Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Mar. 30, 2016 | Jun. 26, 2015 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | Delta Tucker Holdings, Inc. | ||
Entity Central Index Key | 1,514,226 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 100 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuers | No | ||
Entity Public Float | $ 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | |||
Revenue | $ 1,923,177 | $ 2,252,309 | $ 3,287,184 |
Cost of services | (1,721,679) | (2,072,865) | (2,987,253) |
Selling, general and administrative expenses | (144,675) | (146,881) | (149,925) |
Depreciation and amortization expense | (34,986) | (48,582) | (48,628) |
Earnings from equity method investees | 140 | 10,077 | 4,570 |
Impairment of goodwill, intangibles and long lived assets | (96,696) | (214,004) | (312,728) |
Operating loss | (74,719) | (219,946) | (206,780) |
Interest expense | (68,824) | (70,783) | (78,826) |
Loss on early extinguishment of debt | 0 | (1,362) | (703) |
Interest income | 110 | 221 | 157 |
Other income (expense), net | 3,968 | 3,680 | (810) |
Loss before income taxes | (139,465) | (288,190) | (286,962) |
Benefit for income taxes | 8,672 | 20,570 | 37,461 |
Net loss | (130,793) | (267,620) | (249,501) |
Noncontrolling interests | (1,809) | (2,160) | (4,235) |
Net loss attributable to Delta Tucker Holdings, Inc. | $ (132,602) | $ (269,780) | $ (253,736) |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (130,793) | $ (267,620) | $ (249,501) |
Other comprehensive loss, net of tax: | |||
Foreign currency translation adjustment | (122) | (131) | (437) |
Other comprehensive loss, before tax | (122) | (131) | (437) |
Income tax benefit related to items of other comprehensive loss | 43 | 47 | 157 |
Other comprehensive loss | (79) | (84) | (280) |
Comprehensive loss | (130,872) | (267,704) | (249,781) |
Comprehensive loss attributable to noncontrolling interests | (1,809) | (2,160) | (4,235) |
Comprehensive loss attributable to Delta Tucker Holdings, Inc. | $ (132,681) | $ (269,864) | $ (254,016) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 108,782 | $ 94,004 |
Restricted cash | 721 | 707 |
Accounts receivable, net of allowances of $16,283 and $4,736, respectively | 386,097 | 448,496 |
Prepaid expenses and other current assets | 58,089 | 74,200 |
Assets held for sale | 7,913 | 0 |
Total current assets | 561,602 | 617,407 |
Long-term restricted cash | 0 | 952 |
Property and equipment, net | 15,694 | 23,786 |
Goodwill | 42,093 | 128,888 |
Tradenames, net | 28,536 | 28,762 |
Other intangibles, net | 113,479 | 149,480 |
Long-term deferred taxes | 13,364 | 5,696 |
Other assets, net | 15,162 | 27,516 |
Total assets | 789,930 | 982,487 |
Current liabilities: | ||
Current portion of long-term debt | 187,272 | 0 |
Accounts payable | 90,610 | 146,546 |
Accrued payroll and employee costs | 100,681 | 93,707 |
Deferred income taxes | 27,334 | 31,477 |
Accrued liabilities | 114,718 | 130,026 |
Liabilities held for sale | 784 | 0 |
Income taxes payable | 8,130 | 4,424 |
Total current liabilities | 529,529 | 406,180 |
Long-term debt | 455,000 | 642,272 |
Other long-term liabilities | 13,571 | 11,312 |
Total liabilities | 998,100 | 1,059,764 |
DEFICIT | ||
Common stock, $0.01 par value – 1,000 shares authorized and 100 shares issued and outstanding at December 31, 2015 and December 31, 2014, respectively. | 0 | |
Additional paid-in capital | 554,379 | 552,894 |
Accumulated deficit | (767,981) | (635,379) |
Accumulated other comprehensive loss | (360) | (281) |
Total deficit attributable to Delta Tucker Holdings, Inc. | (213,962) | (82,766) |
Noncontrolling interests | 5,792 | 5,489 |
Total deficit | (208,170) | (77,277) |
Total liabilities and deficit | $ 789,930 | $ 982,487 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances | $ 16,283 | $ 4,736 |
Common stock, par value (USD per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,000 | 1,000 |
Common stock, shares issued | 100 | 100 |
Common stock, shares outstanding | 100 | 100 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Cash flows from operating activities | ||||
Net loss | $ (130,793) | $ (267,620) | $ (249,501) | |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||||
Depreciation and amortization | [1] | 37,254 | 49,707 | 50,279 |
Amortization of deferred loan costs | 6,534 | 6,129 | 6,827 | |
Allowance for losses on accounts receivable | (814) | 3,182 | 465 | |
Loss on early extinguishment of debt, net | 0 | 1,362 | 703 | |
Loss on impairment of goodwill, intangibles and long-lived assets | 96,696 | 214,004 | 312,728 | |
Earnings from equity method investees | (3,979) | (12,368) | (3,737) | |
Distributions from equity method investees | 2,565 | 9,739 | 7,569 | |
Deferred income taxes | (11,811) | (22,650) | (61,538) | |
Share based compensation | 379 | 3,184 | 490 | |
Other | 2,277 | 275 | (368) | |
Changes in assets and liabilities: | ||||
Restricted cash | 939 | 0 | 0 | |
Accounts receivable | 61,462 | 125,458 | 203,012 | |
Prepaid expenses and other current assets | 12,329 | 40,650 | (41,656) | |
Accounts payable and accrued liabilities | (58,965) | (124,964) | (91,328) | |
Income taxes payable | 5,499 | (711) | 3,557 | |
Net cash provided by operating activities | 19,572 | 25,377 | 137,502 | |
Cash flows from investing activities | ||||
Purchase of property and equipment | (3,179) | (8,712) | (7,628) | |
Proceeds from sale of property and equipment | 526 | 44 | 182 | |
Purchase of software | (1,555) | (1,631) | (2,718) | |
Return of capital from equity method investees | 4,590 | 5,625 | 2,223 | |
Contributions to equity method investees | (3,117) | 0 | (30) | |
Net cash used in investing activities | (2,735) | (4,674) | (7,971) | |
Cash flows from financing activities | ||||
Borrowings on indebtedness | 218,800 | 118,000 | 745,900 | |
Payments on indebtedness | (218,800) | (208,000) | (796,537) | |
Payments of deferred financing cost | 0 | (1,740) | (2,139) | |
Borrowings under other financing arrangements | 0 | 20,214 | 9,431 | |
Payments under other financing arrangements | (2,055) | (24,321) | (29,734) | |
Equity contribution from affiliates of Cerberus | 1,000 | 0 | 0 | |
Payment of dividends to noncontrolling interests | (1,004) | (1,697) | (4,382) | |
Net cash used in financing activities | (2,059) | (97,544) | (77,461) | |
Net increase (decrease) in cash and cash equivalents | 14,778 | (76,841) | 52,070 | |
Cash and cash equivalents, beginning of period | 94,004 | 170,845 | 118,775 | |
Cash and cash equivalents, end of period | 108,782 | 94,004 | 170,845 | |
Income taxes paid, net of receipts | (2,718) | (4,601) | (13,874) | |
Interest paid | $ (62,025) | $ (65,045) | $ (71,875) | |
[1] | Includes amounts in Cost of services of $2.3 million, $1.1 million and $1.7 million for the years ended December 31, 2015, December 31, 2014 and December 31, 2013, respectively. |
Consolidated Statements of Equi
Consolidated Statements of Equity (Deficit) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Total Equity (Deficit) Attributable to Delta Tucker Holdings, Inc. | Noncontrolling Interests |
Balance, beginning of period at Dec. 31, 2012 | $ 445,754 | $ 0 | $ 549,322 | $ (111,863) | $ 83 | $ 437,542 | $ 8,212 |
Balance, beginning of period, Shares at Dec. 31, 2012 | 0 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Share based compensation, net | 490 | 490 | 490 | ||||
Comprehensive loss attributable to Delta Tucker Holdings, Inc. | (249,781) | (253,736) | (280) | (254,016) | 4,235 | ||
DIFZ financing, net of tax | (231) | (231) | (231) | ||||
Dividends declared to noncontrolling interest | (6,572) | (6,572) | |||||
Balance, end of period at Dec. 31, 2013 | 189,660 | $ 0 | 549,581 | (365,599) | (197) | 183,785 | 5,875 |
Balance, end of period, Shares at Dec. 31, 2013 | 0 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Share based compensation, net | 3,184 | 3,184 | 3,184 | ||||
Comprehensive loss attributable to Delta Tucker Holdings, Inc. | (267,704) | (269,780) | (84) | (269,864) | 2,160 | ||
DIFZ financing, net of tax | 129 | 129 | 129 | ||||
Dividends declared to noncontrolling interest | (2,546) | (2,546) | |||||
Balance, end of period at Dec. 31, 2014 | $ (77,277) | $ 0 | 552,894 | (635,379) | (281) | (82,766) | 5,489 |
Balance, end of period, Shares at Dec. 31, 2014 | 100 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Share based compensation, net | $ 379 | 379 | 379 | 0 | |||
Comprehensive loss attributable to Delta Tucker Holdings, Inc. | (130,872) | (132,602) | (79) | (132,681) | 1,809 | ||
Capital contribution | 1,000 | 1,000 | 1,000 | ||||
DIFZ financing, net of tax | 106 | 106 | 106 | ||||
Dividends declared to noncontrolling interest | (1,506) | (1,506) | |||||
Balance, end of period at Dec. 31, 2015 | $ (208,170) | $ 0 | $ 554,379 | $ (767,981) | $ (360) | $ (213,962) | $ 5,792 |
Balance, end of period, Shares at Dec. 31, 2015 | 100 | 0 |
Significant Accounting Policies
Significant Accounting Policies and Accounting Developments | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies and Accounting Developments | Significant Accounting Policies and Accounting Developments Unless the context otherwise indicates, references herein to "we," "our," "us," or "the Company" refer to Delta Tucker Holdings, Inc. and our consolidated subsidiaries. The Company was incorporated in the state of Delaware on April 1, 2010. On July 7, 2010, DynCorp International Inc. ("DynCorp International") completed a merger with Delta Tucker Sub, Inc., a wholly owned subsidiary of the Company. Pursuant to the Agreement and Plan of Merger dated as of April 11, 2010, Delta Tucker Sub, Inc. merged with and into DynCorp International, with DynCorp International becoming the surviving corporation and a wholly-owned subsidiary of the Company (the "Merger"). Since Cerberus Capital Management, L.P. ("Cerberus") indirectly owns all of our outstanding equity, DynCorp International’s stock is no longer publicly traded as of the Merger. These consolidated financial statements have been prepared, pursuant to accounting principles generally accepted in the United States of America ("GAAP"). Pending Debt Maturities As described in Note 7, our Senior Credit Facility and Senior Unsecured Notes mature on July 7, 2016 and July 1, 2017, respectively. As of December 31, 2015 , the total outstanding principal amount of the Company’s indebtedness was $642.3 million , consisting of $187.3 million of borrowings under the Senior Credit Facility and $455.0 million of the Senior Unsecured Notes. In the absence of a refinancing transaction or series of transactions, the Company does not have sufficient projected cash flows to pay the principal and accumulated unpaid interest on the Senior Credit Facility and Senior Unsecured Notes when those instruments mature on July 7, 2016 and July 1, 2017, respectively. As described below, the Company has received a waiver until April 30, 2016 related to a covenant violation that could significantly accelerate the maturity of these instruments. The Company is actively engaged in the process of addressing the upcoming debt maturities by refinancing the Senior Credit Facility and the Senior Unsecured Notes. However, there can be no assurances that we will be able to do so with terms that are favorable to us or at all. If we are unable to enter into an amendment to extend the maturity or otherwise refinance the Senior Credit Facility prior to: (i) the expiration of the waiver related to the covenant violation discussed below, (ii) the scheduled maturity date of the Senior Credit Facility, or (iii) any other event which could result in an acceleration of the maturity date, then the failure to pay all amounts due under the Senior Credit Facility at maturity or upon acceleration would be an event of default under the Senior Credit Facility. This potential outcome results in significant doubt in the Company's ability to continue as a going concern. Such an event of default to pay the principal due at the scheduled maturity under or upon acceleration of the Senior Credit Facility would also cause an event of default under the Senior Unsecured Notes. The consolidated financial statements included in this Annual Report on Form 10-K have been prepared on a going concern basis of accounting, which contemplates continuity of operations, realization of assets, and satisfaction of liabilities and commitments in the normal course of business. The consolidated financial statements do not reflect any adjustments that might result from the outcome of the uncertainties as discussed above. The Company's Senior Credit Facility requires that the Company’s annual financial statements include a report from its independent registered public accounting firm without a qualification as to the Company's ability to continue as a going concern. The Company has obtained approval from its lenders under its Senior Credit Facility to waive this specific requirement until April 30, 2016 in order to provide additional time to address its upcoming debt maturities. The waiver provides certain restrictions on the Company's ability to access Revolver borrowings which are further described in Note 7. Furthermore, if we do not obtain approval from the lenders under the Senior Credit Facility to extend this waiver, we will be in default under the Senior Credit Facility on May 1, 2016 and would not have the benefit of any cure period. Default under the Senior Credit Facility could allow our lenders to declare all amounts outstanding under the Senior Credit Facility to be immediately due and payable. If such an event occurred, the Senior Unsecured Notes would also become immediately due and payable. Fiscal Year The Company's quarterly periods end on the last Friday of the calendar quarter, except for the fourth quarter of the fiscal year, which ends on December 31. These financial statements reflect our financial results for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 . Principles of Consolidation The consolidated financial statements include the accounts of both our domestic and foreign subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The Company has investments in joint ventures that are variable interest entities ("VIEs"). The VIE investments are accounted for in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 810 — Consolidation . In cases where the Company has (i) the power to direct the activities of the VIE that most significantly impact its economic performance and (ii) the obligation to absorb losses of the VIE that could potentially be significant or the right to receive benefits from the entity that could potentially be significant to the VIE, the Company consolidates the entity. Alternatively, in cases where all of the aforementioned criteria are not met, the investment is accounted for under the equity method. The Company classifies its equity method investees in two distinct groups based on management’s day-to-day involvement in the operations of each entity and the nature of each joint venture’s business. If the joint venture is deemed to be an extension of one of our segments and operationally integral to the business, our share of the joint venture’s earnings is reported within operating loss in Earnings from equity method investees in the consolidated statement of operations. If the Company considers our involvement less significant, the share of the joint venture’s net earnings is reported in Other income, net in the consolidated statement of operations. Economic rights in active joint ventures that are operationally integral are indicated by the ownership percentages in the table listed below. Partnership for Temporary Housing LLC ("PaTH") 30 % Contingency Response Services LLC ("CRS") 45 % Global Response Services LLC ("GRS") 51 % Global Linguist Solutions LLC ("GLS") 51 % Economic rights in an active joint venture that the Company does not consider operationally integral are indicated by the ownership percentage in the table listed below. Babcock DynCorp Limited ("Babcock") 44 % Noncontrolling Interests We record the impact of our partners' interests in less than wholly owned consolidated joint ventures as noncontrolling interests. Currently, DynCorp International FZ-LLC ("DIFZ") is our only consolidated joint venture for which we do not own 100% of the entity. In March 2012, we entered into a non-cash dividend distribution transaction with Cerberus Series Four Holdings, LLC and Cerberus Partners II, L.P., in which we distributed half of our 50% ownership in DIFZ. We now hold 25% ownership interest in DIFZ. We continue to consolidate DIFZ as we still exercise power over activities that significantly impact DIFZ’s economic performance and have the obligation to absorb losses or receive benefits of DIFZ that could potentially be significant to DIFZ. Noncontrolling interests is presented on the face of the consolidated statements of operations as an increase or reduction in arriving at "Net (loss) income attributable to Delta Tucker Holdings, Inc." Noncontrolling interests is located in the equity section on the consolidated balance sheets. See Note 12 for further information regarding DIFZ. Revenue Recognition and Cost Estimation on Long-Term Contracts General - We are predominantly a services provider and only include products or systems when necessary for the execution of the service arrangement. As such, systems, equipment or materials are not generally separable from the services we provide. Revenue is recognized when persuasive evidence of an arrangement exists, services or products have been provided to the customer, the sales price is fixed or determinable (for non-U.S. government contracts) or costs are identifiable, determinable, reasonable and allowable (for our U.S. government contracts), and collectability is reasonably assured (for non-U.S. government contracts) or a reasonable contractual basis for recovery exists (for U.S. government contracts). Our contracts typically fall into the following two categories with the first representing substantially all of our revenue: (i) federal government contracts and (ii) other contracts. We apply the appropriate guidance consistently to all contracts. Major factors we consider in determining total estimated revenue and cost include the base contract price, contract options, change orders (modifications of the original contract), back charges and claims, and contract provisions for penalties, award fees and performance incentives. All of these factors and other special contract provisions are evaluated throughout the life of our contracts when estimating total contract revenue under the percentage-of-completion or proportional methods of accounting. We inherently have risks related to our estimates with long-term contracts. Actual amounts could materially differ from these estimates. We believe the following are the risks associated with our estimation process: (i) assumptions are uncertain and inherently judgmental at the time of the estimate; (ii) use of reasonably different assumptions could have changed our estimates, particularly with respect to estimates of contract revenues, costs and recoverability of assets, and (iii) changes in estimates could have material effects on our financial condition or results of operations. The impact of any one of these factors could contribute to a material cumulative adjustment. Some of our contracts with the U.S. government contain award or incentive fees. We recognize award or incentive fee revenue when we can make reasonably determinable estimates of award or incentive fees to consider them in determining total estimated contract revenue. We do not consider the mere existence of potential award or incentive fees as presumptive evidence that award or incentive fees are to be included in determining total estimated revenue. In some cases, we may not be able to accurately predict whether performance targets will be met, and as such, we exclude the award or incentive fees from the determination of total revenue in such instances. Our accrual of award or incentive fees may require adjustments from time to time. We expense pre-contract costs as incurred for an anticipated contract until the contract is awarded. Throughout the life of the contract, indirect costs, including general and administrative costs, are expensed as incurred. Management regularly reviews project profitability and underlying estimates, including total cost to complete a project. For each project, estimates for total project costs are based on such factors as a project's contractual requirements and management's assessment of current and future pricing, economic conditions, political conditions and site conditions. Estimates can be impacted by such factors as additional requirements from our customers, a change in labor markets impacting the availability or cost of a skilled workforce, regulatory changes both domestically and internationally, political unrest or security issues at project locations. Revisions to estimates are reflected in our consolidated results of operations as changes in accounting estimates in the periods in which the facts that give rise to the revisions become known by management. We believe long-term contracts, contracts in a loss position and contracts with material award fees drive the significant changes in estimates in our contracts. The preparation of the financial statements requires us to make estimates and assumptions that affect the amounts reported in the financial statements. Actual results could differ from those estimates. Our estimates and assumptions are reviewed periodically, and the effects of changes, if any, are reflected in the consolidated statements of operations in the period that they are determined. Changes in contract estimates related to certain types of contracts accounted for using the percentage of completion method of accounting are recognized in the period in which such changes are made for the inception-to-date effect of the changes. Changes in these estimates can occur over the life of a contract for a variety of reasons, including changes in scope, estimated incentive or award fees, cost estimates, level of effort and/or other assumptions impacting revenue or cost to perform a contract. The gross favorable and unfavorable adjustments below reflect these changes in contract estimates during each reporting period, excluding new or completed contracts where no comparative estimates exist between reporting periods. The following table presents the aggregate gross favorable and unfavorable adjustments to income before taxes resulting from changes in contract estimates for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 . For the years ended December 31, 2015 December 31, 2014 December 31, 2013 (Amounts in millions) Gross favorable adjustments $ 29.2 $ 7.4 $ 45.8 Gross unfavorable adjustments (3.3 ) (53.9 ) (20.7 ) Net adjustments $ 25.9 $ (46.5 ) $ 25.1 Federal Government Contracts — For all non-construction and non-software U.S. federal government contracts or contract elements, we apply the guidance in ASC 912 - Contractors - Federal Government. We apply the combination and segmentation guidance in ASC 605-35 Revenue - Construction-Type and Production-Type Contracts under the guidance of ASC 912 in analyzing the deliverables contained in the applicable contract to determine appropriate profit centers. Revenue is recognized by profit center using the percentage-of-completion method or completed-contract method. The completed-contract method is used when reliable estimates cannot be supported for percentage-of-completion method recognition or for short duration projects when the results of operations would not vary materially from those resulting from use of the percentage-of-completion method. Until complete, project costs may be maintained in work-in-progress, a component of inventory. Revenue is recognized based on progress towards completion over the contract period, measured by either output or input methods appropriate to the services or products provided. For example, "output measures" can include units delivered or produced, such as aircraft for which modification has been completed. "Input measures" can include a cost-to-cost method, such as for procurement-related services. Other Contracts or Contract Elements — Our contracts with non-federal government customers are predominantly service arrangements. Multiple-element arrangements involve multiple obligations in various combinations to perform services, deliver equipment or materials, grant licenses or other rights, or take certain actions. We evaluate all deliverables in an arrangement to determine whether they represent separate units of accounting. Arrangement consideration is allocated among the separate units of accounting based on the guidance applicable for the multiple-element arrangements. Arrangements that are entered into or materially modified after January 1, 2011, are allocated to those identified as multiple-element arrangement based on their relative selling price which is established through vendor specific objective evidence (“VSOE”), third party evidence, or management’s best estimate. Due to the customized nature of our arrangements, VSOE and third party evidence is generally not available. Therefore, our post-January 1, 2011 arrangements allocate the relative selling price to multiple-element arrangements utilizing management’s best estimate of selling price. Cash and Cash Equivalents For purposes of reporting cash and cash equivalents, we consider all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Restricted Cash Restricted cash represents cash restricted by certain contracts and available for use to pay specified costs and vendors on work performed on specific contracts. On some contracts, advance payments are not available for use and cash is to be disbursed for specified costs for work performed on the specific contract. Changes in restricted cash related to our contracts are included as operating activities within our consolidated statement of cash flows. For the year ended December 31, 2014 , the Company classified the long-term portion of restricted cash related to a legal matter in long term assets in our consolidated balance sheets as these amounts were restricted for periods that exceeded one year from the balance sheet date. