other Infor
Leases - Summary of Other Information Related to Operating and Finance Leases (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Leases [Abstract] | ||
Operating cash outflows for operating leases | $ 9,995 | $ 19,983 |
Operating cash outflows for operating leases | 300 | |
Financing cash outflows for finance leases | 1,183 | |
Right-of-use assets obtained in exchange for operating lease liabilities | $ 9,722 | $ 4,885 |
Weighted-average remaining lease term - Operating leases | 11 years 6 months | 11 years 8 months 12 days |
Weighted-average remaining lease term - Finance leases | 6 years 6 months | |
Weighted average discount rate - Operating leases | 3.50% | 3.20% |
Weighted-average discount rate - Finance leases | 3.40% |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long Term Debt (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | ||
Average Interest Rate | 6.50% | 3.30% |
Outstanding Balance before debt issuance costs | $ 606,250 | $ 561,366 |
Unamortized debt issuance costs | (4,453) | (5,032) |
Total | 601,797 | 556,334 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Outstanding Balance before debt issuance costs | 281,250 | 288,750 |
Delayed-Draw Term Loan | ||
Debt Instrument [Line Items] | ||
Outstanding Balance before debt issuance costs | 220,000 | 220,000 |
Revolving Credit | ||
Debt Instrument [Line Items] | ||
Outstanding Balance before debt issuance costs | $ 105,000 | $ 52,616 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | |||
Line of credit facility | $ 180,000,000 | $ 180,000,000 | |
Letters of credit outstanding, amount | 2,400,000 | 2,400,000 | |
Line of credit facility, current borrowing capacity | $ 388,500,000 | $ 388,500,000 | |
Interest Rate Swap | Cash Flow Hedging | Designated as Hedging Instrument | |||
Debt Instrument [Line Items] | |||
Derivative fixed interest rate | 5.50% | 5.50% | 3.70% |
Revolving Credit | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 600,000,000 | $ 600,000,000 | |
Unused borrowing capacity amount | $ 492,600,000 | $ 492,600,000 | |
Interest rate on credit facility | 6.60% | 6.50% | 3.30% |
Long Term Debt - Schedule of Fu
Long Term Debt - Schedule of Future Scheduled Repayments of Term Loan Principal (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
June 30, 2024 | $ 20,500 | |
June 30, 2025 | 29,250 | |
June 30, 2026 | 39,000 | |
May 6, 2027 (Maturity) | 517,500 | |
Total | 606,250 | $ 561,366 |
Term Loan | ||
Debt Instrument [Line Items] | ||
June 30, 2024 | 15,000 | |
June 30, 2025 | 16,875 | |
June 30, 2026 | 22,500 | |
May 6, 2027 (Maturity) | 226,875 | |
Total | 281,250 | 288,750 |
Delayed-Draw Term Loan | ||
Debt Instrument [Line Items] | ||
June 30, 2024 | 5,500 | |
June 30, 2025 | 12,375 | |
June 30, 2026 | 16,500 | |
May 6, 2027 (Maturity) | 185,625 | |
Total | 220,000 | 220,000 |
Revolving Credit | ||
Debt Instrument [Line Items] | ||
May 6, 2027 (Maturity) | 105,000 | |
Total | $ 105,000 | $ 52,616 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients | $ 500,085 | $ 423,110 | $ 983,367 | $ 836,578 |
Time-and-Materials | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients | 208,417 | 169,923 | 409,368 | 334,890 |
Fixed-Price | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients | 225,396 | 185,902 | 444,383 | 369,915 |
Cost-Based | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients | 66,272 | 67,285 | 129,616 | 131,773 |
U.S. Federal Government | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients | 271,817 | 225,298 | 539,578 | 444,341 |
U.S. State and Local Government | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients | 81,206 | 63,704 | 156,236 | 129,768 |
International Government | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients | 26,322 | 28,616 | 46,995 | 55,994 |
Total Government | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients | 379,345 | 317,618 | 742,809 | 630,103 |