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Management evaluates these estimates and assumptions on an ongoing basis, including but not limited to, those relating to allowances for doubtful accounts, fair value and impairment of intangible assets and goodwill, income taxes, stock based compensation, profitability on contracts, anticipated contract modifications, contingencies and litigation. Actual results could differ from those estimates. Allowance for Doubtful Accounts We establish an allowance for doubtful accounts against specific billed receivables based upon the latest information available to determine whether invoices are ultimately collectible. Such information includes the historical trends of write-offs and recovery of previously written-off accounts, the financial strength of the respective customer and projected economic and market conditions. The evaluation of these factors involves subjective judgments and changes in these factors may cause an increase to our estimated allowance for doubtful accounts, which could impact our consolidated financial statements by incurring bad debt expense. Given that we primarily serve the U.S. government, we believe the risk is low that changes in our allowance for doubtful accounts would result in a material impact on our financial results. Property and Equipment The cost of property and equipment, less applicable residual values, is depreciated using the straight-line method. Depreciation commences when the specific asset is complete, installed and ready for normal use. Depreciation related to equipment purchased for specific contracts is typically included within Cost of services, as this depreciation is directly attributable to project costs. We evaluate property and equipment for impairment quarterly by examining factors such as existence, functionality, obsolescence and physical condition. In the event we experience impairment, we revise the useful life estimate and record the impairment to arrive at a revised net book value. Our standard depreciation and amortization policies are as follows: Computer and related equipment 3 to 5 years Equipment and Other 2 to 10 years Leasehold improvements Shorter of lease term or useful life Customer Related Intangible Assets The initial values assigned to customer-related intangibles were the result of fair value calculations associated with business combinations. The values were determined based on estimates and judgments regarding expectations for the estimated future after-tax cash flows from those assets over their lives, including the probability of expected future contract renewals and sales, less a cost-of-capital charge, all of which was discounted to present value. We evaluate the carrying value of our customer-related intangibles within the asset group representing the lowest level of identifiable cash flows whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The customer related intangible carrying value is considered impaired when the anticipated undiscounted cash flows from such asset group is less than its carrying value. In that case, a loss is recognized based on the amount by which the carrying value exceeds the fair value. Indefinite-Lived Assets and Goodwill Indefinite-lived assets, including goodwill and indefinite-lived tradename, are not amortized but are subject to an annual impairment test. We evaluate goodwill and indefinite lived tradename for impairment annually in the first month of the fourth quarter of each fiscal year and when an event occurs or circumstances change to suggest that the carrying value may not be recoverable. The first step of the impairment test compares the fair value of each of our reporting units with its carrying amount, including indefinite-lived assets. If the fair value of a reporting unit exceeds its carrying amount, the indefinite-lived assets of the reporting unit are not considered impaired, and the second step of the impairment test is unnecessary. If the carrying amount of a reporting unit exceeds its fair value, the second step of the impairment test is performed to measure the amount of the impairment loss, if any. Income Taxes We file income, franchise, gross receipts and similar tax returns in many jurisdictions. Our tax returns are subject to audit by the Internal Revenue Service, within most states in the U.S., and by various government agencies representing several jurisdictions outside the U.S. We use the asset and liability approach for financial accounting and reporting for income taxes in accordance with GAAP. Deferred income tax assets and liabilities are computed quarterly for differences between the financial statement and tax basis of assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Income tax expense is made up of current expense which includes both permanent and temporary differences and deferred expense which only includes temporary differences. Income tax expense is the amount of tax payable for the period plus or minus the change in deferred tax assets and liabilities during the period. We perform a comprehensive review of our portfolio of uncertain tax positions regularly. The accounting for uncertainty in income taxes requires a more-likely-than-not threshold for financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. A liability is recorded when a benefit is recognized for a tax position and it is not more-likely-than-not that the position will be sustained on its technical merits or where the position is more-likely-than-not that it will be sustained on its technical merits, but the largest amount to be realized upon settlement is less than 100% of the position. To the extent that our assessment of such tax positions changes, the change in estimate is recorded in the period in which the determination is made. Tax-related interest is included within interest expense and tax-related penalties are included within income tax expense in our consolidated statements of operations. See Note 4 regarding income taxes. Share Based Compensation We recognize compensation expense in the financial statements for all share based arrangements. Share based compensation cost is measured at the date of grant, based on the fair value of the award, and is recognized over the employee's requisite service period. See Note 9 for further discussion on share based compensation. Currency Translation The assets and liabilities of our subsidiaries outside the U.S. that have a currency other than the U.S. dollar are translated into U.S. dollars at the rates of exchange in effect at the balance sheet dates. Results of operations and cash flow items for these subsidiaries are translated at the average exchange rates prevailing during the period. Gains and losses resulting from currency transactions and the re-measurement of the financial statements of U.S. functional currency foreign subsidiaries are recognized currently in Cost of services and Other income, net, respectively and those resulting from translation of financial statements are included in accumulated other comprehensive income. Our foreign currency transactional gains and losses were not material for the calendar years ended December 31, 2015 , December 31, 2014 and December 31, 2013 . Operating Segments Our business is aligned into two operating and reporting segments, DynAviation and DynLogistics. Our chief operating decision maker assesses performance and allocates resources based upon the separate financial information around the Company’s operating segments, which is comprised of numerous contracts. Accounting Developments Pronouncements Issued In January 2015, the FASB issued Accounting Standards Update ("ASU") No. 2015-01, Income Statement-Extraordinary and Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items. ASU 2015-01 eliminates from GAAP the concept of extraordinary items. The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015, and may be applied either prospectively or retrospectively to all prior periods presented in the financial statements. Early adoption is permitted provided that the guidance is applied from the beginning of the fiscal year of adoption. The adoption of this guidance is not expected to have a material impact on our consolidated financial statements. In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis. ASU 2015-02 changes the consolidation guidance to address concerns of stakeholders that current accounting for certain legal entities might require a reporting entity to consolidate another legal entity in situations in which the reporting entity’s contractual rights do not give it the ability to act primarily on its own behalf, the reporting entity does not hold a majority of the legal entity’s voting rights, or the reporting entity is not exposed to a majority of the legal entity’s economic benefits or obligations. ASU 2015-02 will be effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. We are currently evaluating both methods of adoption as well as the effect ASU 2015-02 will have on our consolidated financial position, results of operations and cash flows. In April 2015, the FASB issued ASU No. 2015-03, Simplifying the Presentation of Debt Issuance Costs. ASU 2015-03 requires that deferred financing costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of the related debt liability instead of being presented as an asset, consistent with debt discounts. Debt disclosures will include the face amount of the debt liability and the effective interest rate. The update is effective for fiscal years beginning after December 15, 2015, and required retrospective application. Early adoption is permitted for financial statements that have not been previously issued. We have chosen not to early adopt ASU 2015-03. When we adopt ASU 2015-03, our current deferred financing costs, net, and deferred financing costs, net, will be presented as current liabilities and long term liabilities, respectively, in the consolidated balance sheets. See Note 2 for further discussion of deferred financing costs. In July 2015, the FASB issued ASU No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory. ASU 2015-11 requires an entity who measures inventory using FIFO or average cost to measure inventory at the lower of cost or net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs. The update is effective for fiscal years beginning after December 15, 2016 and interim periods within fiscal years beginning after December 15, 2016 and applied prospectively. Early adoption is permitted, including adoption in an interim period. We are currently evaluating the potential effects of the adoption of ASU 2015-11 on our consolidated financial position. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers , which outlines a single set of comprehensive principles for recognizing revenue under GAAP. In April 2015, the FASB deferred the effective date of the new standard to January 1, 2018. The standard permits the use of either the retrospective or modified-retrospective method. We are currently evaluating both methods of adoption as well as the effect ASU 2014-09 will have on our consolidated financial position, results of operations and cash flows. In November 2015, the FASB issued ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes , which eliminates the current requirement to present deferred tax liabilities and assets as current and noncurrent amounts in a classified statement of financial position. Instead, entities will be required to classify all deferred tax assets and liabilities as noncurrent in a statement of financial position. This standard is effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early application is permitted. We are currently evaluating the potential effects of the adoption of ASU 2015-17 on our consolidated financial position. In February 2016, the FASB issued ASU No. 2016-02, Leases . The guidance in ASU 2016-02 supersedes the lease recognition requirements in ASC Topic 840, Leases . ASU 2016-02 requires an entity to recognize assets and liabilities arising from a lease for both financing and operating leases, along with additional qualitative and quantitative disclosures. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. We are currently evaluating the potential effects of the adoption of ASU 2016-02 on our consolidated financial statements. Other accounting standards updates effective after December 31, 2015 are not expected to have a material effect on our consolidated financial position or annual results of operations and cash flows. |
Composition of Certain Financia
Composition of Certain Financial Statement Captions | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Composition of Certain Financial Statement Captions | Composition of Certain Financial Statement Captions The following tables present financial information of certain consolidated balance sheet captions. Prepaid expenses and other current assets As of December 31, 2015 December 31, 2014 (Amounts in thousands) Prepaid expenses $ 30,985 $ 30,821 Income tax refunds receivable 204 655 Inventories 14,776 25,198 Aircraft parts inventory held on consignment — 2,278 Work-in-process inventory, net 1,733 5,772 Joint venture receivables 460 1,497 Current deferred financing costs, net 2,406 — Other current assets 7,525 7,979 Total prepaid expenses and other current assets $ 58,089 $ 74,200 Prepaid expenses include prepaid insurance, prepaid vendor deposits, and prepaid rent, none of which individually exceed 5% of current assets. During the year ended December 31, 2015 , we executed an agreement to expedite the sale of a portion of our inventory at an auction which was held at the end of October 2015. The sale of inventory at auction, including the transfer of title, and funding was completed during the year ended December 31, 2015 . As a result of this strategic decision to auction these assets, we recorded an expense of approximately $3.1 million during the year ended December 31, 2015 to reduce the carrying value of our inventory. The expense has been presented within Cost of services in the consolidated statement of operations. Inventory decreased during the year ended December 31, 2015 primarily as a result of the reclassification of Heliworks LLC (“Heliworks”) inventory of $5.9 million to held for sale assets and the reduction in our Australia, T-6 COMBS and Heliworks inventory. The $2.3 million of aircraft parts included in inventory held on consignment as of December 31, 2014 related to our former Life Cycle Support Services ("LCCS") Navy contract were sold during the year ended December 31, 2015 . Work-in-process inventory includes equipment for vehicle modifications for specific customers, a significant portion of which were completed and delivered as of December 31, 2015 and other deferred costs related to certain contracts. Deferred financing costs of $2.4 million related to the Senior Credit Facility were classified as current assets due to both the Term Loan and the Revolver maturing on July 7, 2016 . See Note 7 for further discussion. Held for Sale Assets and Liabilities During the third quarter of 2015, we took strategic actions to begin the sale of the remaining assets of Heliworks. The assets, excluding cash and cash equivalents, of Heliworks were classified as held for sale as of September 25, 2015 . As of December 31, 2015 , Assets held for sale of $7.9 million consisted primarily of accounts receivable, inventory, property and equipment, net, and intangible assets. Liabilities held for sale of $0.8 million consist primarily of accounts payables and accruals. During the third quarter of 2015, we assessed the fair market value of the assets held for sale based on independent third party evaluations. For property and equipment, the market approach was used which utilized observable level 2 inputs as it considered the inputs of other comparable property and equipment. For the remaining assets and liabilities, we used unobservable inputs and management judgment which are Level 3 fair value measurements. See Note 10 for further discussion of fair value. As a result of our fair value assessment, we recognized a $2.8 million impairment expense in the third quarter of 2015, included within the impairment of goodwill, intangibles and long lived assets within our consolidated statement of operations, to impair the assets held for sale. During the fourth quarter of 2015, we assessed the fair market value of the assets held for sale based on offers received from various market participants, resulting in an additional impairment expense of $1.9 million , included within the impairment of goodwill, intangibles and long lived assets within our consolidated statement of operations for the year end December 31, 2015 . Property and equipment, net As of December 31, 2015 December 31, 2014 (Amounts in thousands) Helicopters $ 983 $ 7,108 Computers and other equipment 10,392 11,061 Leasehold improvements 19,639 19,055 Office furniture and fixtures 4,541 4,203 Gross property and equipment 35,555 41,427 Less accumulated depreciation (19,861 ) (17,641 ) Total property and equipment, net $ 15,694 $ 23,786 As of December 31, 2015 and December 31, 2014 , Property and equipment, net also included the accrual for property additions of $0.3 million and $0.8 million , respectively. Depreciation expense was $5.8 million , $5.7 million and $5.9 million for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 , respectively, including certain depreciation amounts classified as Cost of services. See Note 11 for additional discussion. Other assets, net As of December 31, 2015 December 31, 2014 (Amounts in thousands) Deferred financing costs, net $ 2,835 $ 11,775 Investment in affiliates 6,712 8,191 Palm promissory notes, long-term portion 2,079 2,853 Other 3,536 4,697 Total other assets, net $ 15,162 $ 27,516 Deferred financing costs are amortized through interest expense. Amortization related to deferred financing costs was $6.5 million , $6.1 million , and $6.8 million for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 , respectively. Deferred financing costs of $2.4 million related to the Term Loan and Revolver were classified as current assets due to both the Term Loan and the Revolver maturing on July 7, 2016 . Deferred financing costs were reduced during the year ended December 31, 2014 by $1.4 million related to the pro rata write–off of deferred financing costs to loss on early extinguishment of debt as a result of the $90.0 million in principal prepayments on our Term Loan. See Note 7 for further discussion of our debt. Accrued payroll and employee costs As of December 31, 2015 December 31, 2014 (Amounts in thousands) Wages, compensation and other benefits $ 85,216 $ 74,416 Accrued vacation 14,433 18,889 Accrued contributions to employee benefit plans 1,032 402 Total accrued payroll and employee costs $ 100,681 $ 93,707 Accrued liabilities As of December 31, 2015 December 31, 2014 (Amounts in thousands) Customer liability $ 21,183 $ 22,635 Accrued insurance 35,530 20,551 Accrued interest 24,370 24,250 Unrecognized tax benefit — 7,999 Contract losses 15,718 27,864 Legal reserves 5,063 8,657 Subcontractor retention 1,646 1,761 Financed insurance — 2,055 Other 11,208 14,254 Total accrued liabilities $ 114,718 $ 130,026 Customer liabilities represent amounts received from customers in excess of revenue recognized or for amounts due back to a customer. The increase in accrued insurance is primarily due to the timing of payments and the closing of certain insurance policies with our carriers. Other is comprised of accrued rent, workers compensation related claims and other balances that are not individually material to the consolidated financial statements. Contract losses represent our best estimate of forward losses using currently available information and could change in future periods as new facts and circumstances emerge. Contract losses include a contract loss recorded on a U.S. Air Force contract related to a contract dispute. Legal matters include reserves related to various lawsuits and claims that arise in the normal course of business. See Note 8 for further discussion. Other long-term liabilities As of December 31, 2015 and December 31, 2014 , Other long-term liabilities were $13.6 million and $11.3 million , respectively. Other long-term liabilities are primarily due to our long-term incentive bonus plan and nonqualified unfunded deferred compensation plan of $4.4 million and $2.8 million as of December 31, 2015 and December 31, 2014 , respectively, and a long-term leasehold obligation related to our Tysons Corner facility in McLean, Virginia, of $3.8 million and $4.3 million as of December 31, 2015 and December 31, 2014 , respectively. Other long-term liabilities also include an uncertain tax benefit of $3.3 million as of December 31, 2015 . See Note 4 for further discussion. We recorded a postemployment benefit expense of $3.6 million and $15.5 million during the year ended December 31, 2015 and December 31, 2014 , respectively, related to severance in accordance with ASC 712 - Compensation which was included in Selling, general and administrative expenses in the consolidated statements of operations. As of December 31, 2015 and December 31, 2014 , we had approximately $4.2 million and $10.6 million , respectively, in total accrued postemployment benefit expense for estimated future payments in accordance with ASC 712, of which $0.1 million and $3.9 million , respectively, were classified as long-term. |
Goodwill, Other Intangible Asse
Goodwill, Other Intangible Assets and Long-Lived Assets | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill, Other Intangible Assets and Long-Lived Assets | Goodwill, Other Intangible Assets and Long-Lived Assets We have two operating and reporting segments: DynAviation and DynLogistics. DynAviation and DynLogistics provide services domestically and in foreign countries primarily under contracts with the U.S. government. Our current structure includes five reporting units for which we assess goodwill for potential impairment; two reporting units in DynAviation and three reporting units in DynLogistics. Of our five reporting units, only two had a goodwill balance as of December 31, 2015 . We assess goodwill and other intangible assets with indefinite lives for impairment annually in October and when an event occurs or circumstances change that would suggest a triggering event. If a triggering event is identified, a step one assessment is performed to identify any possible impairment in the period in which the event is identified. We estimate the fair value of our reporting units using a combination of the income approach and the market approach. Under the income approach, we utilize a discounted cash flow model based on several factors including balance sheet carrying values, historical results, our most recent forecasts, and other relevant quantitative and qualitative information. We discount the related cash flow forecasts using the weighted-average cost of capital at the date of evaluation. Under the market approach, we utilize comparative market multiples in the valuation estimate. While the income approach has the advantage of utilizing more company specific information, the market approach has the advantage of capturing market based transaction pricing. The estimates and assumptions used in assessing the fair value of our reporting units and the valuation of the underlying assets and liabilities are inherently subject to significant uncertainties. Determining the fair value of a reporting unit or an indefinite-lived intangible asset involves judgment and the use of significant estimates and assumptions, particularly related to future operating results and cash flows. These estimates and assumptions include, but are not limited to, revenue growth rates and operating margins used to calculate projected future cash flows, risk-adjusted discount rates, future economic and market conditions and identification of appropriate market comparable data. Preparation of forecasts and the selection of the discount rate involve significant judgments that we base primarily on existing firm orders, expected future orders, and general market conditions. Significant changes in these forecasts, the discount rate selected, or the weighting of the income and market approach could affect the estimated fair value of one or more of our reporting units or indefinite-lived intangible assets and could result in an impairment charge in a future period. In addition, the identification of reporting units and the allocation of assets and liabilities to the reporting units or asset groups when determining the carrying value of each reporting unit or indefinite-lived intangible assets also requires judgment. All of these factors are subject to change with a change in the defense industry or larger macroeconomic environment. Our revenue is predominantly from contracts and subcontracts with the U.S. government and its agencies. The continuation and renewal of our existing government contracts and new government contracts are, among other things, contingent upon the availability of adequate funding for various U.S. government agencies, including the Department of Defense ("DoD") and the Department of State ("DoS"). Funding for our programs is dependent upon the annual budget and the appropriation decisions assessed by Congress, which are beyond our control. Estimates and judgments made by management, as it relates to the fair value of our reporting units or indefinite-lived intangible assets, could be impacted by the continued uncertainty over the defense industry. During the second quarter of 2015, we concluded a triggering event had occurred in our Aviation reporting unit within the DynAviation segment due to lower than forecasted earnings in 2015 and declines in future projections and assumptions. We performed an interim step one assessment to identify any possible goodwill impairment. The first step of the impairment test indicated the carrying value of the Aviation reporting unit was greater than the fair value. We performed step two of the impairment test and determined that the goodwill at the Aviation reporting unit was fully impaired. As a result, a non-cash impairment charge of approximately $86.8 million was recorded during the three months ended June 26, 2015 to impair the full carrying value of the Aviation reporting unit goodwill. The impairment charge has been presented within the Impairment of goodwill, intangibles and long lived assets in the consolidated statement of operations. During our annual goodwill impairment test as of October 2015, we concluded that the estimated fair values of each of our remaining reporting units exceeded their respective carrying values. The projections for these reporting units include significant estimates related to new business opportunities which are the basis for the discount rate assumptions currently applied and we have assessed this risk as one of the variables in establishing the discount rate. If we are unsuccessful in obtaining these opportunities in 2016, a triggering event could be identified and a step one assessment would be performed to identify any possible goodwill impairment in the period in which the event is identified. The fair value of the reporting units and the assets and liabilities identified in the impairment test were determined using the combination of the income approach and the market approach, which are Level 3 and Level 2 inputs, respectively. See Note 10 for further discussion of fair value. In calculating the fair value of the remaining reporting units, we used unobservable inputs and management judgment which are Level 3 fair value measurements. We used the following estimates and assumptions in the discounted cash flow analysis: • terminal value growth rates based on real rates of growth and inflationary growth; • terminal earnings before interest, taxes, depreciation and amortization ("EBITDA") margins, as a percentage of revenue reflecting forecasted EBITDA margins; • discount rates based on weighted-average cost of capital; and • assumptions regarding future capital expenditures. The market approach analysis utilized observable level 2 inputs as it considered the inputs of other comparable companies. The carrying amount of goodwill, by segment, was as follows: (Amounts in thousands) DynAviation DynLogistics Total Balance as of December 31, 2013 $ 160,932 $ 132,835 $ 293,767 Impairment of goodwill (74,137 ) (90,742 ) (164,879 ) Balance as of December 31, 2014 86,795 42,093 128,888 Impairment of goodwill (86,795 ) — (86,795 ) Balance as of December 31, 2015 $ — $ 42,093 $ 42,093 Since the Merger, accumulated goodwill impairment was $700.4 million and $613.6 million as of December 31, 2015 and December 31, 2014 , respectively. Since the Merger, DynAviation accumulated goodwill impairment was $442.4 million and $355.6 million as of December 31, 2015 and December 31, 2014 , respectively, and DynLogistics accumulated goodwill impairment was $197.9 million as of December 31, 2015 and December 31, 2014 . Since the Merger, the former GLS segment accumulated goodwill impairment was $60.1 million , and is no longer considered a segment for the years ended December 31, 2015 and December 31, 2014 . The following tables provide information about changes relating to certain intangible assets: December 31, 2015 (Amounts in thousands, except years) Weighted Gross Accumulated Impairment Transfer to Assets Held for Sale Net Other intangible assets: Customer-related intangible assets 4.0 $ 252,615 $ (142,020 ) $ — $ — $ 110,595 Other Finite-lived 0.7 13,325 (10,430 ) — (11 ) 2,884 Indefinite-lived 5,059 — (5,059 ) — — Total other intangibles $ 270,999 $ (152,450 ) $ (5,059 ) $ (11 ) $ 113,479 Tradenames: Finite-lived 0.0 $ 869 $ (869 ) $ — $ — $ — Indefinite-lived 28,700 — (164 ) — 28,536 Total tradenames $ 29,569 $ (869 ) $ (164 ) $ — $ 28,536 December 31, 2014 (Amounts in thousands, except years) Weighted Gross Accumulated Impairment Net Other intangible assets: Customer-related intangible assets 4.6 $ 350,912 $ (178,126 ) $ (33,388 ) $ 139,398 Other Finite-lived 4.8 15,418 (10,395 ) — 5,023 Indefinite-lived 5,059 — — 5,059 Total other intangibles $ 371,389 $ (188,521 ) $ (33,388 ) $ 149,480 Tradenames: Finite-lived 0.4 $ 869 $ (807 ) $ — $ 62 Indefinite-lived 43,222 — (14,522 ) 28,700 Total tradenames $ 44,091 $ (807 ) $ (14,522 ) $ 28,762 Amortization expense for customer-related intangibles, other intangibles, and finite-lived tradenames was $31.4 million , $44.0 million and $44.3 million for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 , respectively. Other intangibles is primarily representative of our capitalized software which had a net carrying value of $2.9 million and $5.0 million as of December 31, 2015 and December 31, 2014 , respectively. During the third quarter of 2015, we took strategic actions to no longer utilize or maintain our FAA Part 135 certification and Commercial Aviation Review Board ("CARB") approval. As a result, a non-cash impairment charge of approximately $3.9 million was recorded during the three months ended September 25, 2015 to fully impair the carrying value of the intangible asset. The impairment charge has been presented within the Impairment of goodwill, intangibles and long lived assets in the consolidated statement of operations. Further, Heliworks finite-lived intangible assets were classified as held for sale as of December 31, 2015 . In December 2015 , we concluded a triggering event had occurred when we obtained a letter of intent to sell the held for sale assets and liabilities of Heliworks. We assessed the fair market value of the Heliworks assets excluded from the letter of intent which included the FAA Part 145 certification indefinite-lived intangible asset and the Heliworks indefinite-lived tradename and concluded that the estimated fair value of each asset was less than its carrying value. As a result of our fair value assessment, we recognized a $1.1 million and $0.2 million impairment expense in the fourth quarter of 2015, to fully impair the carrying value of the indefinite-lived intangible asset and the indefinite-lived tradename, respectively, which is included within the impairment of goodwill, intangibles and long lived assets within our consolidated statement of operations. We used unobservable inputs and management judgment, which are Level 3 fair value measurements, to determine that the fair value of the assets were zero since there are no expected future cash flows expected upon the completion of the planned sale. The following table outlines an estimate of future amortization based upon the finite-lived intangible assets owned at December 31, 2015 : Amortization (1) Estimate for calendar year 2016 30,014 Estimate for calendar year 2017 27,465 Estimate for calendar year 2018 24,196 Estimate for calendar year 2019 20,928 Estimate for calendar year 2020 10,839 Thereafter 37 (1)The future amortization is inclusive of the finite lived intangible-assets. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The domestic and foreign components of Loss before income taxes are as follows: For the years ended December 31, 2015 December 31, 2014 December 31, 2013 (Amounts in thousands) Domestic $ (143,446 ) $ (286,799 ) $ (286,989 ) Foreign 3,981 (1,391 ) 27 Loss before income taxes $ (139,465 ) $ (288,190 ) $ (286,962 ) The Benefit for income taxes consists of the following: For the years ended December 31, 2015 December 31, 2014 December 31, 2013 (Amounts in thousands) Current portion: Federal $ — $ 311 $ — State (550 ) (800 ) (784 ) Foreign (7,391 ) (3,363 ) (16,045 ) (7,941 ) (3,852 ) (16,829 ) Deferred portion: Federal 16,024 23,001 52,574 State 388 739 1,086 Foreign 201 682 630 16,613 24,422 54,290 Benefit for income taxes $ 8,672 $ 20,570 $ 37,461 Temporary differences, which give rise to deferred tax assets and liabilities, were as follows: As of December 31, 2015 December 31, 2014 (Amounts in thousands) Deferred tax assets related to: Workers' compensation accrual $ 8,430 $ 5,046 Accrued vacation 3,586 4,734 Completion bonus allowance 4,984 6,001 Accrued severance 1,494 3,751 Accrued executive incentives 6,754 2,151 Legal reserve 1,812 3,099 Accrued health costs 2,798 799 Contract loss reserve 7,107 11,684 Other accrued liabilities and reserves 17,137 26,261 Partnership / joint venture basis differences 4,731 3,072 Foreign tax credit carryforward 25,571 16,336 Net operating loss carryforward 2,793 979 Other carryforwards 816 704 Uncertain tax positions 943 5,649 Goodwill and other intangible assets 37,015 44,201 Valuation allowance (71,616 ) (47,808 ) Total deferred tax assets 54,355 86,659 Deferred tax liabilities related to: Prepaid insurance (3,942 ) (5,242 ) Indefinite lived intangibles (15,473 ) (31,806 ) Unbilled receivables (48,910 ) (75,392 ) Total deferred tax liabilities (68,325 ) (112,440 ) Total deferred tax liabilities, net $ (13,970 ) $ (25,781 ) Deferred tax assets and liabilities are reported as: As of December 31, 2015 December 31, 2014 (Amounts in thousands) Current deferred tax liabilities, net $ (27,334 ) $ (31,477 ) Non-current deferred tax assets, net 13,364 5,696 Deferred tax liabilities, net $ (13,970 ) $ (25,781 ) Management assesses both the available positive and negative evidence to determine whether it is more likely than not that there will be sufficient sources of future taxable income to recognize deferred tax assets. We incurred cumulative losses over the three-year period ended December 31, 2015 . Cumulative losses in recent years are considered significant objective negative evidence in evaluating deferred tax assets under the more likely than not criteria for recognition of deferred tax assets. As a result of additional losses for which we could not recognize a tax benefit, we increased our valuation allowance from $47.8 million as of December 31, 2014 to $71.6 million as of December 31, 2015 . As of December 31, 2015 we had $5.0 million of U.S. federal net operating losses available for use compared to no U.S. federal net operating losses available for use as of December 31, 2014 . As of December 31, 2015 and December 31, 2014 , we had state net operating losses ("NOLs") of approximately $133.7 million and $123.6 million , respectively, most of which will begin to expire in 2020 or later. We had approximately $25.6 million and $16.3 million as of December 31, 2015 and December 31, 2014 , respectively, in foreign tax credit carryforwards ("FTCs") which will begin expiring in 2016. Additionally, we made no estimated federal income tax payments for the year ended December 31, 2015 and no estimated federal income tax payments for the year ended December 31, 2014 . All of our income taxes paid during the year ended December 31, 2015 were to state or foreign jurisdictions. A reconciliation of the statutory federal income tax rate to our effective rate is provided below: For the years ended December 31, 2015 December 31, 2014 December 31, 2013 Statutory rate 35.0 % 35.0 % 35.0 % State income tax, less effect of federal deduction (0.1 )% — % 0.1 % Noncontrolling interests 0.5 % 0.3 % 0.5 % Goodwill impairment (1) (11.6 )% (11.2 )% (22.6 )% Uncertain tax positions — % 0.1 % (0.1 )% Nondeductible expenses (0.9 )% (0.8 )% (0.4 )% Valuation allowance (16.7 )% (16.2 )% — % Other — % (0.1 )% 0.6 % Effective tax rate 6.2 % 7.1 % 13.1 % (1) Includes non-cash impairment charges to goodwill for years ended December 31, 2015 , December 31, 2014 and December 31, 2013 , respectively. See Note 3 for further discussion. Due to the nature of our business, as a provider of professional and technical government services to the U.S. government, foreign earnings are generally exempt from foreign tax due to various bi-lateral agreements often referred to as Status of Forces Agreements ("SOFA") and Status of Mission Agreements ("SOMA") or their equivalents. We repatriate and provide U.S. income taxes on virtually all income we earn outside of the United States. Uncertain Tax Positions We account for uncertain tax positions in accordance with ASC 740 - Income Taxes , which prescribes the more likely than not threshold for recognition of a tax position in the financial statements. The amount of unrecognized tax benefits at December 31, 2015 and December 31, 2014 was $2.6 million and $7.3 million , respectively, of which $2.3 million and $2.3 million , respectively, would impact our effective tax rate if recognized. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: (Amounts in thousands) Unrecognized Tax Benefits Balance at December 31, 2013 $ 9,473 Additions for tax positions related to prior years — Reductions for tax positions of prior years (447 ) Settlements (1,375 ) Remeasurements (311 ) Net releases — Lapse of statute of limitations — Balance at December 31, 2014 $ 7,340 Additions for tax positions related to prior years — Reductions for tax positions of prior years (112 ) Settlements — Remeasurements — Net releases — Lapse of statute of limitations (4,594 ) Balance at December 31, 2015 $ 2,634 We recognize interest and penalties related to unrecognized tax benefits on the income tax expense line in the accompanying consolidated statement of operations. Accrued interest and penalties are included on the related tax liability line in the consolidated balance sheet. For the years ended December 31, 2015 and December 31, 2014 , there was no accrued interest related to unrecognized tax benefits in interest expense and no penalties recognized in the provision for income taxes within our consolidated statements of operations. We do not expect the unrecognized tax benefit of $3.3 million , inclusive of penalties, as of December 31, 2015 to be settled within the next twelve months. We file income tax returns in U.S. federal and state jurisdictions and in various foreign jurisdictions which are subject to examinations by the IRS and other taxing authorities. These audits can result in adjustments of taxes due. Our estimate of the potential outcome of any uncertain tax issue prior to audit is subject to management's assessment of relevant risks, facts, and circumstances existing at that time. An unfavorable result under audit may reduce the amount of state net operating losses we have available for carryforward to offset future taxable income, or may increase the amount of tax due for the period under audit, resulting in an increase to the effective rate in the year of resolution. The statute of limitations is open for U.S. federal income tax returns for our fiscal year 2012 forward. The statute of limitations for state income tax returns is open for our fiscal year 2012 and forward, with few exceptions, and foreign income tax examinations for the calendar year 2009 forward, with few exceptions. |
Accounts Receivable
Accounts Receivable | 12 Months Ended |
Dec. 31, 2015 | |
Receivables [Abstract] | |
Accounts Receivable | Accounts Receivable Accounts Receivable, net consisted of the following: As of December 31, 2015 December 31, 2014 (Amounts in thousands) Billed $ 136,127 $ 146,286 Unbilled 249,970 302,210 Total $ 386,097 $ 448,496 Unbilled receivables as of December 31, 2015 and December 31, 2014 include $21.3 million and $50.7 million respectively, related to costs incurred on projects for which we have been requested by the customer to begin new work or extend work under an existing contract and for which formal contracts, contract modifications or other contract actions have not been executed as of the end of the respective periods. LOGCAP IV accounted for approximately 26% and 59% of these amounts as of December 31, 2015 and December 31, 2014 , respectively. LOGCAP IV accounted for approximately 5% and 20% of total unbilled receivables as of December 31, 2015 and December 31, 2014 , respectively. As of December 31, 2015 and December 31, 2014 , we had four contract claims with no associated receivable balances. The balance of unbilled receivables above consists of costs and fees billable immediately on contract completion or other specified events, all of which are expected to be billed and collected within one year, except items that may result in a request for equitable adjustment or formal claim. We do not believe we have significant exposure to credit risk as our receivables are primarily with the U.S. government. We do not believe we have significant exposure to credit risk as our receivables are primarily with the U.S. government. Our allowance for doubtful accounts increased from $4.7 million as of December 31, 2014 to $16.3 million as of December 31, 2015 , primarily due to outstanding receivables of approximately $26.0 million , net of reserves, for which we have yet to be paid where we operated under a subcontract for a prime contractor on a U.S. government program that ended December 31, 2014 . We are currently seeking payment through legal action to resolve the matter. See Note 8 for further discussion. |
Retirement Plans
Retirement Plans | 12 Months Ended |
Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Retirement Plans | Retirement Plans 401(k) Savings Plans The DynCorp International Savings Plan (the "Savings Plan") is a participant-directed, defined contribution, 401(k) plan for the benefit of employees meeting certain eligibility requirements. The Savings Plan is intended to qualify under Section 401(a) of the U.S. Internal Revenue Code (the "Code") and is subject to the provisions of the Employee Retirement Income Security Act of 1974. Under the Savings Plan, participants may contribute from 1% to 50% of their earnings. Contributions are made on a pre-tax basis, limited to annual maximums set by the Code. The current maximum contribution per employee is $18,000 and the catch-up contribution limit for participants age 50 or older is $6,000 per calendar year. In June 2014, the Company updated its matching contributions for employees hired prior to June 30, 2014, to an amount equal to 100% of the first 2% of employee contributions and 50% of the next 4% , up to $10,600 per calendar year, which are invested in various funds at the discretion of the participant, which fully vests after one year of service. For employees hired after July 1, 2014, the Company updated its matching contributions to an amount equal to 100% of the first 2% of employee contributions and 50% of the next 4% , up to $10,600 per calendar year, which are invested in various funds at the discretion of the participant, which vests in three equal 33.3% installments over three years based on the employee’s annual hire date anniversary. Prior to June 2014, Company matching contributions were made in a n amount equal to 100% of the first 2% of employee contributions and 50% of the next 6% , up to $12,750 per calendar year, which are invested in various funds at the discretion of the participant, which fully vested after one year of service . We incurred Savings Plan expense of approximately $9.2 million , $11.9 million and $16.1 million for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 , respectively. A portion of the Savings Plan expense has been presented within Cost of services, with the remainder in Selling, general and administrative expenses in the consolidated statement of operations. All Savings Plan expenses are fully funded. Nonqualified Unfunded Deferred Compensation Plan The Company has a non-qualified unfunded and unsecured deferred compensation plan that is offered to certain members of management allowing for the deferral of salary and bonuses without the statutory limitations present in 401(k) savings plan. The elections under the savings plans must be completely separate and independent of each other. Under the deferred compensation plan for the years ended December 31, 2015 and December 31, 2014 , the deferral amount limitation is 100% of salary and 100% of bonuses and each participant shall be 100% vested in his or her account, at all times. The funds can be distributed the first day of the calendar month following the six -month anniversary of the participant’s separation from the Company. The participant can elect payout of the funds in a single sum or annual installments over 5 or 10 years; however, only one election can be made with respect to all of the deferrals in the respective account. If, for any reason, the participant fails to make a valid and timely election, the participant’s account shall be distributed as a single sum as of the participant’s benefit commencement date. There were no contributions made to the deferred compensation plan on behalf of the Company for years ended December 31, 2015 , December 31, 2014 and December 31, 2013 . Multiemployer Pension Plans We are subject to several collective-bargaining agreements that require contributions to a multiemployer defined benefit pension plan that covers its union-represented employees. We contribute to this plan based on specified hourly rates for eligible hours. The risks of participating in this multiemployer plan are different from single-employer plans in the following aspects: a. Assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees of other participating employers. b. If a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers. c. If we stop participating in the multiemployer plan, we may be required to pay a withdrawal liability based on our portion of the unfunded vested benefits of the plan. We are subject to 28 collective bargaining-agreements ("CBA") which have various expiration dates, with the longest expiring in September 2021 . Of the 28 CBAs, we have 16 significant CBA's that require contributions to the International Association of Machinists National Pension Fund ("IAMNPF") with expiration dates ranging from April 30, 2016 through August 31, 2019 . As long as we remain a contributing employer, we have no liability for any unfunded portion of this plan. However, if for any reason, we stop making contributions to the plan under any of the individual collective-bargaining agreements, we could be assessed a potential withdrawal liability based on our share of the unfunded vested benefits of the plan. Our share of the unfunded vested benefits is determined by the contributions required under the individual collective-bargaining agreements from which we withdraw relative to the contributions made to the plan as a whole. Our participation in the IAMNPF for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 is outlined in the table below. The "EIN/PN" column provides the Employee Identification Number ("EIN") and the three-digit plan number ("PN"). The most recent Pension Protection Act ("PPA") zone status available for 2015, 2014 and 2013 is for the plan year-ends as indicated below. The zone status is based on information that the Company received from the plan and is certified by the plan's actuary. Among other factors, plans in the red zone are generally less than 65 percent funded, plans in the yellow zone are between 65 percent and 80 percent funded, and plans in the green zone are at least 80 percent funded. The "FIP/RP Status Pending/Implemented" column indicates if the plan has a financial improvement plan ("FIP") or a rehabilitation plan ("RP") which is either pending or has been implemented. In addition to regular plan contributions, we may be subject to a surcharge if the plan is in the red zone. The "Surcharge Imposed" column indicates whether a surcharge has been imposed on contributions to the plan. The last column lists the expiration date of the collective-bargaining agreements to which the plan is subject. FIP / RP Status Total Contributions of DynCorp International Expiration PPA Zone Status (2) Pending / (Amounts in thousands) Surcharge Date of Pension Fund EIN/PN 2015 2014 2013 Implemented 2015 2014 2013 Imposed CBA IAMNPF (1) 516031295 / 001 Green Green Green No $9,341 $6,845 $6,062 No 4/30/2016 through 8/31/2019 (1) Of the 16 collective-bargaining agreements that require contributions to this plan, the agreement with International Association of Machinists ("IAM") union employees at T44-Corpus Christi is the most significant as contributions under this plan for years 2016 through the expiration date of the collective-bargaining agreement will approximate $3.8 million , or 17% of all required contributions to the IAMNPF. (2) Unless otherwise noted, the most recent PPA zone status available in 2015, 2014 and 2013, is for the plan’s year-end status for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 , respectively. The zone status is based on information we receive from the plan and is certified by the plan's actuary. Generally, plans in the red zone are less than 65% funded, plans in the yellow zone are between 65% and 80% funded, and plans in the green zone are at least 80% funded. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2015 | |
Long-term Debt, Unclassified [Abstract] | |
Debt | Debt Long-term debt consisted of the following: As of December 31, 2015 December 31, 2014 (Amounts in thousands) 10.375% senior unsecured notes $ 455,000 $ 455,000 Term loan 187,272 187,272 Total indebtedness 642,272 642,272 Less current portion of long-term debt (187,272 ) — Total long-term debt $ 455,000 $ 642,272 Senior Credit Facility On July 7, 2010 , we entered into a senior secured credit facility (the "Senior Credit Facility"), with a banking syndicate and Bank of America, NA as Administrative Agent (the "Agent"). On January 21, 2011 and on August 10, 2011 , DynCorp International Inc. entered into amendments to the Senior Credit Facility. On June 19, 2013 , we entered into a third amendment (the “Third Amendment”) to the Senior Credit Facility. The Third Amendment, among other things, amended the Senior Credit Facility to extend the maturity date of the revolving credit facility (the "Revolver") to July 7, 2016 , increased the amount of the Revolver to $181.0 million and modified the maximum total leverage threshold test and certain other covenants. On November 5, 2014 , we entered into a fourth amendment and waiver (the "Fourth Amendment") to the Senior Credit Facility. The Fourth Amendment, among other things, (i) amended the Senior Credit Facility by modifying financial maintenance covenants; (ii) reduced the amount of the Revolver credit commitments of the lenders consenting to the Fourth Amendment by 20% , which represented a reduction of approximately $36.2 million ; (iii) amended the definition of Consolidated Net Income as defined in the Senior Credit Facility to exclude up to $35 million for a one-time charge during the three month period ended September 26, 2014 related to a certain U.S. Air Force contract; and (iv) waived compliance with the financial maintenance covenants with respect to the three month period ended September 26, 2014 . The Senior Credit Facility is secured by substantially all of our assets and is guaranteed by substantially all of our subsidiaries. As of December 31, 2015 , the Senior Credit Facility provided for a $187.3 million Term Loan and the $144.8 million Revolver, which includes a $100.0 million letter of credit subfacility. As of December 31, 2015 and December 31, 2014 , the available borrowing capacity under the Senior Credit Facility was approximately $102.2 million and $108.1 million , respectively, which includes $42.6 million and $36.7 million , respectively, in issued letters of credit. Amounts borrowed under the Revolver are used to fund operations. As of December 31, 2015 and December 31, 2014 there were no amounts borrowed under the Revolver. Giving effect to the waiver described below, available borrowing capacity under the Senior Credit Facility as of the date of this report (taking into account the existing $42.6 million in issued letters of credit) would be approximately $29.8 million . The maturity date on both the Term Loan and the Revolver is July 7, 2016 . The Company's Senior Credit Facility requires that the Company’s annual financial statements include a report from its independent registered public accounting firm without a qualification as to the Company's ability to continue as a going concern. The Company has obtained approval from its lenders under its Senior Credit Facility to waive this specific requirement until April 30, 2016 in order to provide additional time to address its upcoming debt maturities. If we do not obtain approval from the lenders under the Senior Credit Facility to extend this waiver, we will be in default under the Senior Credit Facility on May 1, 2016 and would not have the benefit of any cure period. Default under the Senior Credit Facility could allow our lenders to declare all amounts outstanding under the Senior Credit Facility to be immediately due and payable. The waiver provides that we may not make further Revolver borrowings or request letters of credit, other than letters of credit to replace existing letters of credit with an expiry date during, or within two business days after the end of, the waiver period, if the aggregate outstanding amount of revolving loans and letters of credit exceeds 50% of the Revolver commitment. In addition, during the waiver period, any proceeds of revolving loans may only be used for working capital purposes and in the ordinary course of business for other general corporate purposes. The Company may not use the proceeds of revolving loans for dividends, prepayments of any junior debt or acquisition financing. Interest Rates on Term Loan & Revolver Both the Term Loan and Revolver bear interest at one of two options, based on our election, using either the (i) base rate ("Base Rate") as defined in the Senior Credit Facility plus an applicable margin or the (ii) London Interbank Offered Rate ("Eurocurrency Rate") as defined in the Senior Credit Facility plus an applicable margin. The applicable margin for the Term Loan is fixed at 3.5% for the Base Rate option and 4.5% for the Eurocurrency Rate option. The applicable margin for the Revolver ranges from 3.0% to 3.5% for the Base Rate option or 4.0% to 4.5% for the Eurocurrency option based on our outstanding Secured Leverage Ratio at the end of the quarter. The Secured Leverage Ratio is calculated by the ratio of total secured consolidated debt (net of up to $75 million of unrestricted cash and cash equivalents) to consolidated earnings before interest, taxes, and depreciation & amortization ("Consolidated EBITDA"), as defined in the Senior Credit Facility. Interest payments on both the Term Loan and Revolver are payable at the end of the interest period as defined in the Senior Credit Facility, but not less than quarterly. The Base Rate is equal to the higher of (a) the Federal Funds Rate plus one half of one percent and (b) the rate of interest in effect for such day as publicly announced from time to time by Bank of America as its prime rate; provided that in no event shall the Base Rate be less than 1.00% plus the Eurocurrency Rate applicable to one month interest periods on the date of determination of the Base Rate. The variable Base Rate has a floor of 2.75% . The Eurocurrency Rate is the rate per annum equal to the British Bankers Association London Interbank Offered Rate ("BBA LIBOR") as published by Reuters (or other commercially available source providing quotations of BBA LIBOR as designated by the Administrative Agent from time to time) two Business Days prior to the commencement of such interest period. The variable Eurocurrency rate has a floor of 1.75% . As of December 31, 2015 and December 31, 2014 , the applicable interest rate on the Term Loan was 6.25% . Interest Rates on Letter of Credit Subfacility and Unused Commitment Fees The letter of credit subfacility bears interest at the applicable margin for Eurocurrency Rate loans, which ranges from 4.0% to 4.5% depending on the Secured Leverage Ratio, as defined in the Senior Credit Facility. The unused commitment fee on our Revolver ranges from 0.50% to 0.75% depending on the Secured Leverage Ratio, as defined in the Senior Credit Facility. Interest payments on both the letter of credit subfacility and unused commitments are payable quarterly in arrears. The applicable interest rates for our letter of credit subfacility were 4.25% and 4.00% as of December 31, 2015 and December 31, 2014 , respectively. The applicable interest rate for our unused commitment fees was 0.50% as of December 31, 2015 and December 31, 2014 , respectively. All of our letters of credit are also subject to a 0.25% fronting fee. Principal Payments Pursuant to the terms of our Term Loan, quarterly principal payments are required. However, certain principal prepayments made during the year ended December 30, 2011 were applied to the future scheduled maturities and satisfied our responsibility to make quarterly principal payments through July 7, 2016. During