Commercial | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients | $ 120,740 | $ 105,492 | $ 240,558 | $ 206,475 |
Customer Concentration Risk | Revenue from Contract with Customer | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients, Percent | 100% | 100% | 100% | 100% |
Customer Concentration Risk | Revenue from Contract with Customer | Time-and-Materials | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients, Percent | 42% | 40% | 42% | 40% |
Customer Concentration Risk | Revenue from Contract with Customer | Fixed-Price | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients, Percent | 45% | 44% | 45% | 44% |
Customer Concentration Risk | Revenue from Contract with Customer | Cost-Based | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients, Percent | 13% | 16% | 13% | 16% |
Customer Concentration Risk | Revenue from Contract with Customer | U.S. Federal Government | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients, Percent | 55% | 53% | 55% | 53% |
Customer Concentration Risk | Revenue from Contract with Customer | U.S. State and Local Government | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients, Percent | 16% | 15% | 16% | 15% |
Customer Concentration Risk | Revenue from Contract with Customer | International Government | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients, Percent | 5% | 7% | 5% | 7% |
Customer Concentration Risk | Revenue from Contract with Customer | Total Government | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients, Percent | 76% | 75% | 76% | 75% |
Customer Concentration Risk | Revenue from Contract with Customer | Commercial | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients, Percent | 24% | 25% | 24% | 25% |
Energy, Environment, Infrastructure, and Disaster Recovery | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients | $ 202,723 | $ 172,103 | $ 389,254 | $ 343,025 |
Energy, Environment, Infrastructure, and Disaster Recovery | Customer Concentration Risk | Revenue from Contract with Customer | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients, Percent | 41% | 41% | 40% | 41% |
Health and Social Programs | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients | $ 207,224 | $ 159,165 | $ 411,463 | $ 314,964 |
Health and Social Programs | Customer Concentration Risk | Revenue from Contract with Customer | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients, Percent | 41% | 37% | 42% | 38% |
Security and Other Civilian & Commercial | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients | $ 90,138 | $ 91,842 | $ 182,650 | $ 178,589 |
Security and Other Civilian & Commercial | Customer Concentration Risk | Revenue from Contract with Customer | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from clients, Percent | 18% | 22% | 18% | 21% |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Changes in Contract Balances Due to Adoption of New Accounting Standards (Detail) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Revenue from Contract with Customer [Abstract] | ||
Contract assets | $ 200,202 | $ 169,088 |
Contract liabilities | (19,647) | (25,773) |
Net contract assets (liabilities) | $ 180,555 | $ 143,315 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | ||
Net contract assets (liabilities) | $ 37.2 | |
Revenue related to contract liabilities | $ 16.2 | $ 24.9 |
Revenue Recognition - Additio_2
Revenue Recognition - Additional Information (Detail 1) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-07-01 $ in Billions | Jun. 30, 2023 USD ($) |
Revenue From Contract With Customer [Line Items] | |
Unfulfilled performance obligation | $ 1.3 |
Maximum | |
Revenue From Contract With Customer [Line Items] | |
Expected period to satisfy performance obligations | 2 years |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities - Additional Information (Details) - Interest Rate Swap - Cash Flow Hedging - Designated as Hedging Instrument $ in Millions | 3 Months Ended |