the year ended December 31, 2015 , we made no principal payments on the Term Loan. During the year ended December 31, 2014 , we made principal payments of $90.0 million on the Term Loan. Deferred financing costs associated with the prepayments totaled $1.4 million and were expensed and included in Loss on early extinguishment of debt in our consolidated statement of operations for the year ended December 31, 2014 . There were no penalties associated with the prepayments. Our Senior Credit Facility contains an annual requirement to submit a portion of our Excess Cash Flow, as defined in the Senior Credit Facility, as additional principal payments. Based on our annual financial results for the year ended December 31, 2015 , we are required to make an additional principal payment of $4.6 million under the Excess Cash Flow requirement by April 6, 2016 . Certain other transactions can trigger mandatory principal payments such as tax refunds, a disposition of a portion of our business or a significant asset sale. We had no such transactions during the year ended December 31, 2015 . Covenants The Senior Credit Facility contains financial, as well as non-financial, affirmative and negative covenants that we believe are usual and customary. These covenants, among other things, limit our ability to: • declare dividends and make other distributions; • redeem or repurchase our capital stock; • prepay, redeem or repurchase certain of our indebtedness; • grant liens; • make loans or investments (including acquisitions); • incur additional indebtedness; • modify the terms of certain debt; • restrict dividends from our subsidiaries; • change our business or business of our subsidiaries; • merge or enter into acquisitions; • sell our assets; • enter into transactions with our affiliates; and • make capital expenditures. In addition, the Senior Credit Facility contains two financial maintenance covenants, a maximum total leverage ratio and a minimum interest coverage ratio. The total leverage ratio is the Consolidated Total Debt, as defined in the Senior Credit Facility, less unrestricted cash and cash equivalents (up to $75.0 million ) to Consolidated EBITDA for the applicable period. Effective with the Fourth Amendment, the maximum total leverage ratios are set forth below as follows: Period Ending Total Leverage Ratio December 31, 2015 7.75 to 1.0 March 25, 2016 7.60 to 1.0 June 24, 2016 6.90 to 1.0 June 25, 2016 and thereafter 6.60 to 1.0 The interest coverage ratio is the ratio of Consolidated EBITDA to Consolidated Interest Expense, as defined in the Senior Credit Facility. Effective with the Fourth Amendment, the interest coverage ratios are set forth below as follows: Period Ending Interest Coverage Ratio December 31, 2015 1.05 to 1.0 March 25, 2016 1.15 to 1.0 June 24, 2016 1.20 to 1.0 June 25, 2016 and thereafter 1.30 to 1.0 As of December 31, 2015 and December 31, 2014 , we were in compliance with our financial maintenance covenants. Senior Unsecured Notes On July 7, 2010 , DynCorp International Inc. completed an offering of $455.0 million in aggregate principal of 10.375% senior unsecured notes due 2017 (the "Senior Unsecured Notes"). The initial purchasers were Bank of America Securities LLC, Citigroup Global Markets Inc., Barclays Capital Inc. and Deutsche Bank Securities Inc. The Senior Unsecured Notes were issued under an indenture dated July 7, 2010 (the "Indenture"), by and among us, the guarantors party thereto (the "Guarantors"), including DynCorp International Inc., and Wilmington Trust, National Association (as successor by merger to Wilmington Trust FSB), as Trustee. The Senior Unsecured Notes mature on July 1, 2017 . Interest on the Senior Unsecured Notes is payable on January 1 and July 1 of each year, and commenced on January 1, 2011 . The Senior Unsecured Notes contain various covenants that restrict our ability to: • incur additional indebtedness; • make certain payments, including declaring or paying certain dividends; • purchase or retire certain equity interests; • retire subordinated indebtedness; • make certain investments; • sell assets; • engage in certain transactions with affiliates; • create liens on assets; • make acquisitions; and • engage in mergers or consolidations. The aforementioned restrictions are considered to be in place unless we achieve investment grade ratings by both Moody’s Investor Services and Standard and Poors. An event of default under the Senior Credit Facility based on a failure to pay the principal due at the scheduled maturity or upon acceleration would also cause an event of default under the Senior Unsecured Notes. Call and Put Options We can voluntarily settle all or a portion of the Senior Unsecured Notes at any time prior to maturity at an applicable redemption price plus the accrued and unpaid interest, if any, as of the applicable redemption date. The applicable redemption prices with respect to the Senior Unsecured Notes on any applicable redemption date if redeemed during the 12-month period commencing on July 1 of the years set forth below are as follows: Year Redemption Price 2015 102.6 % 2016 and thereafter 100.0 % The Indenture requires us to offer to repurchase the Senior Unsecured Notes at defined prices in the event of certain asset sales and change of control events. In the case of Asset Sales (as defined in the Indenture), we are required under the Indenture to use the proceeds from such asset sales to either (i) prepay secured debt or nonguarantor debt, (ii) reinvest in our business or (iii) to the extent asset sale proceeds not applied in accordance with clause (i) or (ii) exceed $15.0 million , make an offer to repurchase the Senior Unsecured Notes at 100% of the principal amount thereof. In the event of a change in control, each holder of the Senior Unsecured Notes will have the right to require the Company to repurchase some or all of the Senior Unsecured Notes at 101% of their face amount, plus accrued and unpaid interest to the repurchase date. The fair value of the Senior Unsecured Notes is based on their quoted market value. As of December 31, 2015 and December 31, 2014 , the quoted market value of the Senior Unsecured Notes was approximately 74.3% and 82.0% , respectively, of stated value. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Commitments We have operating leases for the use of real estate and certain property and equipment which are either non-cancelable, cancelable only by the payment of penalties or cancelable upon one month’s notice. All lease payments are based on the lapse of time but include, in some cases, payments for insurance, maintenance and property taxes. There are no purchase options on operating leases at favorable terms, but most leases have one or more renewal options. Certain leases on real estate are subject to annual escalations for increases in base rents, utilities and property taxes. Lease rental expense was $49.6 million , $95.5 million , and $167.6 million for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 , respectively. We have no significant long-term purchase agreements with service providers. Minimum fixed rental payments non-cancelable for the next five years and thereafter under operating leases in effect as of December 31, 2015 , are as follows: Calendar Year Real Estate Equipment Total (Amounts in thousands) 2016 (1) $ 14,837 $ 6,343 $ 21,180 2017 11,782 2,780 14,562 2018 9,488 176 9,664 2019 5,083 — 5,083 2020 4,125 — 4,125 Thereafter 10,261 — 10,261 Total $ 55,576 $ 9,299 $ 64,875 (1) The minimum lease table above excludes agreements of one year or less in duration. These leases are accounted for in our rent expense, however, because of the short tenure of the lease, these are not reflected in the table above. Contingencies General Legal Matters We are involved in various lawsuits and claims that arise in the normal course of business. We have established reserves for matters in which it is believed that losses are probable and can be reasonably estimated. Reserves related to these matters have been recorded in "Other accrued liabilities" totaling approximately $5.1 million and $8.7 million as of December 31, 2015 and December 31, 2014 , respectively. We believe that appropriate accruals have been established for such matters based on information currently available; however, some of the matters may involve compensatory, punitive, or other claims or sanctions that if granted, could require us to pay damages or make other expenditures in amounts that could not be reasonably estimated at December 31, 2015 . These accrued reserves represent the best estimate of amounts believed to be our liability in a range of expected losses. In accordance with ASC 450 - Contingencies , in addition to matters that are considered probable and can be reasonably estimated, we also disclose certain matters considered reasonably possible. In addition to the disclosure requirements set forth in ASC 450-20, the Company also discloses any other contingencies for which the likelihood of an unfavorable outcome is remote but for which the Company believes are of such a significant nature that disclosure would benefit a user of our financial statements. Other than matters disclosed below, we believe the aggregate range of possible loss related to matters considered reasonably possible was not material as of December 31, 2015 . Litigation is inherently unpredictable and unfavorable resolutions could occur. Accordingly, it is possible that an adverse outcome from such proceedings could (i) exceed the amounts accrued for probable matters; or (ii) require a reserve for a matter we did not originally believe to be probable or could be reasonably estimated. Such changes could be material to our financial condition, results of operations and cash flows in any particular reporting period. Our view of the matters not specifically disclosed could possibly change in future periods as events thereto unfold. Pending Litigation and Claims On December 4, 2006, December 29, 2006, March 14, 2007 and April 24, 2007, four lawsuits were served, seeking unspecified monetary damages against DynCorp International LLC and several of its former affiliates in the U.S. District Court for the Southern District of Florida, concerning the spraying of narcotic plant crops along the Colombian border adjacent to Ecuador. Three of the lawsuits, filed on behalf of the Provinces of Esmeraldas, Sucumbíos, and Carchi in Ecuador, allege violations of Ecuadorian law, International law, and statutory and common law tort violations, including negligence, trespass, and nuisance. The fourth lawsuit, filed on behalf of citizens of the Ecuadorian provinces of Esmeraldas and Sucumbíos, alleges personal injury, various counts of negligence, trespass, battery, assault, intentional infliction of emotional distress, violations of the Alien Tort Claims Act and various violations of International law. The four lawsuits were consolidated, and based on our motion granted by the court, the case was subsequently transferred to the U.S. District Court for the District of Columbia. On March 26, 2008, a First Amended Consolidated Complaint was filed that identified 3,266 individual plaintiffs. As of January 12, 2010, 1,256 of the plaintiffs have been dismissed by court orders and, on September 15, 2010, the Provinces of Esmeraldas, Sucumbíos, and Carchi were dismissed by court order. We filed multiple motions for summary judgment, and, on February 15, 2013, the court granted summary judgment and dismissed all claims. On March 18, 2013, the plaintiffs filed a notice of appeal with the U.S. Court of Appeals for the District of Columbia. On May 30, 2014, the U.S. Court of Appeals for the District of Columbia affirmed the dismissal of the majority of the case, but remanded the case to the trial court concerning a few remaining tort claims. At this time, we believe the likelihood of an unfavorable outcome in this case is remote. A lawsuit filed on September 11, 2001, and amended on March 24, 2008, seeking unspecified damages on behalf of twenty-six residents of the Sucumbíos Province in Ecuador, was brought against our operating company and several of its former affiliates in the U.S. District Court for the District of Columbia. The action alleges violations of the laws of nations and U.S. treaties, negligence, emotional distress, nuisance, battery, trespass, strict liability, and medical monitoring arising from the spraying of herbicides near the Ecuador-Colombia border in connection with the performance of the DoS, International Narcotics and Law Enforcement contract for the eradication of narcotic plant crops in Colombia. As of January 12, 2010, fifteen of the plaintiffs have been dismissed by court order. We filed multiple motions for summary judgment, and, on February 15, 2013, the court granted summary judgment and dismissed all claims. On March 18, 2013, the plaintiffs filed a notice of appeal with the U.S. Court of Appeals for the District of Columbia, and the appeal is pending. The terms of the DoS contract provide that the DoS will indemnify our operating company against third-party liabilities arising out of the contract, subject to available funding. We are also entitled to indemnification by Computer Sciences Corporation, the Company's previous owners, in connection with this lawsuit, subject to certain limitations. Additionally, any damage award would have to be apportioned between the other defendants and our operating company. We believe that the likelihood of an unfavorable judgment in this matter is remote. Arising out of the litigation described in the preceding two paragraphs, on September 22, 2008, we filed a separate lawsuit against our aviation insurance carriers seeking defense and coverage of the referenced claims. On November 9, 2009, the court granted our Partial Motion for Summary Judgment regarding the duty to defend, and the carriers have paid the majority of the litigation expenses. In a related action, the carriers filed a lawsuit against us on February 5, 2009, seeking rescission of certain aviation insurance policies based on an alleged misrepresentation by us concerning the existence of certain of the lawsuits relating to the eradication of narcotic plant crops. On May 19, 2010, our aviation insurance carriers filed a complaint against us seeking reformation of previously provided insurance policies and the elimination of coverage for aerial spraying. We believe the claims asserted by the insurance carriers are without merit and the likelihood of an unfavorable judgment in this matter is remote. In 2009, we terminated for cause a contract to build the Akwa Ibom International Airport for the State of Akwa Ibom in Nigeria. Consequently, we terminated certain subcontracts and purchase orders the customer advised us it did not want to assume. Our termination of certain subcontracts not assumed by the customer, including our actions to recover against advance payment and performance guarantees established by the subcontractors for our benefit, was challenged in certain instances. In December 2011, the customer filed arbitration alleging fraud, gross negligence, contract violations, and conversion of funds and asserted damages of approximately $150.0 million . On April 22, 2015 , the customer withdrew a substantial number of its claims and amended certain of those claims that remained in the case. In December 2015, the parties agreed to a settlement in which we paid $5.4 million and the matter in now closed. In 2011 , a former employee filed a lawsuit against us alleging a breach of a stock purchase agreement regarding the 2009 purchase of Phoenix Consulting Group. In 2012 , the parties settled one of the claims and we successfully compelled arbitration on claims for a contingent “earn out” payment. In May 2015 , the arbitrator awarded the claimed “earn out” payment, totaling approximately $3.3 million but denied the claim for pre-award interest on that payment. We have subsequently paid the award in full and recorded the charge for the claim. In October 2007 , we entered into a subcontract with Northrop Grumman Technical Services, Inc. (“Northrop”) to support Northrop’s prime contract with the Department of Defense Counter Narcotics Terrorism Program Office ("CNTPO"). We performed the services requested by Northrop, the government determined that it received “intended quality and skills of personnel,” and Northrop paid our invoices until July 2014 . Subsequent to July 2014 , Northrop stopped paying our periodic invoices. The contract operations ended on December 31, 2014 . In March 2015 , Northrop filed a civil action against us to obtain documents regarding our invoices and now asserts approximately $5 million in damages. We believe the damages asserted by Northrop represent a loss contingency that is remote. In September 2015 , we filed an Answer and Counterclaim seeking approximately $41.0 million for unpaid invoices. An unfavorable judgment which denies us a substantial amount of the full amount owed to us could have a material effect on our operating performance. U.S. Government Investigations We primarily sell our services to the U.S. government. These contracts are subject to extensive legal and regulatory requirements, and we are occasionally the subject of investigations by various agencies of the U.S. government who investigate whether our operations are being conducted in accordance with these requirements, including as previously disclosed in our periodic filings, the Special Inspector General for Iraq Reconstruction report regarding certain reimbursements and the U.S. Department of State Office of Inspector General's records subpoena with respect to Civilian Police ("CivPol"). Such investigations, whether related to our U.S. government contracts or conducted for other reasons, could result in administrative, civil or criminal liabilities, including repayments, fines or penalties being imposed upon us, or could lead to suspension or debarment from future U.S. government contracting. U.S. government investigations often take years to complete and many result in adverse action against us. We believe that any adverse actions arising from such matters could have a material effect on our ability to invoice and receive timely payment on our contracts, perform contracts or compete for contracts with the U.S. government and could have a material effect on our operating performance. On February 24, 2012, we were advised by the Department of Justice Civil Litigation Division that they are conducting an investigation regarding the CivPol and Department of State Advisor Support Mission ("DASM") contracts in Iraq and Corporate Bank, a former subcontractor. The issues include allowable hours worked under a specific task order and invoices to the Department of State for certain hotel leasing, labor rates and overhead within the 2003 to 2008 timeframe. The Department of Justice Civil Litigation Division has requested information from the Company, and we are fully cooperating with the government’s review. If our operations are found to be in violation of any laws or government regulations, we may be subject to penalties, damages or fines, any or all of which could adversely affect our financial results. At this time, an estimate or a range of potential damages is not possible as this matter is still under review by the Department of Justice and no formal complaint has been filed. U.S. Government Audits Our contracts are regularly audited by the Defense Contract Audit Agency ("DCAA") and other government agencies. These agencies review our contract performance, cost structure and compliance with applicable laws, regulations and standards. The government also reviews the adequacy of, and our compliance with, our internal control systems and policies, including our purchasing, property, estimating, accounting and material management business systems. Any costs found to be improperly allocated to a specific contract will not be reimbursed. The DCAA will in some cases issue a Form 1 representing the non-conformance of such costs or requirements as it relates to our government contracts. If we are unable to provide sufficient evidence of the costs in question, the costs could be suspended or disallowed which could be material to our financial statements. Government contract payments received by us for direct and indirect costs are subject to adjustment after government audit and repayment to the government if the payments exceed allowable costs as defined in the government regulations. We have received a series of audit reports from the DCAA, some of which have resulted in Form 1s, related to their examination of certain incurred, invoiced and reimbursed costs on our CivPol program. The Form 1s identify several cost categories where the DCAA has asserted instances of potential deviations from the explicit terms of the contract or from certain provisions of government regulations. The asserted amounts are derived from extrapolation methodologies used to estimate potential exposure amounts for the cost categories. Over the past several years, we have worked with the DCAA and our customer in resolving matters inclusive in the Form 1s as well as other transmittals. We have provided responses to the DCAA and the Department of State that have articulated our position on each issue and have attempted to answer their questions and provide clarification of the facts to resolve the issues raised. We have also sought to obtain clarification from our customer through formal contract modifications in an attempt to assist the DCAA in closing these issues. We believe the majority of these issues will continue to be resolved and thus represent loss contingencies that we consider remote. For the remaining issues, which total approximately $7.7 million , we believe the DCAA did not consider certain contractual provisions and long standing patterns of dealing with the customer. Since we cannot reasonably estimate the DCAA's acceptance of our initial responses and the ultimate outcome related to these remaining issues we believe these items represent loss contingencies that we consider reasonably possible. However, we do anticipate resolving these contingencies for an immaterial amount as we continue to work with the customer and the DCAA in providing clarification of the facts and circumstances surrounding the issues. On April 30, 2013 , we received several Form 1s from the DCAA for the periods ranging between 2000 to 2011 on the War Reserve Materiel program related to concerns on items such as the adequacy of documentation and reasonableness of costs. We are working with the Air Force to resolve these questions. Based on our recent correspondence with the customer, a substantial portion of these items represent loss contingencies that are remote. The remaining portion of these items totaling $1.8 million represent loss contingencies that we consider reasonably possible; however, we do anticipate resolving these contingencies for an immaterial amount as we continue to work with the customer. Foreign Contingencies On January 22, 2014, a tax assessment from the Large Tax Office of the Afghanistan Ministry of Finance (“MOF”) was received, seeking approximately $64.2 million in taxes and penalties specific to one of our business licenses in Afghanistan for periods between 2009 to 2012. The majority of this assessment was income tax related; however, $10.2 million of the assessed amount is non-income tax related and represents loss contingencies that we consider reasonably possible. We filed our initial appeal of the assessment with the MOF on February 19, 2014 . In May 2014 , the MOF ruled in our favor for the income tax related issue which totaled approximately $54.0 million . We are still working with the MOF to remove the assessment on the remaining non-income tax related items. As of December 31, 2015 , a reasonable estimate of loss or range of loss could not be made as we could not reasonably estimate the ultimate outcome related to the issues assessed. Credit Risk We are subject to concentrations of credit risk primarily by virtue of our accounts receivable. Departments and agencies of the U.S. federal government account for all but minor portions of our customer base, minimizing this credit risk. Furthermore, we continuously review all accounts receivable and record provisions for doubtful accounts when necessary. Risk Management Liabilities and Reserves We are insured for domestic workers' compensation liabilities and a significant portion of our employee medical costs. However, we bear risk for a portion of claims pursuant to the terms of the applicable insurance contracts. We account for these programs based on actuarial estimates of the amount of loss inherent in that period's claims, including losses for which claims have not been reported of $11.0 million and $11.4 million as of December 31, 2015 and December 31, 2014 , respectively. These loss estimates rely on actuarial observations of ultimate loss experience for similar historical events. We limit our risk by purchasing stop-loss insurance policies for significant claims incurred for both domestic workers' compensation liabilities and medical costs. Our exposure under the stop-loss policies for domestic workers' compensation and medical costs is limited based on fixed dollar amounts. For domestic worker's compensation and employer's liability under state and federal law, the fixed-dollar amount of stop-loss coverage is $1.0 million per occurrence on most policies; but, $0.25 million on a California based policy. For medical costs, the fixed dollar amount of stop-loss coverage is from $0.25 million to $0.75 million for total costs per covered participant per calendar year. |
Equity
Equity | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Equity | Equity At April 1, 2010 (inception), 100 common shares were issued and, as of December 31, 2015 , 100 shares remain issued and outstanding as there have been no further issuances of common shares since that date. During the period from April 1, 2010 (inception) through December 31, 2010 , our equity was impacted by a capital contribution of $550.9 million in connection with the merger entered into on July 7, 2010. Share Based Payments On December 17, 2013, certain members of management and outside directors were awarded Class B interests in DynCorp Management LLC (“DynCorp Management”). DynCorp Management LLC conducts no operations and was established for the purpose of holding equity in our Company. DynCorp Management LLC authorized 100,000 Class B shares as available for issuance and approved 7,246 Class B-1 Interests and 380 Class B-2 Interests to certain members of management and outside directors of Defco Holdings, Inc. (“Holdings”), the non-member manager, and its subsidiaries, including Delta Tucker Holdings, Inc. All of DynCorp International Inc.'s issued and outstanding common stock is owned by the Company, and all of the Company's issued and outstanding common stock is owned by our parent, Holdings. The grant and vesting of the awards is contingent upon the executives' consent to the terms and conditions set forth in the Class B-1 Interests and B-2 Interests Agreements. As of December 31, 2013 consents were received from members of management and outside directors with grants totaling 3,144 shares. Grants and the receipt of consents to the terms and conditions totaled 4,339 Class B-1 Interests during the year ended December 31, 2014 . There were no new grants issued to any of our members of management in calendar year 2015. The Class B-1 Interests are subject to (i) time-based vesting in separate tranches based on the participants’ hire date (each such date a “Vesting Date”); (ii) acceleration of vesting in certain circumstances (such as in the event of a change in control or termination of the executive without cause); and (iii) continued employment of the member of management by Holdings or its subsidiaries through the applicable vesting dates. Class B-1 Interests held by participants hired in 2013 shall vest in 5 equal 20% installments on each of the grant dates of the Class B-1 Interests, July 15, 2014, July 15, 2015, July 15, 2016 and July 15, 2017. Class B-1 Interests Participants hired in 2012 shall vest with respect to 30% of the Class B-1 Interests on the grant date, an additional 20% on July 15, 2014, 20% on July 15, 2015 and with respect to the remaining Class B-1 Interests on July 15, 2016. Class B-1 Interests Participants hired in 2010 and 2011 shall vest with respect to 40% of the Class B-1 Interests as of the grant date, an additional 20% on July 15, 2014 and with respect to the remaining Class B-1 Interests on July 15, 2015. A summary of the Class B Interest plans activity for the years ended December 31, 2015 and December 31, 2014 is as follows: Number of Interests Outstanding at December 31, 2013 3,144 Granted: Class B-1 4,339 Class B-2 — Exercised — Forfeited or expired (1,582 ) Outstanding at December 31, 2014 5,901 Granted: Class B-1 — Class B-2 — Exercised — Forfeited or expired (135 ) Outstanding at December 31, 2015 5,766 Awards to our management team consist of options qualifying as profits interests under Revenue Procedure 93-27, that are exercisable only upon a change in control as defined in the Plan. The awards do not expire and the awards do not have a fixed strike price. The value of the Class B Interest as of the grant date is calculated using a Monte Carlo simulation consistent with the provisions of ASC Topic 718, “Compensation—Stock Compensation” and is amortized over the respective vesting period. The Monte Carlo simulation, similar to a Black-Scholes option pricing formula, requires the input of subjective assumptions, including the estimated life of the interest and the expected volatility of the underlying stock over the estimated life of the option. We use historical volatility of the market-based guideline companies as a basis for projecting the expected volatility of the underlying Class B interest and estimated the expected life of our Class B grants to be 4 years as of the grant date. The 2013 fair value utilized for determining the profits interests for Class B-1 and B-2 interests was $819.26 and $258.30 , respectively. The initial fair value was utilized for all grants through the period ending March 28, 2014. After the period ending March 28, 2014, another valuation was performed to determine the fair value of future grants resulting in the 670 Class B-1 interests granted after March 28, 2014 having a fair value of $32.73 . The weighted-average assumptions used in the valuation for grants issued after March 28, 2014 included expected volatility of 36.0% , risk-free interest rate of 1.1% , expected yield of 8.0% , a remaining expected life of 2.8 years , and a forfeiture rate of 8.0% . There were no applicable weighted-average assumptions in calendar year 2015 as there were no additional grants issued. We believe that the valuation technique and the approach utilized to develop the underlying assumptions are appropriate in calculating the fair value of our Class B grants. The total grant date fair value of all options granted during 2015 and 2014 was $0 and $4.6 million , respectively. Total compensation cost expensed for the years ended December 31, 2015 and December 31, 2014 was $0.4 million and $3.2 million , respectively. The following is a summary of the changes in non-vested shares for the years ended December 31, 2015 and December 31, 2014 : Number of Shares Non-vested shares at December 31, 2013 2,123 Granted 4,339 Vested (3,646 ) Forfeited (1,582 ) Non-vested shares at December 31, 2014 1,234 Granted — Vested (893 ) Forfeited (135 ) Non-vested shares at December 31, 2015 206 As of December 31, 2015 , the total compensation cost related to the non-vested Class B awards, not yet recognized, was $0.1 million which will be recognized over a weighted average period of approximately 0.3 years. Long-Term Incentive Bonus On December 17, 2013 the Company approved a long-term cash incentive bonus for certain members of management and outside directors, where in the event of a change in control, subject to the various members of management continued employment with the Company through such a change in control and execution of a restrictive covenant agreement within fourteen days of receipt of such agreement, the various members of management shall be eligible to receive a cash incentive bonus. As of December 31, 2015 there was no impact to the financial statements as no triggering event had occurred. |
Fair Value of Financial Assets
Fair Value of Financial Assets and Liabilities | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Assets and Liabilities | Fair Value of Financial Assets and Liabilities ASC 820 — Fair Value Measurements and Disclosures establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: • Level 1, defined as observable inputs such as quoted prices in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. Fair Value of Financial Instruments Our financial instruments include cash and cash equivalents, accounts receivable, accounts payable, and borrowings. Because of the short-term nature of cash and cash equivalents, accounts receivable and accounts payable, the fair value of these instruments approximates the carrying value. Our estimate of the fair value of our long-term debt is based on Level 1 and Level 2 inputs, as defined above. As of December 31, 2015 December 31, 2014 Carrying Fair Carrying Fair (Amounts in thousands) Amount Value Amount Value 10.375% senior unsecured notes $ 455,000 $ 337,838 $ 455,000 $ 373,100 Term loan 187,272 179,781 187,272 185,868 Total indebtedness 642,272 517,619 642,272 558,968 Less current portion of long-term debt (187,272 ) (179,781 ) — — Total long-term debt $ 455,000 $ 337,838 $ 642,272 $ 558,968 |
Segment and Geographic Informat
Segment and Geographic Information | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Segment and Geographic Information | Segment and Geographic Information We have two operating and reporting segments: DynAviation and DynLogistics. The DynAviation and DynLogistics segments operate principally within a regulatory environment subject to governmental contracting and accounting requirements, including Federal Acquisition Regulations, Cost Accounting Standards and audits by various U.S. federal agencies. The following is a summary of the financial information of the reportable segments reconciled to the amounts reported in the consolidated financial statements: For the years ended December 31, 2015 December 31, 2014 December 31, 2013 (Amounts in thousands) Revenue DynAviation $ 1,276,062 $ 1,204,417 $ 1,373,635 DynLogistics 647,142 1,045,200 1,920,715 Headquarters / Other (1) (27 ) 2,692 (7,166 ) Total revenue $ 1,923,177 $ 2,252,309 $ 3,287,184 Operating (loss) / income DynAviation $ (69,240 ) $ (61,501 ) $ (194,701 ) DynLogistics 42,496 (67,097 ) 36,243 Headquarters / Other (2) (47,975 ) (91,348 ) (48,322 ) Total operating loss $ (74,719 ) $ (219,946 ) $ (206,780 ) Depreciation and amortization DynAviation $ 2,473 $ 1,665 $ 1,628 DynLogistics 250 55 543 Headquarters / Other 34,531 47,987 48,108 Total depreciation and amortization (3) $ 37,254 $ 49,707 $ 50,279 (1) Headquarters revenue primarily represents revenue earned on shared services arrangements for general and administrative services provided to unconsolidated joint ventures and elimination of intercompany items between segments. (2) Headquarters operating expenses primarily relates to amortization of intangible assets and other costs that are not allocated to segments and are not billable to our U.S. government customers, partially offset by equity method investee income. (3) Includes amounts in Cost of services of $2.3 million , $1.1 million and $1.7 million for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 , respectively. As of December 31, 2015 December 31, 2014 December 31, 2013 (Amounts in thousands) Assets DynAviation $ 351,627 $ 393,246 $ 447,646 DynLogistics 173,036 299,961 591,304 Headquarters / Other (1) 265,267 289,280 460,971 Total assets $ 789,930 $ 982,487 $ 1,499,921 (1) Assets primarily include cash, investments in unconsolidated subsidiaries, net deferred tax liabilities, intangible assets (excluding goodwill) and deferred debt issuance costs. Geographic Information — Revenue by geography is determined based on the location of services provided. For the years ended December 31, 2015 December 31, 2014 December 31, 2013 (Amounts in thousands) United States $ 658,639 34 % $ 612,220 27 % $ 695,772 21 % Afghanistan 648,058 34 % 1,003,205 45 % 1,845,234 56 % Middle East (1) 407,521 21 % 387,021 17 % 534,861 16 % Other Americas 76,746 4 % 84,424 4 % 87,759 3 % Europe 70,456 4 % 53,853 2 % 52,365 2 % Asia-Pacific 29,362 1 % 41,953 2 % 46,170 1 % Other 32,395 2 % 69,633 3 % 25,023 1 % Total revenue $ 1,923,177 100 % $ 2,252,309 100 % $ 3,287,184 100 % (1) The Middle East includes but is not limited to activities in Iraq, Oman, Qatar, United Arab Emirates, Kuwait, Palestine, Sudan, Pakistan, Jordan, Lebanon, Bahrain, Saudi Arabia, Turkey and Egypt. The vast majority of all assets owned by the Company were located in the U.S. as of December 31, 2015 . Revenue from the U.S. government accounted for approximately 93% , 94% and 96% of total revenue for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 , respectively. As of December 31, 2015 and December 31, 2014 accounts receivable due from the U.S. government represented over 90% and 88% of total accounts receivable, respectively. |
Related Parties, Joint Ventures
Related Parties, Joint Ventures and Variable Interest Entities | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Parties, Joint Ventures and Variable Interest Entities | Related Parties, Joint Ventures and Variable Interest Entities Consulting Fees We have a Master Consulting and Advisory Services agreement ("COAC Agreement") with Cerberus Operations and Advisory Company, LLC, where, pursuant to the terms of the agreement, they make personnel available to us for the purpose of providing reasonably requested business advisory services. The services are priced on a case by case basis depending on the requirements of the project and agreements in pricing. We incurred $8.1 million , $4.9 million and $4.6 million of consulting fees on a gross basis before considering the effect of our contract mix which provides for partial recovery in conjunction with the COAC Agreement during years ended December 31, 2015 , December 31, 2014 and December 31, 2013 , respectively. We have three executives who are Cerberus Operations and Advisory Company, LLC (“COAC”) employees, who are seconded to us: (i) our former Interim Chief Executive Officer and now non-executive chairman of our Board of Directors; (ii) our Senior Vice President, Chief Administrative Officer, Chief Legal Officer and Corporate Secretary; and (iii) our Senior Vice President, DynGlobal. Inclusive of the $8.1 million and $4.9 million recognized during the years ended December 31, 2015 and December 31, 2014 in COAC consulting fees, respectively, we recognized $4.2 million and $1.3 million of administrative expense in conjunction with these COAC employees for the years ended December 31, 2015 and December 31, 2014 , respectively. Certain members of executive management and board members of the Company and seconded COAC individuals have agreements and conduct business with Cerberus and its affiliates for which they receive compensation. We recognize such compensation as an expense in the consolidated financial statements. Joint Ventures and Variable Interest Entities Our most significant joint ventures and VIEs and our associated ownership percentages are listed as follows: Partnership for Temporary Housing LLC ("PaTH") 30 % Contingency Response Services LLC ("CRS") 45 % Global Response Services LLC ("GRS") 51 % Global Linguist Solutions ("GLS") 51 % DynCorp International FZ - LLC ("DIFZ") 25 % Babcock DynCorp Limited ("Babcock") 44 % We account for our investments in VIEs in accordance with ASC 810 - Consolidation . In cases where we have (i) the power to direct the activities of the VIE that most significantly impact its economic performance and (ii) the obligation to absorb losses of the VIE that could potentially be significant or the right to receive benefits from the entity that could potentially be significant to the VIE, we consolidate the entity. Alternatively, in cases where all of the aforementioned criteria are not met, the investment is accounted for under the equity method. As of December 31, 2015 , we accounted for PaTH, CRS, Babcock, GRS and GLS as equity method investments. Alternatively, we consolidated DIFZ based on the aforementioned criteria. We present our share of the PaTH, CRS, GRS and GLS earnings in Earnings from equity method investees as these joint ventures are considered operationally integral. Alternatively, we present our share of the Babcock earnings in Other income, net as it is not considered operationally integral. PaTH is a joint venture formed in May 2006 with two other partners for the purpose of procuring government contracts with the Federal Emergency Management Authority. CRS is a joint venture formed in March 2006 with two other partners for the purpose of procuring government contracts with the U.S. Navy. The GRS joint venture was formed in August 2010 with one partner for the purpose of procuring government contracts with the U.S. Navy. GLS is a joint venture formed in August 2006 between DynCorp International LLC and AECOM's National Security Programs unit for the purpose of procuring government contracts with the U.S. Army. We incur costs on behalf of GLS related to the normal operations of the venture. However, these costs typically support revenue billable to our customer. We own 25% of DIFZ but exercise power over activities that significantly impact DIFZ's economic performance. Babcock is a joint venture formed in January 2005 and currently provides services to the British Ministry of Defence. The economic rights in the Babcock joint venture are not considered operationally integral to the Company. Receivables due from our unconsolidated joint ventures totaled $0.5 million and $1.5 million as of December 31, 2015 , December 31, 2014 , respectively. These receivables are a result of items purchased and services rendered by us on behalf of our unconsolidated joint ventures. We have assessed these receivables as having minimal collection risk based on our historic experience with these joint ventures and our inherent influence through our ownership interest. The related revenue we earned from our unconsolidated joint ventures totaled $0.4 million , $3.9 million , and $8.6 million for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 , respectively. Additionally, we earned $4.0 million , $12.4 million , and $3.7 million in equity method income (includes operationally integral and non-integral income) for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 , respectively. GLS’ revenue was $27.8 million , $20.5 million and $21.8 million for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 , respectively. GLS incurred an operating and net loss of $2.8 million , $6.0 million and $3.6 million for the years ended December 31, 2015 , December 31, 2014 , and December 31, 2013 , respectively. GLS paid cash dividends of $18.8 million during the year ended December 31, 2014 . Based on our 51% ownership in GLS, we recognized $9.6 million in equity method income during the year ended December 31, 2014 . GLS did not pay a cash dividend during the year ended December 31, 2015 . We currently hold one promissory note included in Other assets on our consolidated balance sheet from Palm Trading Investment Corp, which had an aggregate initial value of $9.2 million . The loan balance outstanding was $2.5 million and $2.9 million as of December 31, 2015 and December 31, 2014 , respectively, reflecting the initial value plus accrued interest, less payments against the promissory note. The fair value of the note receivable is not materially different from its carrying value. As discussed above and in accordance with ASC 810 - Consolidation , we consolidate DIFZ. The following tables present selected financial information for DIFZ as of December 31, 2015 and December 31, 2014 and for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 : As of (Amounts in millions) December 31, 2015 December 31, 2014 Assets $ 4.7 $ 4.7 Liabilities 1.1 1.5 For the years ended (Amounts in millions) December 31, 2015 December 31, 2014 December 31, 2013 Revenue $ 216.1 $ 297.7 $ 414.4 The following tables present selected financial information for our equity method investees as of December 31, 2015 and December 31, 2014 and for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 : As of (Amounts in millions) December 31, 2015 December 31, 2014 Current assets $ 32.2 $ 65.8 Total assets 32.2 65.9 Current liabilities 12.5 44.4 Total liabilities 12.5 44.4 For the years ended (Amounts in millions) December 31, 2015 December 31, 2014 December 31, 2013 Revenue $ 101.8 $ 233.1 $ 203.1 Gross profit 14.8 20.7 15.9 Net income 11.4 14.4 10.7 Many of our joint ventures and VIEs only perform on a single contract. The modification or termination of a contract under a joint venture or VIE could trigger an impairment in the fair value of our investment in these entities. In the aggregate, our maximum exposure to losses as a result of our investment consists of our (i) $6.7 million investment in unconsolidated subsidiaries, (ii) $0.5 million in receivables from our unconsolidated joint ventures, (iii) $2.5 million of notes receivable from Palm Trading Investment Corp, and (iv) contingent liabilities that were neither probable nor reasonably estimable as of December 31, 2015 . |
Collaborative Arrangements
Collaborative Arrangements | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Collaborative Arrangements | Collaborative Arrangements We have historically participated in a collaborative arrangement with CH2M Hill on the LOGCAP IV program. The collaborative arrangement shared some of the risks and profit associated with this U.S. government contract and was accounted for under ASC 808 - Collaborative Arrangements where we recorded revenue gross as the principal participant. The cash inflows and outflows, as well as expenses incurred, were recorded in Cost of services in the period realized. Through August 25, 2015, our share of the profits was 70% . On August 25, 2015, we executed an agreement with CH2M Hill to end our collaborative arrangement on the LOGCAP IV contract. Subsequent to August 25, 2015, we no longer shared any of the risks or profit associated with the contract. |
Consolidating Financial Stateme
Consolidating Financial Statements of Subsidiary Guarantors | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Consolidating Financial Statements of Subsidiary Guarantors | Consolidating Financial Statements of Subsidiary Guarantors The Senior Unsecured Notes issued by DynCorp International Inc. ("Subsidiary Issuer") and the Senior Credit Facility are fully and unconditionally guaranteed, jointly and severally, by the Company ("Parent") and all of the domestic subsidiaries of Subsidiary Issuer: DynCorp International LLC, DTS Aviation Services LLC, DynCorp Aerospace Operations LLC, DynCorp International Services LLC, DIV Capital Corporation, Dyn Marine Services of Virginia LLC, Services International LLC, Worldwide Management and Consulting Services LLC, Worldwide Recruiting and Staffing Services LLC, Heliworks LLC, Phoenix Consulting Group LLC and Casals & Associates, Inc. ("Subsidiary Guarantors"). Each of the Subsidiary Issuer and the Subsidiary Guarantors is 100% owned by the Company. Under the indenture governing the Senior Unsecured Notes, a guarantee of a Subsidiary Guarantor will terminate upon the following customary circumstances: (i) the sale of the capital stock of such Subsidiary Guarantor if such sale complies with the indenture; (ii) the designation of such Subsidiary Guarantor as an unrestricted subsidiary; (iii) if such Subsidiary Guarantor no longer guarantees certain other indebtedness of the Subsidiary Issuer or (iv) the defeasance or discharge of the indenture. The following condensed consolidating financial statements present (i) condensed consolidating balance sheets as of December 31, 2015 and December 31, 2014 (ii) the condensed consolidating statement of operations and comprehensive loss for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 , (iii) condensed consolidating statements of cash flows for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 and (iv) elimination entries necessary to consolidate Parent and its subsidiaries. The Parent company, the Subsidiary Issuer, the combined Subsidiary Guarantors and the combined subsidiary non-guarantors account for their investments in subsidiaries using the equity method of accounting; therefore, the Parent column reflects the equity income of the subsidiary and its subsidiary guarantors, and subsidiary non-guarantors. Additionally, the Subsidiary Guarantors’ column reflects the equity income of its subsidiary non-guarantors. DynCorp International, Inc. is considered the Subsidiary Issuer as it issued the Senior Unsecured Notes. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events We evaluated potential subsequent events occurring after the period end date and determined no subsequent events merited disclosure for the year ended December 31, 2015 , except as disclosed within the Notes to the consolidated financial statements. |
Valuation and Qualifying Accoun
Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2015 | |
Valuation and Qualifying Accounts [Abstract] | |
Valuation and Qualifying Accounts | Valuation and Qualifying Accounts Delta Tucker Holdings, Inc. For the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 (Amount in thousands) Beginning of Period Additions Deductions from Reserve (1) End of Period Allowance for doubtful accounts: December 31, 2012 — December 31, 2013 $ 1,481 $ 1,531 $ (1,391 ) $ 1,621 December 31, 2013 — December 31, 2014 $ 1,621 $ 3,269 $ (154 ) $ 4,736 December 31, 2014 — December 31, 2015 (2) $ 4,736 $ 15,314 $ (3,767 ) $ 16,283 (1) Deductions from reserve represents accounts written off, net of recoveries. (2) Additions in 2015 primarily driven by a balance sheet reclassification related to amounts billed during the year. |
Condensed Financial Information
Condensed Financial Information of Registrant | 12 Months Ended |
Dec. 31, 2015 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Financial Information of Registrant | Condensed Financial Information of Registrant DELTA TUCKER HOLDINGS, INC. CONDENSED BALANCE SHEETS As of December 31, 2015 December 31, 2014 ( Amounts in thousands) Other assets, net $ — $ 558 Total assets $ — $ 558 Liabilities $ 213,962 $ 83,324 Deficit (213,962 ) (82,766 ) Total liabilities and deficit $ — $ 558 See notes to this schedule DELTA TUCKER HOLDINGS, INC. CONDENSED STATEMENTS OF OPERATIONS For the years ended December 31, 2015 December 31, 2014 December 31, 2013 ( Amounts in thousands) Equity in income of subsidiaries, net of tax $ (132,602 ) $ (269,780 ) $ (253,736 ) Income before income taxes (132,602 ) (269,780 ) (253,736 ) Income tax benefit — — — Net loss $ (132,602 ) $ (269,780 ) $ (253,736 ) See notes to this schedule DELTA TUCKER HOLDINGS, INC. CONDENSED STATEMENTS OF CASH FLOWS For the years ended December 31, 2015 December 31, 2014 December 31, 2013 ( Amounts in thousands) Net cash from operating activities $ 563 $ 333 $ 461 Net cash from investing activities — — — Net cash from financing activities (563 ) (333 ) (461 ) Net change in cash and cash equivalent — — — Cash and cash equivalents, beginning of period — — — Cash and cash equivalents, end of period $ — $ — $ — See notes to this schedule Schedule I - Condensed Financial Information Delta Tucker Holdings, Inc. Notes to Schedule Note 1 — Basis of Presentation Pursuant to rules and regulations of the SEC, the condensed financial statements of Delta Tucker Holdings Inc. do not reflect all of the information and notes normally included with financial statements prepared in accordance with GAAP. Therefore, these financial statements should be read in conjunction with our consolidated financial statements and related notes. Accounting for subsidiaries — We have accounted for the income of our subsidiaries under the equity method in the condensed financial statements. Note 2 — Dividends Received from Consolidated Subsidiaries We have received no dividends from our consolidated subsidiaries including DynCorp International Inc. which has covenants related to its long-term debt, including restrictions on dividend payments as of December 31, 2015 . As the parent guarantor to DynCorp International Inc., we are subject to certain restrictions set forth under the Senior Credit Facility, including restrictions on the payment of dividends. As we are the holding company of DynCorp International Inc. and have no independent operations apart from DynCorp International Inc. and no assets other than our investment in DynCorp International Inc. and associated deferred taxes, our retained earnings and net income are fully encumbered by these restrictions. Note 3 — Equity Our equity was initially comprised of a capital contribution of $550.9 million . Between our inception and December 31, 2015 , our equity has been impacted by our earnings, changes in other comprehensive loss and additional paid in capital. |
Significant Accounting Polici25
Significant Accounting Policies and Accounting Developments (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Pending Debt Maturities | Pending Debt Maturities As described in Note 7, our Senior Credit Facility and Senior Unsecured Notes mature on July 7, 2016 and July 1, 2017, respectively. As of December 31, 2015 , the total outstanding principal amount of the Company’s indebtedness was $642.3 million , consisting of $187.3 million of borrowings under the Senior Credit Facility and $455.0 million of the Senior Unsecured Notes. In the absence of a refinancing transaction or series of transactions, the Company does not have sufficient projected cash flows to pay the principal and accumulated unpaid interest on the Senior Credit Facility and Senior Unsecured Notes when those instruments mature on July 7, 2016 and July 1, 2017, respectively. As described below, the Company has received a waiver until April 30, 2016 related to a covenant violation that could significantly accelerate the maturity of these instruments. The Company is actively engaged in the process of addressing the upcoming debt maturities by refinancing the Senior Credit Facility and the Senior Unsecured Notes. However, there can be no assurances that we will be able to do so with terms that are favorable to us or at all. If we are unable to enter into an amendment to extend the maturity or otherwise refinance the Senior Credit Facility prior to: (i) the expiration of the waiver related to the covenant violation discussed below, (ii) the scheduled maturity date of the Senior Credit Facility, or (iii) any other event which could result in an acceleration of the maturity date, then the failure to pay all amounts due under the Senior Credit Facility at maturity or upon acceleration would be an event of default under the Senior Credit Facility. This potential outcome results in significant doubt in the Company's ability to continue as a going concern. Such an event of default to pay the principal due at the scheduled maturity under or upon acceleration of the Senior Credit Facility would also cause an event of default under the Senior Unsecured Notes. The consolidated financial statements included in this Annual Report on Form 10-K have been prepared on a going concern basis of accounting, which contemplates continuity of operations, realization of assets, and satisfaction of liabilities and commitments in the normal course of business. The consolidated financial statements do not reflect any adjustments that might result from the outcome of the uncertainties as discussed above. The Company's Senior Credit Facility requires that the Company’s annual financial statements include a report from its independent registered public accounting firm without a qualification as to the Company's ability to continue as a going concern. The Company has obtained approval from its lenders under its Senior Credit Facility to waive this specific requirement until April 30, 2016 in order to provide additional time to address its upcoming debt maturities. |