Jun. 30, 2023 USD ($) | |
Derivative [Line Items] | |
Notional amount | $ 75 |
June 27, 2028 | |
Derivative [Line Items] | |
Notional amount | $ 100 |
Maturity date | Jun. 27, 2028 |
August 31, 2023 | |
Derivative [Line Items] | |
Notional amount | $ 100 |
Maturity date | Aug. 31, 2023 |
February 28, 2025 | |
Derivative [Line Items] | |
Notional amount | $ 100 |
Maturity date | Feb. 28, 2025 |
February 28, 2028 | |
Derivative [Line Items] | |
Notional amount | $ 75 |
Maturity date | Feb. 28, 2028 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Taxes [Line Items] | ||||
Effective income tax rate reconciliation, percent | 4.40% | 28.60% | 14% | 28.10% |
Internal Revenue Service (IRS) | Latest Tax Year | ||||
Income Taxes [Line Items] | ||||
Open tax year | 2021 | |||
Internal Revenue Service (IRS) | Earliest Tax Year | ||||
Income Taxes [Line Items] | ||||
Open tax year | 2019 | |||
State Local and Foreign Jurisdictions | Latest Tax Year | ||||
Income Taxes [Line Items] | ||||
Open tax year | 2021 | |||
State Local and Foreign Jurisdictions | Earliest Tax Year | ||||
Income Taxes [Line Items] | ||||
Open tax year | 2018 |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax Rate Reconciliation (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Taxes at statutory rate | 21% | 21% | 21% | 21% |
State taxes, net of federal benefit | 5.80% | 5.60% | 5.80% | 5.60% |
Executive compensation | 1.30% | 1.50% | 1.30% | 1.50% |
Corporate-Owned Life Insurance | (0.20%) | 0.60% | (0.30%) | 0.90% |
Other permanent differences | 0.90% | 0.60% | 0.50% | 0.50% |
Prior year tax adjustments | (3.50%) | (0.50%) | (1.80%) | (0.50%) |
Capital Loss | (21.30%) | (10.60%) | ||
Valuation allowance | 1.40% | 1% | 1.20% | 1% |
Equity-based compensation | (0.70%) | (2.10%) | (1.40%) | |
Tax credits | (1.00%) | (0.50%) | (1.00%) | (0.50%) |
Taxes at effective rate | 4.40% | 28.60% | 14% | 28.10% |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Components of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | ||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balance | $ 846,689 | $ 803,302 | $ 853,211 | $ 803,470 | |
Current period other comprehensive (loss) income: | |||||
Total current period other comprehensive income (loss) | 3,151 | (4,211) | 1,817 | (1,552) | |
Balance | 872,845 | 819,417 | 872,845 | 819,417 | |
Foreign Currency Translation Adjustments | |||||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balance | (12,495) | (10,700) | (14,056) | (8,759) | |
Current period other comprehensive (loss) income: | |||||
Other comprehensive (loss) income before reclassifications | 1,652 | (6,721) | 3,405 | (9,025) | |
Effect of taxes | [1] | 10 | 859 | (182) | 1,222 |
Total current period other comprehensive income (loss) | 1,662 | (5,862) | 3,223 | (7,803) | |
Balance | (10,833) | (16,562) | (10,833) | (16,562) | |
Gain on Sale of Interest Rate Hedge Agreement | |||||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balance | [2] | 437 | 41 | 569 | |
Current period other comprehensive (loss) income: | |||||
Amounts reclassified from accumulated other comprehensive (loss) income | [2],[3] | (180) | (60) | (360) | |
Effect of taxes | [1],[2] | 48 | 19 | 96 | |
Total current period other comprehensive income (loss) | [2] | (132) | (41) | (264) | |
Balance | [2] | 305 | 305 | ||
Change in Fair Value of Interest Rate Hedge Agreements | |||||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balance | [4] | 3,028 | 1,887 | 5,882 | (2,845) |
Current period other comprehensive (loss) income: | |||||
Other comprehensive (loss) income before reclassifications | [4] | 3,811 | 1,793 | 1,279 | 7,302 |
Amounts reclassified from accumulated other comprehensive (loss) income | [3],[4] | (1,778) | 596 | (3,138) | 1,498 |
Effect of taxes | [1],[4] | (544) | (606) | 494 | (2,285) |
Total current period other comprehensive income (loss) | [4] | 1,489 | 1,783 | (1,365) | 6,515 |