Fiscal Year | Fiscal Year The Company's quarterly periods end on the last Friday of the calendar quarter, except for the fourth quarter of the fiscal year, which ends on December 31. These financial statements reflect our financial results for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 . |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of both our domestic and foreign subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The Company has investments in joint ventures that are variable interest entities ("VIEs"). The VIE investments are accounted for in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 810 — Consolidation . In cases where the Company has (i) the power to direct the activities of the VIE that most significantly impact its economic performance and (ii) the obligation to absorb losses of the VIE that could potentially be significant or the right to receive benefits from the entity that could potentially be significant to the VIE, the Company consolidates the entity. Alternatively, in cases where all of the aforementioned criteria are not met, the investment is accounted for under the equity method. The Company classifies its equity method investees in two distinct groups based on management’s day-to-day involvement in the operations of each entity and the nature of each joint venture’s business. If the joint venture is deemed to be an extension of one of our segments and operationally integral to the business, our share of the joint venture’s earnings is reported within operating loss in Earnings from equity method investees in the consolidated statement of operations. If the Company considers our involvement less significant, the share of the joint venture’s net earnings is reported in Other income, net in the consolidated statement of operations. |
Noncontrolling interests | Noncontrolling Interests We record the impact of our partners' interests in less than wholly owned consolidated joint ventures as noncontrolling interests. Currently, DynCorp International FZ-LLC ("DIFZ") is our only consolidated joint venture for which we do not own 100% of the entity. In March 2012, we entered into a non-cash dividend distribution transaction with Cerberus Series Four Holdings, LLC and Cerberus Partners II, L.P., in which we distributed half of our 50% ownership in DIFZ. We now hold 25% ownership interest in DIFZ. We continue to consolidate DIFZ as we still exercise power over activities that significantly impact DIFZ’s economic performance and have the obligation to absorb losses or receive benefits of DIFZ that could potentially be significant to DIFZ. Noncontrolling interests is presented on the face of the consolidated statements of operations as an increase or reduction in arriving at "Net (loss) income attributable to Delta Tucker Holdings, Inc." Noncontrolling interests is located in the equity section on the consolidated balance sheets. See Note 12 for further information regarding DIFZ. |
Revenue Recognition and Cost Estimation on Long-Term Contracts | Federal Government Contracts — For all non-construction and non-software U.S. federal government contracts or contract elements, we apply the guidance in ASC 912 - Contractors - Federal Government. We apply the combination and segmentation guidance in ASC 605-35 Revenue - Construction-Type and Production-Type Contracts under the guidance of ASC 912 in analyzing the deliverables contained in the applicable contract to determine appropriate profit centers. Revenue is recognized by profit center using the percentage-of-completion method or completed-contract method. The completed-contract method is used when reliable estimates cannot be supported for percentage-of-completion method recognition or for short duration projects when the results of operations would not vary materially from those resulting from use of the percentage-of-completion method. Until complete, project costs may be maintained in work-in-progress, a component of inventory. Revenue is recognized based on progress towards completion over the contract period, measured by either output or input methods appropriate to the services or products provided. For example, "output measures" can include units delivered or produced, such as aircraft for which modification has been completed. "Input measures" can include a cost-to-cost method, such as for procurement-related services. Other Contracts or Contract Elements — Our contracts with non-federal government customers are predominantly service arrangements. Multiple-element arrangements involve multiple obligations in various combinations to perform services, deliver equipment or materials, grant licenses or other rights, or take certain actions. We evaluate all deliverables in an arrangement to determine whether they represent separate units of accounting. Arrangement consideration is allocated among the separate units of accounting based on the guidance applicable for the multiple-element arrangements. Arrangements that are entered into or materially modified after January 1, 2011, are allocated to those identified as multiple-element arrangement based on their relative selling price which is established through vendor specific objective evidence (“VSOE”), third party evidence, or management’s best estimate. Due to the customized nature of our arrangements, VSOE and third party evidence is generally not available. Therefore, our post-January 1, 2011 arrangements allocate the relative selling price to multiple-element arrangements utilizing management’s best estimate of selling price. Revenue Recognition and Cost Estimation on Long-Term Contracts General - We are predominantly a services provider and only include products or systems when necessary for the execution of the service arrangement. As such, systems, equipment or materials are not generally separable from the services we provide. Revenue is recognized when persuasive evidence of an arrangement exists, services or products have been provided to the customer, the sales price is fixed or determinable (for non-U.S. government contracts) or costs are identifiable, determinable, reasonable and allowable (for our U.S. government contracts), and collectability is reasonably assured (for non-U.S. government contracts) or a reasonable contractual basis for recovery exists (for U.S. government contracts). Our contracts typically fall into the following two categories with the first representing substantially all of our revenue: (i) federal government contracts and (ii) other contracts. We apply the appropriate guidance consistently to all contracts. Major factors we consider in determining total estimated revenue and cost include the base contract price, contract options, change orders (modifications of the original contract), back charges and claims, and contract provisions for penalties, award fees and performance incentives. All of these factors and other special contract provisions are evaluated throughout the life of our contracts when estimating total contract revenue under the percentage-of-completion or proportional methods of accounting. We inherently have risks related to our estimates with long-term contracts. Actual amounts could materially differ from these estimates. We believe the following are the risks associated with our estimation process: (i) assumptions are uncertain and inherently judgmental at the time of the estimate; (ii) use of reasonably different assumptions could have changed our estimates, particularly with respect to estimates of contract revenues, costs and recoverability of assets, and (iii) changes in estimates could have material effects on our financial condition or results of operations. The impact of any one of these factors could contribute to a material cumulative adjustment. Some of our contracts with the U.S. government contain award or incentive fees. We recognize award or incentive fee revenue when we can make reasonably determinable estimates of award or incentive fees to consider them in determining total estimated contract revenue. We do not consider the mere existence of potential award or incentive fees as presumptive evidence that award or incentive fees are to be included in determining total estimated revenue. In some cases, we may not be able to accurately predict whether performance targets will be met, and as such, we exclude the award or incentive fees from the determination of total revenue in such instances. Our accrual of award or incentive fees may require adjustments from time to time. We expense pre-contract costs as incurred for an anticipated contract until the contract is awarded. Throughout the life of the contract, indirect costs, including general and administrative costs, are expensed as incurred. Management regularly reviews project profitability and underlying estimates, including total cost to complete a project. For each project, estimates for total project costs are based on such factors as a project's contractual requirements and management's assessment of current and future pricing, economic conditions, political conditions and site conditions. Estimates can be impacted by such factors as additional requirements from our customers, a change in labor markets impacting the availability or cost of a skilled workforce, regulatory changes both domestically and internationally, political unrest or security issues at project locations. Revisions to estimates are reflected in our consolidated results of operations as changes in accounting estimates in the periods in which the facts that give rise to the revisions become known by management. We believe long-term contracts, contracts in a loss position and contracts with material award fees drive the significant changes in estimates in our contracts. |
Cash and Cash Equivalents | Cash and Cash Equivalents For purposes of reporting cash and cash equivalents, we consider all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. |
Restricted Cash | Restricted Cash Restricted cash represents cash restricted by certain contracts and available for use to pay specified costs and vendors on work performed on specific contracts. On some contracts, advance payments are not available for use and cash is to be disbursed for specified costs for work performed on the specific contract. Changes in restricted cash related to our contracts are included as operating activities within our consolidated statement of cash flows. For the year ended December 31, 2014 , the Company classified the long-term portion of restricted cash related to a legal matter in long term assets in our consolidated balance sheets as these amounts were restricted for periods that exceeded one year from the balance sheet date. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Management evaluates these estimates and assumptions on an ongoing basis, including but not limited to, those relating to allowances for doubtful accounts, fair value and impairment of intangible assets and goodwill, income taxes, stock based compensation, profitability on contracts, anticipated contract modifications, contingencies and litigation. Actual results could differ from those estimates. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts We establish an allowance for doubtful accounts against specific billed receivables based upon the latest information available to determine whether invoices are ultimately collectible. Such information includes the historical trends of write-offs and recovery of previously written-off accounts, the financial strength of the respective customer and projected economic and market conditions. The evaluation of these factors involves subjective judgments and changes in these factors may cause an increase to our estimated allowance for doubtful accounts, which could impact our consolidated financial statements by incurring bad debt expense. Given that we primarily serve the U.S. government, we believe the risk is low that changes in our allowance for doubtful accounts would result in a material impact on our financial results. |
Property and Equipment | Property and Equipment The cost of property and equipment, less applicable residual values, is depreciated using the straight-line method. Depreciation commences when the specific asset is complete, installed and ready for normal use. Depreciation related to equipment purchased for specific contracts is typically included within Cost of services, as this depreciation is directly attributable to project costs. We evaluate property and equipment for impairment quarterly by examining factors such as existence, functionality, obsolescence and physical condition. In the event we experience impairment, we revise the useful life estimate and record the impairment to arrive at a revised net book value. Our standard depreciation and amortization policies are as follows: Computer and related equipment 3 to 5 years Equipment and Other 2 to 10 years Leasehold improvements Shorter of lease term or useful life |
Customer Related Intangible Assets | Customer Related Intangible Assets The initial values assigned to customer-related intangibles were the result of fair value calculations associated with business combinations. The values were determined based on estimates and judgments regarding expectations for the estimated future after-tax cash flows from those assets over their lives, including the probability of expected future contract renewals and sales, less a cost-of-capital charge, all of which was discounted to present value. We evaluate the carrying value of our customer-related intangibles within the asset group representing the lowest level of identifiable cash flows whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The customer related intangible carrying value is considered impaired when the anticipated undiscounted cash flows from such asset group is less than its carrying value. In that case, a loss is recognized based on the amount by which the carrying value exceeds the fair value. |
Indefinite-Lived Assets and Goodwill | Indefinite-Lived Assets and Goodwill Indefinite-lived assets, including goodwill and indefinite-lived tradename, are not amortized but are subject to an annual impairment test. We evaluate goodwill and indefinite lived tradename for impairment annually in the first month of the fourth quarter of each fiscal year and when an event occurs or circumstances change to suggest that the carrying value may not be recoverable. The first step of the impairment test compares the fair value of each of our reporting units with its carrying amount, including indefinite-lived assets. If the fair value of a reporting unit exceeds its carrying amount, the indefinite-lived assets of the reporting unit are not considered impaired, and the second step of the impairment test is unnecessary. If the carrying amount of a reporting unit exceeds its fair value, the second step of the impairment test is performed to measure the amount of the impairment loss, if any. |
Income Taxes | Income Taxes We file income, franchise, gross receipts and similar tax returns in many jurisdictions. Our tax returns are subject to audit by the Internal Revenue Service, within most states in the U.S., and by various government agencies representing several jurisdictions outside the U.S. We use the asset and liability approach for financial accounting and reporting for income taxes in accordance with GAAP. Deferred income tax assets and liabilities are computed quarterly for differences between the financial statement and tax basis of assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Income tax expense is made up of current expense which includes both permanent and temporary differences and deferred expense which only includes temporary differences. Income tax expense is the amount of tax payable for the period plus or minus the change in deferred tax assets and liabilities during the period. We perform a comprehensive review of our portfolio of uncertain tax positions regularly. The accounting for uncertainty in income taxes requires a more-likely-than-not threshold for financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. A liability is recorded when a benefit is recognized for a tax position and it is not more-likely-than-not that the position will be sustained on its technical merits or where the position is more-likely-than-not that it will be sustained on its technical merits, but the largest amount to be realized upon settlement is less than 100% of the position. To the extent that our assessment of such tax positions changes, the change in estimate is recorded in the period in which the determination is made. Tax-related interest is included within interest expense and tax-related penalties are included within income tax expense in our consolidated statements of operations. See Note 4 regarding income taxes. |
Share Based Compensation | Share Based Compensation We recognize compensation expense in the financial statements for all share based arrangements. Share based compensation cost is measured at the date of grant, based on the fair value of the award, and is recognized over the employee's requisite service period. See Note 9 for further discussion on share based compensation. |
Currency Translation | Currency Translation The assets and liabilities of our subsidiaries outside the U.S. that have a currency other than the U.S. dollar are translated into U.S. dollars at the rates of exchange in effect at the balance sheet dates. Results of operations and cash flow items for these subsidiaries are translated at the average exchange rates prevailing during the period. Gains and losses resulting from currency transactions and the re-measurement of the financial statements of U.S. functional currency foreign subsidiaries are recognized currently in Cost of services and Other income, net, respectively and those resulting from translation of financial statements are included in accumulated other comprehensive income. Our foreign currency transactional gains and losses were not material for the calendar years ended December 31, 2015 , December 31, 2014 and December 31, 2013 . |
Operating Segments | Operating Segments Our business is aligned into two operating and reporting segments, DynAviation and DynLogistics. Our chief operating decision maker assesses performance and allocates resources based upon the separate financial information around the Company’s operating segments, which is comprised of numerous contracts. |
Accounting Developments | Accounting Developments Pronouncements Issued In January 2015, the FASB issued Accounting Standards Update ("ASU") No. 2015-01, Income Statement-Extraordinary and Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items. ASU 2015-01 eliminates from GAAP the concept of extraordinary items. The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015, and may be applied either prospectively or retrospectively to all prior periods presented in the financial statements. Early adoption is permitted provided that the guidance is applied from the beginning of the fiscal year of adoption. The adoption of this guidance is not expected to have a material impact on our consolidated financial statements. In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis. ASU 2015-02 changes the consolidation guidance to address concerns of stakeholders that current accounting for certain legal entities might require a reporting entity to consolidate another legal entity in situations in which the reporting entity’s contractual rights do not give it the ability to act primarily on its own behalf, the reporting entity does not hold a majority of the legal entity’s voting rights, or the reporting entity is not exposed to a majority of the legal entity’s economic benefits or obligations. ASU 2015-02 will be effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. We are currently evaluating both methods of adoption as well as the effect ASU 2015-02 will have on our consolidated financial position, results of operations and cash flows. In April 2015, the FASB issued ASU No. 2015-03, Simplifying the Presentation of Debt Issuance Costs. ASU 2015-03 requires that deferred financing costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of the related debt liability instead of being presented as an asset, consistent with debt discounts. Debt disclosures will include the face amount of the debt liability and the effective interest rate. The update is effective for fiscal years beginning after December 15, 2015, and required retrospective application. Early adoption is permitted for financial statements that have not been previously issued. We have chosen not to early adopt ASU 2015-03. When we adopt ASU 2015-03, our current deferred financing costs, net, and deferred financing costs, net, will be presented as current liabilities and long term liabilities, respectively, in the consolidated balance sheets. See Note 2 for further discussion of deferred financing costs. In July 2015, the FASB issued ASU No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory. ASU 2015-11 requires an entity who measures inventory using FIFO or average cost to measure inventory at the lower of cost or net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs. The update is effective for fiscal years beginning after December 15, 2016 and interim periods within fiscal years beginning after December 15, 2016 and applied prospectively. Early adoption is permitted, including adoption in an interim period. We are currently evaluating the potential effects of the adoption of ASU 2015-11 on our consolidated financial position. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers , which outlines a single set of comprehensive principles for recognizing revenue under GAAP. In April 2015, the FASB deferred the effective date of the new standard to January 1, 2018. The standard permits the use of either the retrospective or modified-retrospective method. We are currently evaluating both methods of adoption as well as the effect ASU 2014-09 will have on our consolidated financial position, results of operations and cash flows. In November 2015, the FASB issued ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes , which eliminates the current requirement to present deferred tax liabilities and assets as current and noncurrent amounts in a classified statement of financial position. Instead, entities will be required to classify all deferred tax assets and liabilities as noncurrent in a statement of financial position. This standard is effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early application is permitted. We are currently evaluating the potential effects of the adoption of ASU 2015-17 on our consolidated financial position. In February 2016, the FASB issued ASU No. 2016-02, Leases . The guidance in ASU 2016-02 supersedes the lease recognition requirements in ASC Topic 840, Leases . ASU 2016-02 requires an entity to recognize assets and liabilities arising from a lease for both financing and operating leases, along with additional qualitative and quantitative disclosures. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. We are currently evaluating the potential effects of the adoption of ASU 2016-02 on our consolidated financial statements. Other accounting standards updates effective after December 31, 2015 are not expected to have a material effect on our consolidated financial position or annual results of operations and cash flows. |
Significant Accounting Polici26
Significant Accounting Policies and Accounting Developments (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Variable Interest Entity ownership percentages | Economic rights in active joint ventures that are operationally integral are indicated by the ownership percentages in the table listed below. Partnership for Temporary Housing LLC ("PaTH") 30 % Contingency Response Services LLC ("CRS") 45 % Global Response Services LLC ("GRS") 51 % Global Linguist Solutions LLC ("GLS") 51 % |
Equity Method Investment ownership percentages | Economic rights in an active joint venture that the Company does not consider operationally integral are indicated by the ownership percentage in the table listed below. Babcock DynCorp Limited ("Babcock") 44 % |
Aggregate gross favorable and unfavorable adjustments to income (loss) before income taxes | The following table presents the aggregate gross favorable and unfavorable adjustments to income before taxes resulting from changes in contract estimates for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 . For the years ended December 31, 2015 December 31, 2014 December 31, 2013 (Amounts in millions) Gross favorable adjustments $ 29.2 $ 7.4 $ 45.8 Gross unfavorable adjustments (3.3 ) (53.9 ) (20.7 ) Net adjustments $ 25.9 $ (46.5 ) $ 25.1 |
Summary of standard depreciation and amortization policies | Our standard depreciation and amortization policies are as follows: Computer and related equipment 3 to 5 years Equipment and Other 2 to 10 years Leasehold improvements Shorter of lease term or useful life |
Composition of Certain Financ27
Composition of Certain Financial Statement Captions (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Prepaid expenses and other current assets | Prepaid expenses and other current assets As of December 31, 2015 December 31, 2014 (Amounts in thousands) Prepaid expenses $ 30,985 $ 30,821 Income tax refunds receivable 204 655 Inventories 14,776 25,198 Aircraft parts inventory held on consignment — 2,278 Work-in-process inventory, net 1,733 5,772 Joint venture receivables 460 1,497 Current deferred financing costs, net 2,406 — Other current assets 7,525 7,979 Total prepaid expenses and other current assets $ 58,089 $ 74,200 |
Property and equipment, net | Property and equipment, net As of December 31, 2015 December 31, 2014 (Amounts in thousands) Helicopters $ 983 $ 7,108 Computers and other equipment 10,392 11,061 Leasehold improvements 19,639 19,055 Office furniture and fixtures 4,541 4,203 Gross property and equipment 35,555 41,427 Less accumulated depreciation (19,861 ) (17,641 ) Total property and equipment, net $ 15,694 $ 23,786 |
Other assets, net | Other assets, net As of December 31, 2015 December 31, 2014 (Amounts in thousands) Deferred financing costs, net $ 2,835 $ 11,775 Investment in affiliates 6,712 8,191 Palm promissory notes, long-term portion 2,079 2,853 Other 3,536 4,697 Total other assets, net $ 15,162 $ 27,516 |
Accrued payroll and employee costs | Accrued payroll and employee costs As of December 31, 2015 December 31, 2014 (Amounts in thousands) Wages, compensation and other benefits $ 85,216 $ 74,416 Accrued vacation 14,433 18,889 Accrued contributions to employee benefit plans 1,032 402 Total accrued payroll and employee costs $ 100,681 $ 93,707 |
Accrued liabilities | Accrued liabilities As of December 31, 2015 December 31, 2014 (Amounts in thousands) Customer liability $ 21,183 $ 22,635 Accrued insurance 35,530 20,551 Accrued interest 24,370 24,250 Unrecognized tax benefit — 7,999 Contract losses 15,718 27,864 Legal reserves 5,063 8,657 Subcontractor retention 1,646 1,761 Financed insurance — 2,055 Other 11,208 14,254 Total accrued liabilities $ 114,718 $ 130,026 |
Goodwill, Other Intangible As28
Goodwill, Other Intangible Assets, and Long-Lived Assets (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill balances for segments | The carrying amount of goodwill, by segment, was as follows: (Amounts in thousands) DynAviation DynLogistics Total Balance as of December 31, 2013 $ 160,932 $ 132,835 $ 293,767 Impairment of goodwill (74,137 ) (90,742 ) (164,879 ) Balance as of December 31, 2014 86,795 42,093 128,888 Impairment of goodwill (86,795 ) — (86,795 ) Balance as of December 31, 2015 $ — $ 42,093 $ 42,093 |
Information about changes relating to certain intangible assets | The following tables provide information about changes relating to certain intangible assets: December 31, 2015 (Amounts in thousands, except years) Weighted Gross Accumulated Impairment Transfer to Assets Held for Sale Net Other intangible assets: Customer-related intangible assets 4.0 $ 252,615 $ (142,020 ) $ — $ — $ 110,595 Other Finite-lived 0.7 13,325 (10,430 ) — (11 ) 2,884 Indefinite-lived 5,059 — (5,059 ) — — Total other intangibles $ 270,999 $ (152,450 ) $ (5,059 ) $ (11 ) $ 113,479 Tradenames: Finite-lived 0.0 $ 869 $ (869 ) $ — $ — $ — Indefinite-lived 28,700 — (164 ) — 28,536 Total tradenames $ 29,569 $ (869 ) $ (164 ) $ — $ 28,536 December 31, 2014 (Amounts in thousands, except years) Weighted Gross Accumulated Impairment Net Other intangible assets: Customer-related intangible assets 4.6 $ 350,912 $ (178,126 ) $ (33,388 ) $ 139,398 Other Finite-lived 4.8 15,418 (10,395 ) — 5,023 Indefinite-lived 5,059 — — 5,059 Total other intangibles $ 371,389 $ (188,521 ) $ (33,388 ) $ 149,480 Tradenames: Finite-lived 0.4 $ 869 $ (807 ) $ — $ 62 Indefinite-lived 43,222 — (14,522 ) 28,700 Total tradenames $ 44,091 $ (807 ) $ (14,522 ) $ 28,762 |