Balance | [4] | 4,517 | 3,670 | 4,517 | 3,670 |
Accumulated Other Comprehensive Loss | |||||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balance | (9,467) | (8,376) | (8,133) | (11,035) | |
Current period other comprehensive (loss) income: | |||||
Other comprehensive (loss) income before reclassifications | 5,463 | (4,928) | 4,684 | (1,723) | |
Amounts reclassified from accumulated other comprehensive (loss) income | [3] | (1,778) | 416 | (3,198) | 1,138 |
Effect of taxes | [1] | (534) | 301 | 331 | (967) |
Total current period other comprehensive income (loss) | 3,151 | (4,211) | 1,817 | (1,552) | |
Balance | $ (6,316) | $ (12,587) | $ (6,316) | $ (12,587) | |
[1] The Company’s effective tax rate for the three months ended June 30, 2023 and 2022 was 4.4 % and 28.6 % , respectively, and 14.0 % and 28.1 % for the six months ended June 30, 2023 and 2022 . Represents the unamortized value of an interest rate hedge agreement, designated as a cash flow hedge, which was sold on December 1, 2016. The fair value of the interest rate hedge agreement, at the date of the sale, was recorded in other comprehensive income, net of tax, and is being reclassified to interest expense when earnings are impacted by the hedged items and as interest payments are made on the Credit Facility from January 31, 2018 to January 31, 2023. The Company expects to reclassify $ 6.6 million of gains related to the Change in Fair Value of Interest Rate Hedge Agreement from accumulated other comprehensive loss into earnings during the next 12 months. Represents the change in fair value of interest rate hedge agreements designated as cash flow hedges. The fair value of the interest rate hedge agreements was recorded in other comprehensive income, net of tax, and will be reclassified to earnings when earnings are impacted by the hedged items, as interest payments are made on the Credit Facility from August 31, 2018 to June 27, 2028 (see “Note 8 — Derivative Instruments and Hedging Activities”). |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Loss - Components of Accumulated Other Comprehensive Loss (Parenthetical) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||||
Expects to reclassify net losses related to change in fair value of interest rate hedge agreement from accumulated other comprehensive loss into earnings | $ 6.6 | $ 6.6 | ||
Effective tax rate | 4.40% | 28.60% | 14% | 28.10% |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Changes in Stockholders' Equity (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Balance | $ 846,689 | $ 803,302 | $ 853,211 | $ 803,470 |
Net income | 20,312 | 18,397 | 36,710 | 36,259 |
Other comprehensive (loss) income | 3,151 | (4,211) | 1,817 | (1,552) |
Equity compensation | 2,938 | 2,944 | 6,688 | 6,507 |
Exercise of stock options | 167 | 102 | 278 | 194 |
Issuance of shares pursuant to employee stock purchase plan and vesting of restricted stock units | 2,264 | 1,539 | 2,265 | 1,539 |
Payments for stock buybacks | (37) | (50) | (22,852) | (21,766) |
Dividends declared | (2,639) | (2,606) | (5,272) | (5,234) |
Balance | $ 872,845 | $ 819,417 | $ 872,845 | $ 819,417 |
Common Stock | ||||
Balance (in shares) | 18,788 | 18,793 | 18,883 | 18,876 |
Balance | $ 24 | $ 23 | $ 23 | $ 23 |
Exercise of stock options (in shares) | 4 | 4 | 8 | 8 |
Issuance of shares pursuant to employee stock purchase plan and vesting of restricted stock units (in shares) | 23 | 22 | 149 | 162 |
Issuance of shares pursuant to employee stock purchase plan and vesting of restricted stock units | $ 1 | |||
Payments for stock buybacks (in shares) | (1) | (225) | (228) | |
Balance (in shares) | 18,815 | 18,818 | 18,815 | 18,818 |
Balance | $ 24 | $ 23 | $ 24 | $ 23 |
Additional Paid-in Capital | ||||
Balance | 405,818 | 388,639 | 401,957 | 384,984 |
Equity compensation | 2,938 | 2,944 | 6,688 | 6,507 |
Exercise of stock options | 167 | 102 | 278 | 194 |
Issuance of shares pursuant to employee stock purchase plan and vesting of restricted stock units | 2,264 | 1,539 | 2,264 | 1,539 |
Balance | 411,187 | 393,224 | 411,187 | 393,224 |
Retained Earnings | ||||
Balance | 716,795 | 664,532 | 703,030 | 649,298 |
Net income | 20,312 | 18,397 | 36,710 | 36,259 |
Dividends declared | (2,639) | (2,606) | (5,272) | (5,234) |
Balance | $ 734,468 | $ 680,323 | $ 734,468 | $ 680,323 |
Treasury Stock | ||||
Balance (in shares) | 5,131 | 4,886 | 4,906 | 4,659 |
Balance | $ (266,481) | $ (241,516) | $ (243,666) | $ (219,800) |
Payments for stock buybacks (in shares) | 1 | 225 | 228 | |
Payments for stock buybacks | $ (37) | $ (50) | $ (22,852) | $ (21,766) |
Balance (in shares) | 5,131 | 4,887 | 5,131 | 4,887 |
Balance | $ (266,518) | $ (241,566) | $ (266,518) | $ (241,566) |
Accumulated Other Comprehensive Loss | ||||
Balance | (9,467) | (8,376) | (8,133) | (11,035) |
Other comprehensive (loss) income | 3,151 | (4,211) | 1,817 | (1,552) |
Balance | $ (6,316) | $ (12,587) | $ (6,316) | $ (12,587) |
Stock-based Compensation - Addi
Stock-based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | |||
Apr. 04, 2018 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Allocated share-based compensation expense | $ 4.9 | $ 4.4 | $ 10.8 | $ 9 | |
Restricted Stock Units (RSUs) | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share-based compensation arrangement by share-based payment award, equity instruments other than options, grants in period | 76,613 | ||||
Share-based compensation arrangement by share-based payment award, equity instruments other than options, grants in period, weighted average grant date fair value | $ 107.29 | ||||
Employee service share-based compensation, nonvested awards, compensation cost not yet recognized | 16.9 | $ 16.9 | |||
Employee service share-based compensation, nonvested awards, compensation cost not yet recognized, period for recognition | 2 years | ||||
Cash Settled RSUs | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share-based compensation arrangement by share-based payment award, equity instruments other than options, grants in period | 66,464 | ||||
Share-based compensation arrangement by share-based payment award, equity instruments other than options, grants in period, weighted average grant date fair value | $ 109.33 | ||||
Employee service share-based compensation, nonvested awards, compensation cost not yet recognized | 14.3 | $ 14.3 | |||
Employee service share-based compensation, nonvested awards, compensation cost not yet recognized, period for recognition | 2 years 1 month 6 days | ||||
Performance Shares | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share-based compensation arrangement by share-based payment award, equity instruments other than options, grants in period | 36,956 | ||||
Share-based compensation arrangement by share-based payment award, equity instruments other than options, grants in period, weighted average grant date fair value | $ 115.67 | ||||
Employee service share-based compensation, nonvested awards, compensation cost not yet recognized | $ 5.7 | $ 5.7 | |||
Employee service share-based compensation, nonvested awards, compensation cost not yet recognized, period for recognition | 1 year 6 months | ||||
Omnibus Plan | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share-based compensation arrangement by share-based payment award, number of shares grants | 2,050,000 | 2,631 | |||
Share-based compensation arrangement by share-based payment award, number of additional awards | 0 | ||||
Share-based compensation arrangement by share-based payment award, number of shares available for grant | 1,131,521 | 1,131,521 |
Business Combinations - Additio
Business Combinations - Additional Information (Details) - USD ($) $ in Thousands | May 01, 2023 | Jun. 30, 2023 | Dec. 31, 2022 |
Business Acquisition [Line Items] | |||
Goodwill | $ 1,236,380 | $ 1,212,898 | |