Future amortization based upon the finite-lived intangible assets owned | The following table outlines an estimate of future amortization based upon the finite-lived intangible assets owned at December 31, 2015 : Amortization (1) Estimate for calendar year 2016 30,014 Estimate for calendar year 2017 27,465 Estimate for calendar year 2018 24,196 Estimate for calendar year 2019 20,928 Estimate for calendar year 2020 10,839 Thereafter 37 (1)The future amortization is inclusive of the finite lived intangible-assets. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Domestic and foreign components of Income (loss) before income taxes | The domestic and foreign components of Loss before income taxes are as follows: For the years ended December 31, 2015 December 31, 2014 December 31, 2013 (Amounts in thousands) Domestic $ (143,446 ) $ (286,799 ) $ (286,989 ) Foreign 3,981 (1,391 ) 27 Loss before income taxes $ (139,465 ) $ (288,190 ) $ (286,962 ) |
Benefit (provision for) from income taxes | The Benefit for income taxes consists of the following: For the years ended December 31, 2015 December 31, 2014 December 31, 2013 (Amounts in thousands) Current portion: Federal $ — $ 311 $ — State (550 ) (800 ) (784 ) Foreign (7,391 ) (3,363 ) (16,045 ) (7,941 ) (3,852 ) (16,829 ) Deferred portion: Federal 16,024 23,001 52,574 State 388 739 1,086 Foreign 201 682 630 16,613 24,422 54,290 Benefit for income taxes $ 8,672 $ 20,570 $ 37,461 |
Schedule of deferred tax assets and liabilities | Temporary differences, which give rise to deferred tax assets and liabilities, were as follows: As of December 31, 2015 December 31, 2014 (Amounts in thousands) Deferred tax assets related to: Workers' compensation accrual $ 8,430 $ 5,046 Accrued vacation 3,586 4,734 Completion bonus allowance 4,984 6,001 Accrued severance 1,494 3,751 Accrued executive incentives 6,754 2,151 Legal reserve 1,812 3,099 Accrued health costs 2,798 799 Contract loss reserve 7,107 11,684 Other accrued liabilities and reserves 17,137 26,261 Partnership / joint venture basis differences 4,731 3,072 Foreign tax credit carryforward 25,571 16,336 Net operating loss carryforward 2,793 979 Other carryforwards 816 704 Uncertain tax positions 943 5,649 Goodwill and other intangible assets 37,015 44,201 Valuation allowance (71,616 ) (47,808 ) Total deferred tax assets 54,355 86,659 Deferred tax liabilities related to: Prepaid insurance (3,942 ) (5,242 ) Indefinite lived intangibles (15,473 ) (31,806 ) Unbilled receivables (48,910 ) (75,392 ) Total deferred tax liabilities (68,325 ) (112,440 ) Total deferred tax liabilities, net $ (13,970 ) $ (25,781 ) Deferred tax assets and liabilities are reported as: As of December 31, 2015 December 31, 2014 (Amounts in thousands) Current deferred tax liabilities, net $ (27,334 ) $ (31,477 ) Non-current deferred tax assets, net 13,364 5,696 Deferred tax liabilities, net $ (13,970 ) $ (25,781 ) |
Reconciliation of the statutory federal income tax rate to Company's effective rate | A reconciliation of the statutory federal income tax rate to our effective rate is provided below: For the years ended December 31, 2015 December 31, 2014 December 31, 2013 Statutory rate 35.0 % 35.0 % 35.0 % State income tax, less effect of federal deduction (0.1 )% — % 0.1 % Noncontrolling interests 0.5 % 0.3 % 0.5 % Goodwill impairment (1) (11.6 )% (11.2 )% (22.6 )% Uncertain tax positions — % 0.1 % (0.1 )% Nondeductible expenses (0.9 )% (0.8 )% (0.4 )% Valuation allowance (16.7 )% (16.2 )% — % Other — % (0.1 )% 0.6 % Effective tax rate 6.2 % 7.1 % 13.1 % (1) Includes non-cash impairment charges to goodwill for years ended December 31, 2015 , December 31, 2014 and December 31, 2013 , respectively. See Note 3 for further discussion. |
Reconciliation of the beginning and ending amount of unrecognized tax benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: (Amounts in thousands) Unrecognized Tax Benefits Balance at December 31, 2013 $ 9,473 Additions for tax positions related to prior years — Reductions for tax positions of prior years (447 ) Settlements (1,375 ) Remeasurements (311 ) Net releases — Lapse of statute of limitations — Balance at December 31, 2014 $ 7,340 Additions for tax positions related to prior years — Reductions for tax positions of prior years (112 ) Settlements — Remeasurements — Net releases — Lapse of statute of limitations (4,594 ) Balance at December 31, 2015 $ 2,634 |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Receivables [Abstract] | |
Accounts receivable | Accounts Receivable, net consisted of the following: As of December 31, 2015 December 31, 2014 (Amounts in thousands) Billed $ 136,127 $ 146,286 Unbilled 249,970 302,210 Total $ 386,097 $ 448,496 |
Retirement Plans (Tables)
Retirement Plans (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Schedule of pension fund | Our participation in the IAMNPF for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 is outlined in the table below. The "EIN/PN" column provides the Employee Identification Number ("EIN") and the three-digit plan number ("PN"). The most recent Pension Protection Act ("PPA") zone status available for 2015, 2014 and 2013 is for the plan year-ends as indicated below. The zone status is based on information that the Company received from the plan and is certified by the plan's actuary. Among other factors, plans in the red zone are generally less than 65 percent funded, plans in the yellow zone are between 65 percent and 80 percent funded, and plans in the green zone are at least 80 percent funded. The "FIP/RP Status Pending/Implemented" column indicates if the plan has a financial improvement plan ("FIP") or a rehabilitation plan ("RP") which is either pending or has been implemented. In addition to regular plan contributions, we may be subject to a surcharge if the plan is in the red zone. The "Surcharge Imposed" column indicates whether a surcharge has been imposed on contributions to the plan. The last column lists the expiration date of the collective-bargaining agreements to which the plan is subject. FIP / RP Status Total Contributions of DynCorp International Expiration PPA Zone Status (2) Pending / (Amounts in thousands) Surcharge Date of Pension Fund EIN/PN 2015 2014 2013 Implemented 2015 2014 2013 Imposed CBA IAMNPF (1) 516031295 / 001 Green Green Green No $9,341 $6,845 $6,062 No 4/30/2016 through 8/31/2019 (1) Of the 16 collective-bargaining agreements that require contributions to this plan, the agreement with International Association of Machinists ("IAM") union employees at T44-Corpus Christi is the most significant as contributions under this plan for years 2016 through the expiration date of the collective-bargaining agreement will approximate $3.8 million , or 17% of all required contributions to the IAMNPF. (2) Unless otherwise noted, the most recent PPA zone status available in 2015, 2014 and 2013, is for the plan’s year-end status for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 , respectively. The zone status is based on information we receive from the plan and is certified by the plan's actuary. Generally, plans in the red zone are less than 65% funded, plans in the yellow zone are between 65% and 80% funded, and plans in the green zone are at least 80% funded. |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Long-term Debt, Unclassified [Abstract] | |
Schedule of long-term debt | Long-term debt consisted of the following: As of December 31, 2015 December 31, 2014 (Amounts in thousands) 10.375% senior unsecured notes $ 455,000 $ 455,000 Term loan 187,272 187,272 Total indebtedness 642,272 642,272 Less current portion of long-term debt (187,272 ) — Total long-term debt $ 455,000 $ 642,272 |
Schedule of maximum leverage ratios by period end | Effective with the Fourth Amendment, the maximum total leverage ratios are set forth below as follows: Period Ending Total Leverage Ratio December 31, 2015 7.75 to 1.0 March 25, 2016 7.60 to 1.0 June 24, 2016 6.90 to 1.0 June 25, 2016 and thereafter 6.60 to 1.0 |
Schedule of interest coverage ratios by period end | Effective with the Fourth Amendment, the interest coverage ratios are set forth below as follows: Period Ending Interest Coverage Ratio December 31, 2015 1.05 to 1.0 March 25, 2016 1.15 to 1.0 June 24, 2016 1.20 to 1.0 June 25, 2016 and thereafter 1.30 to 1.0 |
Schedule of debt redemption prices | The applicable redemption prices with respect to the Senior Unsecured Notes on any applicable redemption date if redeemed during the 12-month period commencing on July 1 of the years set forth below are as follows: Year Redemption Price 2015 102.6 % 2016 and thereafter 100.0 % |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Minimum fixed rentals non-cancelable under operating leases | Minimum fixed rental payments non-cancelable for the next five years and thereafter under operating leases in effect as of December 31, 2015 , are as follows: Calendar Year Real Estate Equipment Total (Amounts in thousands) 2016 (1) $ 14,837 $ 6,343 $ 21,180 2017 11,782 2,780 14,562 2018 9,488 176 9,664 2019 5,083 — 5,083 2020 4,125 — 4,125 Thereafter 10,261 — 10,261 Total $ 55,576 $ 9,299 $ 64,875 (1) The minimum lease table above excludes agreements of one year or less in duration. These leases are accounted for in our rent expense, however, because of the short tenure of the lease, these are not reflected in the table above. |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Disclosure of assumptions used | A summary of the Class B Interest plans activity for the years ended December 31, 2015 and December 31, 2014 is as follows: Number of Interests Outstanding at December 31, 2013 3,144 Granted: Class B-1 4,339 Class B-2 — Exercised — Forfeited or expired (1,582 ) Outstanding at December 31, 2014 5,901 Granted: Class B-1 — Class B-2 — Exercised — Forfeited or expired (135 ) Outstanding at December 31, 2015 5,766 |
Schedule of nonvested share activity during the year | The following is a summary of the changes in non-vested shares for the years ended December 31, 2015 and December 31, 2014 : Number of Shares Non-vested shares at December 31, 2013 2,123 Granted 4,339 Vested (3,646 ) Forfeited (1,582 ) Non-vested shares at December 31, 2014 1,234 Granted — Vested (893 ) Forfeited (135 ) Non-vested shares at December 31, 2015 206 |
Fair Value of Financial Asset35
Fair Value of Financial Assets and Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Estimate of fair value of long-term debt based on quoted prices in active markets | Our estimate of the fair value of our long-term debt is based on Level 1 and Level 2 inputs, as defined above. As of December 31, 2015 December 31, 2014 Carrying Fair Carrying Fair (Amounts in thousands) Amount Value Amount Value 10.375% senior unsecured notes $ 455,000 $ 337,838 $ 455,000 $ 373,100 Term loan 187,272 179,781 187,272 185,868 Total indebtedness 642,272 517,619 642,272 558,968 Less current portion of long-term debt (187,272 ) (179,781 ) — — Total long-term debt $ 455,000 $ 337,838 $ 642,272 $ 558,968 |
Segment and Geographic Inform36
Segment and Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Summary of the financial information of the reportable segments reconciled | The following is a summary of the financial information of the reportable segments reconciled to the amounts reported in the consolidated financial statements: For the years ended December 31, 2015 December 31, 2014 December 31, 2013 (Amounts in thousands) Revenue DynAviation $ 1,276,062 $ 1,204,417 $ 1,373,635 DynLogistics 647,142 1,045,200 1,920,715 Headquarters / Other (1) (27 ) 2,692 (7,166 ) Total revenue $ 1,923,177 $ 2,252,309 $ 3,287,184 Operating (loss) / income DynAviation $ (69,240 ) $ (61,501 ) $ (194,701 ) DynLogistics 42,496 (67,097 ) 36,243 Headquarters / Other (2) (47,975 ) (91,348 ) (48,322 ) Total operating loss $ (74,719 ) $ (219,946 ) $ (206,780 ) Depreciation and amortization DynAviation $ 2,473 $ 1,665 $ 1,628 DynLogistics 250 55 543 Headquarters / Other 34,531 47,987 48,108 Total depreciation and amortization (3) $ 37,254 $ 49,707 $ 50,279 (1) Headquarters revenue primarily represents revenue earned on shared services arrangements for general and administrative services provided to unconsolidated joint ventures and elimination of intercompany items between segments. (2) Headquarters operating expenses primarily relates to amortization of intangible assets and other costs that are not allocated to segments and are not billable to our U.S. government customers, partially offset by equity method investee income. (3) Includes amounts in Cost of services of $2.3 million , $1.1 million and $1.7 million for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 , respectively. As of December 31, 2015 December 31, 2014 December 31, 2013 (Amounts in thousands) Assets DynAviation $ 351,627 $ 393,246 $ 447,646 DynLogistics 173,036 299,961 591,304 Headquarters / Other (1) 265,267 289,280 460,971 Total assets $ 789,930 $ 982,487 $ 1,499,921 |
Schedule of Assets Allocation to segment | As of December 31, 2015 December 31, 2014 December 31, 2013 (Amounts in thousands) Assets DynAviation $ 351,627 $ 393,246 $ 447,646 DynLogistics 173,036 299,961 591,304 Headquarters / Other (1) 265,267 289,280 460,971 Total assets $ 789,930 $ 982,487 $ 1,499,921 (1) Assets primarily include cash, investments in unconsolidated subsidiaries, net deferred tax liabilities, intangible assets (excluding goodwill) and deferred debt issuance costs. |
Summary of Revenue by geography | Revenue by geography is determined based on the location of services provided. For the years ended December 31, 2015 December 31, 2014 December 31, 2013 (Amounts in thousands) United States $ 658,639 34 % $ 612,220 27 % $ 695,772 21 % Afghanistan 648,058 34 % 1,003,205 45 % 1,845,234 56 % Middle East (1) 407,521 21 % 387,021 17 % 534,861 16 % Other Americas 76,746 4 % 84,424 4 % 87,759 3 % Europe 70,456 4 % 53,853 2 % 52,365 2 % Asia-Pacific 29,362 1 % 41,953 2 % 46,170 1 % Other 32,395 2 % 69,633 3 % 25,023 1 % Total revenue $ 1,923,177 100 % $ 2,252,309 100 % $ 3,287,184 100 % (1) The Middle East includes but is not limited to activities in Iraq, Oman, Qatar, United Arab Emirates, Kuwait, Palestine, Sudan, Pakistan, Jordan, Lebanon, Bahrain, Saudi Arabia, Turkey and Egypt. The vast majority of all assets owned by the Company were located in the U.S. as of December 31, 2015 . |
Related Parties, Joint Ventur37
Related Parties, Joint Ventures and Variable Interest Entities (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Ownership percentage of Joint Ventures and Variable Interest Entities | Our most significant joint ventures and VIEs and our associated ownership percentages are listed as follows: Partnership for Temporary Housing LLC ("PaTH") 30 % Contingency Response Services LLC ("CRS") 45 % Global Response Services LLC ("GRS") 51 % Global Linguist Solutions ("GLS") 51 % DynCorp International FZ - LLC ("DIFZ") 25 % Babcock DynCorp Limited ("Babcock") 44 % |
Selected financial information for related parties and equity method investees | The following tables present selected financial information for DIFZ as of December 31, 2015 and December 31, 2014 and for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 : As of (Amounts in millions) December 31, 2015 December 31, 2014 Assets $ 4.7 $ 4.7 Liabilities 1.1 1.5 For the years ended (Amounts in millions) December 31, 2015 December 31, 2014 December 31, 2013 Revenue $ 216.1 $ 297.7 $ 414.4 The following tables present selected financial information for our equity method investees as of December 31, 2015 and December 31, 2014 and for the years ended December 31, 2015 , December 31, 2014 and December 31, 2013 : As of (Amounts in millions) December 31, 2015 December 31, 2014 Current assets $ 32.2 $ 65.8 Total assets 32.2 65.9 Current liabilities 12.5 44.4 Total liabilities 12.5 44.4 For the years ended (Amounts in millions) December 31, 2015 December 31, 2014 December 31, 2013 Revenue $ 101.8 $ 233.1 $ 203.1 Gross profit 14.8 20.7 15.9 Net income 11.4 14.4 10.7 |
Consolidating Financial State38
Consolidating Financial Statements of Subsidiary Guarantors (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Condensed Consolidating Statement of Operations Information | Delta Tucker Holdings, Inc. and Subsidiaries Condensed Consolidating Statement of Operations Information For the year ended December 31, 2015 (Amounts in thousands) Parent Subsidiary Subsidiary Guarantors Subsidiary Non- Guarantors Eliminations Consolidated Revenue $ — $ — $ 1,937,385 $ 241,716 $ (255,924 ) $ 1,923,177 Cost of services — — (1,739,280 ) (238,254 ) 255,855 (1,721,679 ) Selling, general and administrative expenses — — (144,625 ) (115 ) 65 (144,675 ) Depreciation and amortization expense — — (33,857 ) (1,133 ) 4 (34,986 ) Earnings from equity method investees — — 140 — — 140 Impairment of goodwill, intangibles and long lived assets — — (96,696 ) — — (96,696 ) Operating (loss) income — — (76,933 ) 2,214 — (74,719 ) Interest expense — (65,689 ) (3,135 ) — — (68,824 ) Loss on early extinguishment of debt — — — — — — Interest income — — 103 7 — 110 Equity in (loss) income of consolidated subsidiaries (132,602 ) (89,904 ) 149 — 222,357 — Other income, net — — 3,952 16 — 3,968 (Loss) income before income taxes (132,602 ) (155,593 ) (75,864 ) 2,237 222,357 (139,465 ) Benefit (provision) for income taxes — 22,991 (14,040 ) (279 ) — 8,672 Net (loss) income (132,602 ) (132,602 ) (89,904 ) 1,958 222,357 (130,793 ) Noncontrolling interest — — — (1,809 ) — (1,809 ) Net (loss) income attributable to Delta Tucker Holdings, Inc. $ (132,602 ) $ (132,602 ) $ (89,904 ) $ 149 $ 222,357 $ (132,602 ) Delta Tucker Holdings, Inc. and Subsidiaries Condensed Consolidating Statement of Operations Information For the year ended December 31, 2014 (Amounts in thousands) Parent Subsidiary Subsidiary Guarantors Subsidiary Non- Guarantors Eliminations Consolidated Revenue $ — $ — $ 2,268,349 $ 315,551 $ (331,591 ) $ 2,252,309 Cost of services — — (2,092,339 ) (312,110 ) 331,584 (2,072,865 ) Selling, general and administrative expenses — — (146,623 ) (265 ) 7 (146,881 ) Depreciation and amortization expense — — (47,979 ) (603 ) — (48,582 ) Earnings from equity method investees — — 489 9,588 — 10,077 Impairment of goodwill, intangibles and long lived assets — — (214,004 ) — — (214,004 ) Operating (loss) income — — (232,107 ) 12,161 — (219,946 ) Interest expense — (68,221 ) (2,562 ) — — (70,783 ) Loss on early extinguishment of debt — (1,362 ) — — — (1,362 ) Interest income — — 198 23 — 221 Equity in (loss) income of consolidated subsidiaries (269,780 ) (224,551 ) 10,174 — 484,157 — Other income (expense), net — — 3,736 (56 ) — 3,680 (Loss) income before income taxes (269,780 ) (294,134 ) (220,561 ) 12,128 484,157 (288,190 ) Benefit (provision) for income taxes — 24,354 (3,990 ) 206 — 20,570 Net (loss) income (269,780 ) (269,780 ) (224,551 ) 12,334 484,157 (267,620 ) Noncontrolling interest — — — (2,160 ) — (2,160 ) Net (loss) income attributable to Delta Tucker Holdings, Inc. $ (269,780 ) $ (269,780 ) $ (224,551 ) $ 10,174 $ 484,157 $ (269,780 ) Delta Tucker Holdings, Inc. and Subsidiaries Condensed Consolidating Statement of Operations Information For the year ended December 31, 2013 (Amounts in thousands) Parent Subsidiary Subsidiary Guarantors Subsidiary Non- Guarantors Eliminations Consolidated Revenue $ — $ — $ 3,298,767 $ 445,144 $ (456,727 ) $ 3,287,184 Cost of services — — (3,006,723 ) (437,375 ) 456,845 (2,987,253 ) Selling, general and administrative expenses — — (148,962 ) (845 ) (118 ) (149,925 ) Depreciation and amortization expense — — (48,028 ) (600 ) — (48,628 ) Earnings from equity method investees — — 1,510 3,060 — 4,570 Impairment of goodwill, intangibles and long lived assets — — (312,728 ) — — (312,728 ) Operating (loss) income — — (216,164 ) 9,384 — (206,780 ) Interest expense — (75,001 ) (3,825 ) — — (78,826 ) Loss on early extinguishment of debt — (703 ) — — — (703 ) Interest income — — 130 27 — 157 Equity in (loss) income of consolidated subsidiaries (253,736 ) (204,678 ) 5,097 — 453,317 — Other (expense) income, net — — (998 ) 188 — (810 ) (Loss) income before income taxes (253,736 ) (280,382 ) (215,760 ) 9,599 453,317 (286,962 ) Benefit (provision) for income taxes — 26,646 11,082 (267 ) — 37,461 Net (loss) income (253,736 ) (253,736 ) (204,678 ) 9,332 453,317 (249,501 ) Noncontrolling interest — — — (4,235 ) — (4,235 ) Net (loss) income attributable to Delta Tucker Holdings, Inc. (253,736 ) (253,736 ) (204,678 ) 5,097 453,317 (253,736 ) |
Schedule of Condensed Statement of Comprehensive Income | Delta Tucker Holdings, Inc. and Subsidiaries Condensed Consolidating Statement of Comprehensive Loss For the year ended December 31, 2015 (Amounts in thousands) Parent Subsidiary Issuer Subsidiary Guarantors Subsidiary Non-Guarantors Eliminations Consolidated Net (loss) income $ (132,602 ) $ (132,602 ) $ (89,904 ) $ 1,958 $ 222,357 $ (130,793 ) Other comprehensive loss: Currency translation adjustment (122 ) (122 ) — (122 ) 244 (122 ) Other comprehensive loss, before tax (122 ) (122 ) — (122 ) 244 (122 ) Income tax benefit related to items of other comprehensive loss 43 43 — 43 (86 ) 43 Other comprehensive loss (79 ) (79 ) — (79 ) 158 (79 ) Comprehensive (loss) income (132,681 ) (132,681 ) (89,904 ) 1,879 222,515 (130,872 ) Noncontrolling interest — — — (1,809 ) — (1,809 ) Comprehensive (loss) income attributable to Delta Tucker Holdings, Inc. $ (132,681 ) $ (132,681 ) $ (89,904 ) $ 70 $ 222,515 $ (132,681 ) Delta Tucker Holdings, Inc. and Subsidiaries Condensed Consolidating Statement of Comprehensive Loss For the year ended December 31, 2014 (Amounts in thousands) Parent Subsidiary Issuer Subsidiary Guarantors Subsidiary Non-Guarantors Eliminations Consolidated Net (loss) income $ (269,780 ) $ (269,780 ) $ (224,551 ) $ 12,334 $ 484,157 $ (267,620 ) Other comprehensive loss: Currency translation adjustment (131 ) (131 ) — (131 ) 262 (131 ) Other comprehensive loss, before tax (131 ) (131 ) — (131 ) 262 (131 ) Income tax benefit related to items of other comprehensive loss 47 47 — 47 (94 ) 47 Other comprehensive loss (84 ) (84 ) — (84 ) 168 (84 ) Comprehensive (loss) income (269,864 ) (269,864 ) (224,551 ) 12,250 484,325 (267,704 ) Noncontrolling interest — — — (2,160 ) — (2,160 ) Comprehensive (loss) income attributable to Delta Tucker Holdings, Inc. $ (269,864 ) $ (269,864 ) $ (224,551 ) $ 10,090 $ 484,325 $ (269,864 ) Delta Tucker Holdings, Inc. and Subsidiaries Condensed Consolidating Statement of Comprehensive Loss For the year ended December 31, 2013 (Amounts in thousands) Parent Subsidiary Issuer Subsidiary Guarantors Subsidiary Non-Guarantors Eliminations Consolidated Net (loss) income $ (253,736 ) $ (253,736 ) $ (204,678 ) $ 9,332 $ 453,317 $ (249,501 ) Other comprehensive loss: Currency translation adjustment (437 ) (437 ) (242 ) (195 ) 874 (437 ) Other comprehensive loss, before tax (437 ) (437 ) (242 ) (195 ) 874 (437 ) Income tax benefit related to items of other comprehensive loss 157 157 86 70 (313 ) 157 Other comprehensive loss (280 ) (280 ) (156 ) (125 ) 561 (280 ) Comprehensive (loss) income (254,016 ) (254,016 ) (204,834 ) 9,207 453,878 (249,781 ) Noncontrolling interest — — — (4,235 ) — (4,235 ) Comprehensive (loss) income attributable to Delta Tucker Holdings, Inc. $ (254,016 ) $ (254,016 ) $ (204,834 ) $ 4,972 $ 453,878 $ (254,016 ) |
Condensed Consolidating Balance Sheet Information | Delta Tucker Holdings, Inc. and Subsidiaries Condensed Consolidating Balance Sheet Information December 31, 2015 (Amounts in thousands) Parent Subsidiary Subsidiary Guarantors Subsidiary Non- Guarantors Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ — $ — $ 95,365 $ 13,417 $ — $ 108,782 Restricted cash — — 721 — — 721 Accounts receivable, net — — 389,773 11 (3,687 ) 386,097 Intercompany receivables — — 199,364 15,180 (214,544 ) — Prepaid expenses and other current assets — 2,406 54,364 1,825 (506 ) 58,089 Assets held for sale — — 7,913 — — 7,913 Total current assets — 2,406 747,500 30,433 (218,737 ) 561,602 Property and equipment, net — — 14,617 1,077 — 15,694 Goodwill — — 9,694 32,399 — 42,093 Tradenames, net — — 28,536 — — 28,536 Other intangibles, net — — 113,256 223 — 113,479 Investment in subsidiaries — 650,005 55,460 — (705,465 ) — Long-term deferred taxes — — 13,364 — — 13,364 Other assets, net — 2,835 10,616 1,711 — 15,162 Total assets $ — $ 655,246 $ 993,043 $ 65,843 $ (924,202 ) $ 789,930 LIABILITIES & DEFICIT Current liabilities: Current portion of long-term debt $ — $ 187,272 $ — $ — $ — $ 187,272 Accounts payable — — 85,374 6,138 (902 ) 90,610 Accrued payroll and employee costs — — 96,800 3,881 — 100,681 Intercompany payables 45,079 154,285 15,180 — (214,544 ) — Deferred income taxes — — 27,310 24 — 27,334 Accrued liabilities 168,883 27,572 90,013 340 (172,090 ) 114,718 Liabilities held for sale — — 784 — — 784 Income taxes payable — — 8,214 — (84 ) 8,130 Total current liabilities 213,962 369,129 323,675 10,383 (387,620 ) 529,529 Long-term debt — 455,000 — — — 455,000 Other long-term liabilities — — 13,571 — — 13,571 Noncontrolling interests — — 5,792 — — 5,792 (Deficit) equity (213,962 ) (168,883 ) 650,005 55,460 (536,582 ) (213,962 ) Total liabilities and deficit $ — $ 655,246 $ 993,043 $ 65,843 $ (924,202 ) $ 789,930 Delta Tucker Holdings, Inc. and Subsidiaries Condensed Consolidating Balance Sheet Information December 31, 2014 (Amounts in thousands) Parent Subsidiary Subsidiary Guarantors Subsidiary Non- Guarantors Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ — $ — $ 87,300 $ 6,704 $ — $ 94,004 Restricted cash — — 707 — — 707 Accounts receivable, net — — 452,938 719 (5,161 ) 448,496 Intercompany receivables — — 234,109 28,231 (262,340 ) — Prepaid expenses and other current assets — — 73,456 1,217 (473 ) 74,200 Total current assets — — 848,510 36,871 (267,974 ) 617,407 Long-term restricted cash — — 952 — — 952 Property and equipment, net — — 23,615 171 — 23,786 Goodwill — — 96,489 32,399 — 128,888 Tradenames, net — — 28,762 — — 28,762 Other intangibles, net — — 148,825 655 — 149,480 Investment in subsidiaries — 805,417 55,087 — (860,504 ) — Long-term deferred taxes — — 5,696 — — 5,696 Other assets, net 558 11,775 15,183 — — 27,516 Total assets $ 558 $ 817,192 $ 1,223,119 $ 70,096 $ (1,128,478 ) $ 982,487 LIABILITIES & DEFICIT Current liabilities: Accounts payable $ — $ — $ 146,016 $ 1,253 $ (723 ) $ 146,546 Accrued payroll and employee costs — — 84,725 13,296 (4,314 ) 93,707 Intercompany payables 45,643 188,466 28,231 — (262,340 ) — Deferred income taxes — — 31,453 24 — 31,477 Accrued liabilities 37,681 24,135 105,404 436 (37,630 ) 130,026 Income taxes payable — — 5,072 — (648 ) 4,424 Total current liabilities 83,324 212,601 400,901 15,009 (305,655 ) 406,180 Long-term debt — 642,272 — — — 642,272 Other long-term liabilities — — 11,312 — — 11,312 Noncontrolling interests — — 5,489 — — 5,489 (Deficit) equity (82,766 ) (37,681 ) 805,417 55,087 (822,823 ) (82,766 ) Total liabilities and deficit $ 558 $ 817,192 $ 1,223,119 $ 70,096 $ (1,128,478 ) $ 982,487 |