CMY Solutions, LLC. | |||
Business Acquisition [Line Items] | |||
Business acquisition date | May 01, 2023 | ||
Purchase price acquisition | $ 32,600 | ||
Working capital acquired | 1,200 | ||
Purchase price allocated to intangibles | 10,000 | ||
Goodwill | 21,400 | ||
CMY Solutions, LLC. | Customer Relationships | |||
Business Acquisition [Line Items] | |||
Purchase price allocated to intangibles | 9,900 | ||
CMY Solutions, LLC. | Trade Names and Trademarks | |||
Business Acquisition [Line Items] | |||
Purchase price allocated to intangibles | $ 100 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2023 | |
Performance Shares | Initial Performance Vesting Period | |
Share-based compensation arrangement by share-based payment award, award vesting period | 2 years |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Dilutive Effect of Stock Options RSUs and PSAs (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Earnings Per Share [Abstract] | ||||
Net Income | $ 20,312 | $ 18,397 | $ 36,710 | $ 36,259 |
Weighted-average number of basic shares outstanding during the period | 18,791 | 18,796 | 18,785 | 18,795 |
Dilutive effect of stock options, RSUs, and performance shares | 128 | 158 | 157 | 196 |
Weighted-average number of diluted shares outstanding during the period | 18,919 | 18,954 | 18,942 | 18,991 |
Basic earnings per share | $ 1.08 | $ 0.98 | $ 1.95 | $ 1.93 |
Diluted earnings per share | $ 1.07 | $ 0.97 | $ 1.94 | $ 1.91 |
Share Repurchase Program - Addi
Share Repurchase Program - Additional Information (Details) | 6 Months Ended | |||
Jun. 30, 2023 USD ($) shares | Jun. 30, 2022 USD ($) shares | Nov. 30, 2021 USD ($) | Sep. 30, 2017 USD ($) | |
Equity Class Of Treasury Stock [Line Items] | ||||
Stock repurchase program, authorized amount | $ 200,000,000 | $ 100,000,000 | ||
Line of credit facility, condition permitted for unlimited share repurchases, leverage ratio | 0.5 | |||
Net liquidity amount | $ 100,000,000 | |||
Share repurchase amount | $ 25,000,000 | |||
Stock Repurchased During Period, Shares | shares | 180,000 | 176,375 | ||
Stock Repurchased During Period, Value | $ 18,100,000 | $ 17,000,000 | ||
Credit Facility | ||||
Equity Class Of Treasury Stock [Line Items] | ||||
Share repurchase amount | $ 93,700,000 |
Fair Value - Schedule of Financ
Fair Value - Schedule of Financial Instruments Measured at Fair Value on Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Forward Contract Agreements | Prepaid Expenses and Other Current Assets | ||
Assets: | ||
Assets, Total | $ 15 | |
Interest Rate Swap | Other Assets | ||
Assets: | ||
Assets, Total | 2,536 | $ 2,950 |
Interest Rate Swap | Prepaid Expenses and Other Current Assets | ||
Assets: | ||
Assets, Total | 6,594 | 5,051 |
Interest Rate Swap | Other Long-Term Liabilities | ||
Liabilities: | ||
Liabilities, Total | 2,988 | |
Company Owned Life Insurance Policies | Other Assets | ||
Assets: | ||
Assets, Total | 19,375 | 17,869 |
Level 2 | Forward Contract Agreements | Prepaid Expenses and Other Current Assets | ||
Assets: | ||
Assets, Total | 15 | |
Level 2 | Interest Rate Swap | Other Assets | ||
Assets: | ||
Assets, Total | 2,536 | 2,950 |
Level 2 | Interest Rate Swap | Prepaid Expenses and Other Current Assets | ||
Assets: | ||
Assets, Total | 6,594 | 5,051 |
Level 2 | Interest Rate Swap | Other Long-Term Liabilities | ||
Liabilities: | ||
Liabilities, Total | 2,988 | |
Level 2 | Company Owned Life Insurance Policies | Other Assets | ||
Assets: | ||
Assets, Total | $ 19,375 | $ 17,869 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Loss Contingencies [Line Items] | ||
Letters of credit | $ 2.4 | |
Standby Letters of Credit | ||
Loss Contingencies [Line Items] | ||
Letters of credit | $ 2.4 | $ 2 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) | Aug. 03, 2023 $ / shares |
Subsequent Event | |
Subsequent Event [Line Items] | |
Cash dividend per share | $ 0.14 |