Condensed Consolidating Statement of Cash Flow Information | Delta Tucker Holdings, Inc. and Subsidiaries Condensed Consolidating Statement of Cash Flow Information For the year ended December 31, 2015 (Amounts in thousands) Parent Subsidiary Subsidiary Guarantors Subsidiary Non- Guarantors Eliminations Consolidated Net cash provided by (used in) operating activities $ 563 $ 33,182 $ (9,991 ) $ (3,178 ) $ (1,004 ) 19,572 Cash flows from investing activities: Purchase of property and equipment — — (2,026 ) (1,153 ) — (3,179 ) Proceeds from sale of property and equipment — — 526 — — 526 Purchase of software — — (1,555 ) — — (1,555 ) Return of capital from equity method investees — — 4,590 — — 4,590 Contributions to equity method investees — — (3,117 ) — — (3,117 ) Net Transfer (to) from affiliates — — 34,745 13,052 (47,797 ) — Net cash used in investing activities — — 33,163 11,899 (47,797 ) (2,735 ) Cash flows from financing activities: Borrowings on indebtedness — 218,800 — — — 218,800 Payments on indebtedness — (218,800 ) — — — (218,800 ) Payments under other financing arrangements — — (2,055 ) — — (2,055 ) Equity contribution from affiliates of Cerberus — 1,000 — — — 1,000 Payments of dividends — — — (2,008 ) 1,004 (1,004 ) Transfers (to) from affiliates (563 ) (34,182 ) (13,052 ) — 47,797 — Net cash (used in) provided by financing activities (563 ) (33,182 ) (15,107 ) (2,008 ) 48,801 (2,059 ) Net increase in cash and cash equivalents — — 8,065 6,713 — 14,778 Cash and cash equivalents, beginning of period — — 87,300 6,704 — 94,004 Cash and cash equivalents, end of period $ — $ — $ 95,365 $ 13,417 $ — $ 108,782 Delta Tucker Holdings, Inc. and Subsidiaries Condensed Consolidating Statement of Cash Flow Information For the year ended December 31, 2014 (Amounts in thousands) Parent Subsidiary Subsidiary Guarantors Subsidiary Non- Guarantors Eliminations Consolidated Net cash provided by (used in) operating activities $ 333 $ 29,545 $ (6,454 ) $ 3,650 $ (1,697 ) $ 25,377 Cash flows from investing activities: Purchase of property and equipment — — (8,712 ) — — (8,712 ) Proceeds from sale of property and equipment — — 44 — — 44 Purchase of software — — (1,631 ) — — (1,631 ) Return of capital from equity method investees — — 5,625 — — 5,625 Net Transfer (to) from affiliates — — (60,122 ) (20,372 ) 80,494 — Net cash used in investing activities — — (64,796 ) (20,372 ) 80,494 (4,674 ) Cash flows from financing activities: Borrowings on indebtedness — 118,000 — — — 118,000 Payments on indebtedness — (208,000 ) — — — (208,000 ) Payments of deferred financing cost — — (1,740 ) — — (1,740 ) Borrowings under other financing arrangements — — 20,214 — — 20,214 Payments under other financing arrangements — — (24,321 ) — — (24,321 ) Payments of dividends — — — (3,394 ) 1,697 (1,697 ) Transfers (to) from affiliates (333 ) 60,455 20,372 — (80,494 ) — Net cash (used in) provided by financing activities (333 ) (29,545 ) 14,525 (3,394 ) (78,797 ) (97,544 ) Net decrease in cash and cash equivalents — — (56,725 ) (20,116 ) — (76,841 ) Cash and cash equivalents, beginning of period — — 144,025 26,820 — 170,845 Cash and cash equivalents, end of period $ — $ — $ 87,300 $ 6,704 $ — $ 94,004 Delta Tucker Holdings, Inc. and Subsidiaries Condensed Consolidating Statement of Cash Flow Information For the year ended December 31, 2013 (Amounts in thousands) Parent Subsidiary Subsidiary Guarantors Subsidiary Non- Guarantors Eliminations Consolidated Net cash provided by operating activities $ 461 $ 30,040 $ 101,590 $ 9,793 $ (4,382 ) $ 137,502 Cash flows from investing activities: Purchase of property and equipment — — (7,604 ) (24 ) — (7,628 ) Proceeds from sale of property and equipment — — 182 — — 182 Purchase of software — — (2,718 ) — — (2,718 ) Return of capital from equity method investees — — 2,223 — — 2,223 Contributions to equity method investees — — (30 ) — — (30 ) Net Transfer from (to) affiliates — — (9,939 ) (7,857 ) 17,796 — Net cash used in investing activities — — (17,886 ) (7,881 ) 17,796 (7,971 ) Cash flows from financing activities: Borrowings on indebtedness — 745,900 — — — 745,900 Payments on indebtedness — (796,537 ) — — — (796,537 ) Payments of deferred financing cost — — (2,139 ) — — (2,139 ) Borrowings under other financing arrangements — — 9,431 — — 9,431 Payments under other financing arrangements — — (29,734 ) — — (29,734 ) Payments of dividends — — — (8,764 ) 4,382 (4,382 ) Transfers (to) from affiliates (461 ) 20,597 7,856 (10,196 ) (17,796 ) — Net cash used in financing activities (461 ) (30,040 ) (14,586 ) (18,960 ) (13,414 ) (77,461 ) Net increase (decrease) in cash and cash equivalents — — 69,118 (17,048 ) — 52,070 Cash and cash equivalents, beginning of period — — 74,907 43,868 — 118,775 Cash and cash equivalents, end of period $ — $ — $ 144,025 $ 26,820 $ — $ 170,845 |
Significant Accounting Polici39
Significant Accounting Policies and Accounting Developments (Details) | 12 Months Ended |
Dec. 31, 2015 | |
Partnership for Temporary Housing LLC (PaTH) | |
Variable Interest Entity ownership percentages | |
Variable Interest Entity ownership percentage | 30.00% |
Contingency Response Services LLC (CRS) | |
Variable Interest Entity ownership percentages | |
Variable Interest Entity ownership percentage | 45.00% |
Global Response Services LLC (GRS) | |
Variable Interest Entity ownership percentages | |
Variable Interest Entity ownership percentage | 51.00% |
Global Linguist Solutions LLC (GLS) | |
Variable Interest Entity ownership percentages | |
Variable Interest Entity ownership percentage | 51.00% |
Significant Accounting Polici40
Significant Accounting Policies and Accounting Developments (Details 1) | 12 Months Ended |
Dec. 31, 2015 | |
Babcock DynCorp Limited (Babcock) | |
Equity Method Investment ownership percentages | |
Variable Interest Entity ownership percentage | 44.00% |
Significant Accounting Polici41
Significant Accounting Policies and Accounting Developments (Details 2) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Accounting Policies [Abstract] | |||
Gross favorable adjustments | $ 29.2 | $ 7.4 | $ 45.8 |
Gross unfavorable adjustments | (3.3) | (53.9) | (20.7) |
Net adjustments | $ 25.9 | $ (46.5) | $ 25.1 |
Significant Accounting Polici42
Significant Accounting Policies and Accounting Developments (Details 3) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |
Leasehold improvements | Shorter of lease term or useful life |
Maximum | Computer and related equipment | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment useful life | 5 years |
Maximum | Furniture and other equipment | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment useful life | 10 years |
Minimum | Computer and related equipment | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment useful life | 3 years |
Minimum | Furniture and other equipment | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment useful life | 2 years |
Significant Accounting Polici43
Significant Accounting Policies and Accounting Developments (Details Textual) | 12 Months Ended | |||
Dec. 31, 2015USD ($)groupoperating_and_reporting_segment | Dec. 31, 2014USD ($) | Mar. 31, 2012 | Jul. 10, 2010USD ($) | |
Variable Interest Entity [Line Items] | ||||
Long-term debt | $ 642,272,000 | $ 642,272,000 | ||
Number of equity method investees classification groups | group | 2 | |||
Percentage of interest in joint venture, Percent | 100.00% | |||
Ownership interest | 100.00% | 50.00% | ||
Income tax settlement position | 100.00% | |||
Number of operating and reportable segment | operating_and_reporting_segment | 2 | |||
DynCorp International FZ - LLC (DIFZ) | ||||
Variable Interest Entity [Line Items] | ||||
Variable Interest Entity ownership percentage | 25.00% | |||
Term Loan | ||||
Variable Interest Entity [Line Items] | ||||
Long-term debt | $ 187,272,000 | 187,272,000 | ||
10.375% senior unsecured notes | ||||
Variable Interest Entity [Line Items] | ||||
Long-term debt | $ 455,000,000 | $ 455,000,000 | ||
Debt amount | $ 455,000,000 | |||
London Interbank Offered Rate (LIBOR) | Term Loan | ||||
Variable Interest Entity [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 6.00% |
Composition of Certain Financ44
Composition of Certain Financial Statement Captions (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Prepaid expenses and other current assets | ||
Prepaid expenses | $ 30,985 | $ 30,821 |
Income tax refunds receivable | 204 | 655 |
Inventories | 14,776 | 25,198 |
Aircraft parts inventory held on consignment | 0 | 2,278 |
Work-in-process inventory, net | 1,733 | 5,772 |
Joint venture receivables | 460 | 1,497 |
Current deferred financing costs, net | 2,406 | 0 |
Other current assets | 7,525 | 7,979 |
Total prepaid expenses and other current assets | $ 58,089 | $ 74,200 |
Composition of Certain Financ45
Composition of Certain Financial Statement Captions (Details Textual) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Feb. 29, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Restructuring Cost and Reserve [Line Items] | ||||
Machinery and Equipment, Gross | $ 983 | $ 7,108 | ||
Assets held for sale | $ 7,913 | 0 | ||
Composition of Certain Financial Statement Captions (Textual) [Abstract] | ||||
Maximum percentage of prepaid expense on current assets | 5.00% | |||
Inventory adjustments | $ 3,100 | |||
Aircraft parts inventory held on consignment | 0 | 2,278 | ||
Accrual for property additions | 300 | 800 | ||
Depreciation expense | 5,800 | 5,700 | $ 5,900 | |
Deferred financing cost | 6,500 | 6,100 | $ 6,800 | |
Other liabilities | 13,600 | 11,300 | ||
Deferred compensation liability, classified, noncurrent | 4,400 | 2,800 | ||
Long-term postemployment benefit obligation | 100 | 3,900 | ||
Expected unrecognized tax benefit, inclusive of penalties | 3,300 | |||
Postemployment benefit expense | 3,600 | 15,500 | ||
Prepayments of term loan | 90,000 | |||
Liabilities held for sale | 784 | 0 | ||
Goodwill impairment loss | 2,800 | |||
Current deferred financing costs, net | 2,406 | 0 | ||
Employee Severance | Selling, General and Administrative Expenses | ||||
Composition of Certain Financial Statement Captions (Textual) [Abstract] | ||||
Restructuring reserve | 4,200 | 10,600 | ||
Tysons Corner | ||||
Composition of Certain Financial Statement Captions (Textual) [Abstract] | ||||
Long-term lease obligation | 3,800 | 4,300 | ||
Term Loan Facility | ||||
Composition of Certain Financial Statement Captions (Textual) [Abstract] | ||||
Reduction in deferred financing cost | $ 1,400 | |||
Inventories | ||||
Composition of Certain Financial Statement Captions (Textual) [Abstract] | ||||
Increase (decrease) in assets held-for-sale | $ 5,900 | |||
Heliworks Inc | Subsequent Event | ||||
Composition of Certain Financial Statement Captions (Textual) [Abstract] | ||||
Gain (loss) on disposition of business | $ 1,900 |
Composition of Certain Financ46
Composition of Certain Financial Statement Captions Assets and Liabilities Held for Sale (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Assets held for sale | $ 7,913 | $ 0 |
Liabilities held for sale | $ (784) | $ 0 |
Composition of Certain Financ47
Composition of Certain Financial Statement Captions (Details 1) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Property and equipment, net | ||
Helicopters | $ 983 | $ 7,108 |
Computers and other equipment | 10,392 | 11,061 |
Leasehold improvements | 19,639 | 19,055 |
Office furniture and fixtures | 4,541 | 4,203 |
Gross property and equipment | 35,555 | 41,427 |
Less accumulated depreciation | (19,861) | (17,641) |
Total property and equipment, net | $ 15,694 | $ 23,786 |
Composition of Certain Financ48
Composition of Certain Financial Statement Captions (Details 2) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Other assets, net | ||
Deferred financing costs, net | $ 2,835 | $ 11,775 |
Investment in affiliates | 6,712 | 8,191 |
Palm promissory notes, long-term portion | 2,079 | 2,853 |
Other | 3,536 | 4,697 |
Total other assets, net | $ 15,162 | $ 27,516 |
Composition of Certain Financ49
Composition of Certain Financial Statement Captions (Details 3) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Wages, compensation and other benefits | $ 85,216 | $ 74,416 |
Accrued vacation | 14,433 | 18,889 |
Accrued contributions to employee benefit plans | 1,032 | 402 |
Total accrued payroll and employee costs | $ 100,681 | $ 93,707 |
Composition of Certain Financ50
Composition of Certain Financial Statement Captions (Details 4) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Accrued liabilities | ||
Customer liability | $ 21,183 | $ 22,635 |
Accrued insurance | 35,530 | 20,551 |
Accrued interest | 24,370 | 24,250 |
Unrecognized tax benefit | 0 | 7,999 |
Contract losses | 15,718 | 27,864 |
Legal reserves | 5,063 | 8,657 |
Subcontractor retention | 1,646 | 1,761 |
Financed insurance | 0 | 2,055 |
Other | 11,208 | 14,254 |
Total accrued liabilities | $ 114,718 | $ 130,026 |
Goodwill, Other Intangible As51
Goodwill, Other Intangible Assets, and Long-Lived Assets (Details Textual) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2015USD ($) | Sep. 25, 2015USD ($) | Sep. 26, 2014reporting_unit | Dec. 31, 2015USD ($)reporting_unitoperating_and_reporting_segmentsegment | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Subsidiary or Equity Method Investee [Line Items] | ||||||
Number of operating and reportable segment | operating_and_reporting_segment | 2 | |||||
Number of Reporting Units | segment | 5 | |||||
Goodwill, Impaired, Accumulated Impairment Loss | $ 700,400 | $ 700,400 | $ 613,600 | |||
Number of Reporting Segments with Recorded Goodwill | reporting_unit | 2 | |||||
Impairment of goodwill | $ 86,795 | 164,879 | ||||
Amortization expense | 31,400 | 44,000 | $ 44,300 | |||
Capitalized software net value | 2,900 | 2,900 | 5,000 | |||
Goodwill impairment loss | 2,800 | |||||
DynAviation | ||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||
Number of new segments | reporting_unit | 2 | |||||
Goodwill, Impaired, Accumulated Impairment Loss | 442,400 | 442,400 | 355,600 | |||
Impairment of goodwill | 86,795 | 74,137 | ||||
DynLogistics | ||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||
Number of new segments | reporting_unit | 3 | |||||
Goodwill, Impaired, Accumulated Impairment Loss | 197,900 | 197,900 | 197,900 | |||
Impairment of goodwill | 0 | $ 90,742 | ||||
GLS | ||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||
Goodwill, Impaired, Accumulated Impairment Loss | 60,100 | 60,100 | ||||
Other Intangible Assets | ||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||
Impairment, indefinite | $ 1,110 | $ 3,949 | $ 5,059 |
Goodwill, Other Intangible As52
Goodwill, Other Intangible Assets, and Long-Lived Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill balances for segments | ||
Balance | $ 128,888 | $ 293,767 |
Impairment of goodwill, intangibles and long lived assets | (86,795) | (164,879) |
Balance | 42,093 | 128,888 |
DynAviation | ||
Goodwill balances for segments | ||
Balance | 86,795 | 160,932 |
Impairment of goodwill, intangibles and long lived assets | (86,795) | (74,137) |
Balance | 0 | 86,795 |
DynLogistics | ||
Goodwill balances for segments | ||
Balance | 42,093 | 132,835 |
Impairment of goodwill, intangibles and long lived assets | 0 | (90,742) |
Balance | $ 42,093 | $ 42,093 |
Goodwill, Other Intangible As53
Goodwill, Other Intangible Assets, and Long-Lived Assets (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Sep. 25, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Information about changes relating to certain intangible assets | ||||
Finite-Lived Intangible Assets, Transferred To Assets Held For Sale | $ (11) | $ (11) | ||
Indefinite-Lived Intangible Assets, Transferred To Assets Held For Sale | 0 | 0 | ||
Intangible Assets, Net (Excluding Goodwill), Transferred To Assets Held For Sale | (11) | (11) | ||
Gross carrying value, indefinite | 28,536 | $ 28,536 | $ 28,762 | |
Customer-related intangible assets | ||||
Information about changes relating to certain intangible assets | ||||
Weighted Average Useful Life (Years) | 4 years | 4 years 7 months 6 days | ||
Gross carrying value, finite | 252,615 | $ 252,615 | $ 350,912 | |
Accumulated amortization, finite | (142,020) | (142,020) | (178,126) | |
Total intangible asset, impairment | 0 | (33,388) | ||
Net, finite | 110,595 | $ 110,595 | $ 139,398 | |
Other Intangible Assets | ||||
Information about changes relating to certain intangible assets | ||||
Weighted Average Useful Life (Years) | 8 months 12 days | 4 years 9 months 18 days | ||
Gross carrying value, finite | 13,325 | $ 13,325 | $ 15,418 | |
Accumulated amortization, finite | (10,430) | (10,430) | (10,395) | |
Total intangible asset, impairment | (5,059) | (33,388) | ||
Net, finite | 2,884 | 2,884 | 5,023 | |
Impairment, indefinite | (1,110) | $ (3,949) | (5,059) | |
Indefinite Lived , Net of Impairment | 0 | 0 | ||
Indefinite-lived intangible assets | 5,059 | 5,059 | 5,059 | |
Total intangible asset, gross | 270,999 | 270,999 | 371,389 | |
Total intangible asset, accumulated amortization | (152,450) | (152,450) | (188,521) | |
Total intangible asset, net | 113,479 | $ 113,479 | $ 149,480 | |
Tradenames | ||||
Information about changes relating to certain intangible assets | ||||
Weighted Average Useful Life (Years) | 12 days | 4 months 24 days | ||
Accumulated amortization, finite | (869) | $ (869) | $ (807) | |
Total intangible asset, impairment | (164) | 0 | ||
Finite-Lived Intangible Assets, Transferred To Assets Held For Sale | 0 | 0 | ||
Indefinite-Lived Intangible Assets, Transferred To Assets Held For Sale | 0 | 0 | ||
Intangible Assets, Net (Excluding Goodwill), Transferred To Assets Held For Sale | 0 | 0 | ||
Net, finite | 0 | 0 | 62 | |
Gross carrying value, finite | 869 | 869 | 869 | |
Gross carrying value, indefinite | 28,700 | 28,700 | 43,222 | |
Impairment, indefinite | (164) | (14,522) | ||
Indefinite Lived , Net of Impairment | 28,536 | 28,536 | 28,700 | |
Total intangible asset, gross | 29,569 | 29,569 | 44,091 | |
Total intangible asset, accumulated amortization | (869) | (869) | (807) | |
Total intangible asset, net | $ 28,536 | $ 28,536 | $ 28,762 |
Goodwill, Other Intangible As54
Goodwill, Other Intangible Assets, and Long-Lived Assets (Details 2) $ in Thousands | Dec. 31, 2015USD ($) | [1] |
Future amortization based upon the finite-lived intangible assets owned and the finite-lived tradenames | ||
Estimate for calendar year 2016 | $ 30,014 | |
Estimate for calendar year 2017 | 27,465 | |
Estimate for calendar year 2018 | 24,196 | |
Estimate for calendar year 2019 | 20,928 | |
Estimate for calendar year 2020 | 10,839 | |
Thereafter | $ 37 | |
[1] | The future amortization is inclusive of the finite lived intangible-assets. |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Domestic and foreign components of Income (loss) before income taxes | |||
Domestic | $ (143,446) | $ (286,799) | $ (286,989) |
Foreign | 3,981 | (1,391) | 27 |
Loss before income taxes | $ (139,465) | $ (288,190) | $ (286,962) |
Income Taxes (Details 1)
Income Taxes (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Current portion: | |||
Federal | $ 0 | $ 311 | $ 0 |
State | (550) | (800) | (784) |
Foreign | (7,391) | (3,363) | (16,045) |
Total income tax of current portion | (7,941) | (3,852) | (16,829) |
Deferred portion: | |||
Federal | 16,024 | 23,001 | 52,574 |
State | 388 | 739 | 1,086 |
Foreign | 201 | 682 | 630 |
Total Income tax of Deferred portion | 16,613 | 24,422 | 54,290 |
Benefit for income taxes | $ 8,672 | $ 20,570 | $ 37,461 |
Income Taxes (Details 2)
Income Taxes (Details 2) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets related to: | ||
Workers' compensation accrual | $ 8,430 | $ 5,046 |
Accrued vacation | 3,586 | 4,734 |
Completion bonus allowance | 4,984 | 6,001 |
Accrued severance | 1,494 | 3,751 |
Accrued executive incentives | 6,754 | 2,151 |
Legal reserve | 1,812 | 3,099 |
Accrued health costs | 2,798 | 799 |
Contract loss reserve | 7,107 | 11,684 |
Other accrued liabilities and reserves | 17,137 | 26,261 |
Partnership / joint venture basis differences | 4,731 | 3,072 |
Foreign tax credit carryforward | 25,571 | 16,336 |
Net operating loss carryforward | 2,793 | 979 |
Other carryforwards | 816 | 704 |
Uncertain tax positions | 943 | 5,649 |
Goodwill and other intangible assets | 37,015 | 44,201 |
Valuation allowance | (71,616) | (47,808) |
Total deferred tax assets | 54,355 | 86,659 |
Deferred tax liabilities related to: | ||
Prepaid insurance | (3,942) | (5,242) |
Goodwill and other intangible assets | (15,473) | (31,806) |
Unbilled receivables | (48,910) | (75,392) |
Total deferred tax liabilities | (68,325) | (112,440) |
Total deferred tax liabilities, net | $ (13,970) | $ (25,781) |
Income Taxes (Details 3)
Income Taxes (Details 3) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Income Tax Disclosure [Abstract] | ||
Current deferred tax liabilities, net | $ (27,334) | $ (31,477) |
Non-current deferred tax assets, net | (13,364) | (5,696) |
Total deferred tax liabilities, net | $ (13,970) | $ (25,781) |
Income Taxes (Details 4)
Income Taxes (Details 4) | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Income Tax Disclosure [Abstract] | ||||
Statutory rate | 35.00% | 35.00% | 35.00% | |
State income tax, less effect of federal deduction | (0.10%) | 0.00% | 0.10% | |
Noncontrolling interests | 0.50% | 0.30% | 0.50% | |
Goodwill impairment | [1] | (11.60%) | (11.20%) | (22.60%) |
Uncertain tax positions | 0.00% | 0.10% | (0.10%) | |
Nondeductible expenses | (0.90%) | (0.80%) | (0.40%) | |
Valuation allowance | (16.70%) | (16.20%) | 0.00% | |
Other | 0.00% | (0.10%) | 0.60% | |
Effective tax rate | 6.20% | 7.10% | 13.10% | |
[1] | Includes non-cash impairment charges to goodwill for years ended December 31, 2015, December 31, 2014 and December 31, 2013, respectively. See Note 3 for further discussion. |
Income Taxes (Details 5)
Income Taxes (Details 5) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of the beginning and ending amount of unrecognized tax benefits | ||
Unrecognized income tax benefits, beginning balance | $ 7,340 | $ 9,473 |
Additions for tax positions related to prior years | 0 | 0 |
Reductions for tax positions of prior years | (112) | (447) |
Settlements | 0 | (1,375) |
Remeasurements | 0 | (311) |
Net releases | 0 | 0 |
Lapse of statute of limitations | (4,594) | 0 |
Unrecognized income tax benefits, ending balance | $ 2,634 | $ 7,340 |
Income Taxes (Details Textual)
Income Taxes (Details Textual) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Operating Loss Carryforwards [Line Items] | |||
Valuation allowance | $ 71,616,000 | $ 47,808,000 | |
Income taxes paid | 0 | 0 | |
Unrecognized tax benefit | 2,634,000 | 7,340,000 | $ 9,473,000 |
Unrecognized tax benefits if recognized, affect effective tax rate | 2,300,000 | 2,300,000 | |
Interest on income taxes accrued | 0 | 0 | |
Expected unrecognized tax benefit, inclusive of penalties, to be settled within 12 months | 0 | 0 | |
Expected unrecognized tax benefit, inclusive of penalties | 3,300,000 | ||
Domestic Tax Authority | |||
Operating Loss Carryforwards [Line Items] | |||
Operating losses | 5,000,000 | 0 | |
Foreign | |||
Operating Loss Carryforwards [Line Items] | |||
Tax credit carry forwards | 25,600,000 | 16,300,000 | |
State | |||
Operating Loss Carryforwards [Line Items] | |||
Operating losses | $ 133,700,000 | $ 123,600,000 |
Accounts Receivable (Details)
Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, net | $ 386,097 | $ 448,496 |
Billed | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, net | 136,127 | 146,286 |
Unbilled | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, net | $ 249,970 | $ 302,210 |
Accounts Receivable (Details Te
Accounts Receivable (Details Textual) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($)contract_claim | Dec. 31, 2013 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Unbilled receivables | $ 21.3 | $ 50.7 | |
Number of contract claims | contract_claim | 4 | ||
Concentration risk, percentage | 100.00% | 100.00% | 100.00% |
Allowance for Doubtful Accounts Receivable, Period Increase (Decrease) | $ 16.3 | $ 4.7 | |
Accounts Receivable | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Concentration risk, percentage | 26.00% | 59.00% | |
LOGCAP IV | Accounts Receivable | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Concentration risk, percentage | 5.00% | 20.00% | |
UNITED STATES | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts Receivable, Net | $ 26 |
Retirement Plans (Details Textu
Retirement Plans (Details Textual) | 1 Months Ended | 5 Months Ended | 12 Months Ended | ||
Jun. 30, 2014USD ($) | May. 31, 2014USD ($) | Dec. 31, 2015USD ($)installmentagreement | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Deferred Compensation Arrangement with Individual, Requisite Service Period | 3 years | ||||
Defined Contribution, Vesting Period | 1 year | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | installment | 3 | ||||
Defined Contribution Plan, Employers Matching Contribution, Annual Vesting Percentage | 33.30% | ||||
Savings Plan expense | $ 9,200,000 | $ 11,900,000 | $ 16,100,000 | ||
Multiemployer Plans, Plan Contributions | $ 0 | $ 0 | $ 0 | ||
Number of collective-bargaining agreements | agreement | 28 | ||||
Number of collective bargaining agreements which require contribution to IAMNPF | agreement | 16 | ||||
Contributions to the IAMNPF | 17.00% | ||||
Maximum funding status percentage for red zone | 65.00% | 65.00% | |||
Minimum funding status percentage for yellow zone | 65.00% | 65.00% | |||
Maximum funding status percentage for yellow zone | 80.00% | 80.00% | |||
Minimum funding status percentage for green zone | 80.00% | 80.00% | |||
Collective-bargaining agreements contribution | $ 3,800,000 | ||||
Maximum | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Contributions by participants under the plan | 50.00% | ||||
Investment in various funds | $ 10,600 | $ 12,750 | $ 18,000 | ||
Company matching contributions, Maximum | 100.00% | 100.00% | |||
Employee matching contributions, Minimum | 6.00% | 4.00% | |||
Maximum | Age 50 or older | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Investment in various funds | $ 6,000 | ||||
Minimum | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Contributions by participants under the plan | 1.00% | ||||
Employee matching contributions, Maximum | 2.00% | 2.00% | |||
Company matching contributions, Minimum | 50.00% | 50.00% | |||
Management | Nonqualified Unfunded Deferred Compensation Plan | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Deferral amount limitation of salary, percentage | 100.00% | ||||
Deferral amount limitation of bonuses, percentage | 100.00% | ||||
Vested percentage of participants at all times | 100.00% | ||||
Requisite period | 6 months | ||||
Annual installment payments, option one, term | 5 years | ||||
Annual installment payments, option two, term | 10 years |
Retirement Plans (Details)
Retirement Plans (Details) - Pension Fund - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Schedule of pension fund | |||
PPA Zone Status | Green | Green | Green |
FIR/RP Status Pending / Implemented | No | ||
Total Contributions of DynCorp International | $ 9,341 | $ 6,845 | $ 6,062 |
Surcharge Imposed | No | ||
Expiration Date of CBA | 4/30/2016 through 8/31/2019 |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Long-Term Debt | ||
Long-term debt | $ 642,272 | $ 642,272 |
Less current portion of long-term debt | (187,272) | 0 |
Long-term debt | 455,000 | 642,272 |
10.375% senior unsecured notes | ||
Long-Term Debt | ||
Long-term debt | 455,000 | 455,000 |
Term Loan | ||
Long-Term Debt | ||
Long-term debt | $ 187,272 | $ 187,272 |
Long-Term Debt (Details Textual
Long-Term Debt (Details Textual) | Nov. 05, 2014USD ($) | Dec. 31, 2015USD ($)covenant | Dec. 31, 2014USD ($) | Mar. 30, 2016USD ($) | Jul. 10, 2010USD ($) |
Debt Instrument [Line Items] | |||||
Line of credit facility, maximum borrowing | $ 181,000,000 | ||||
Line of credit facility, reduction in facility percentage | 20.00% | ||||
Line of credit facility, reduction in facility | $ 36,200,000 | ||||
Line of credit facility, forgiveness of one time charge | $ 35,000,000 | ||||
Long-term debt | 642,272,000 | $ 642,272,000 | |||
Long-term debt | 455,000,000 | 642,272,000 | |||
Additional available borrowing capacity | $ 102,200,000 | 108,100,000 | $ 29,800,000 | ||
Debt Instrument, Other Loans to Revolver Commitment, Percent Maximum | 50.00% | ||||
Debt less unrestricted cash and cash equivalents | $ 75,000,000 | ||||
Line of credit fronting fee rate | 0.25% | ||||
Prepayments of term loan | 90,000,000 | ||||
Maximum | |||||
Debt Instrument [Line Items] | |||||
Debt less unrestricted cash and cash equivalents | $ 75,000,000 | ||||
Federal Funds Rate | |||||
Debt Instrument [Line Items] | |||||
Applicable margin for term loan | 0.50% | ||||
Base Rate | |||||
Debt Instrument [Line Items] | |||||
Minimum spread over other variable rates | 1.00% | ||||
Floor variable Base Rate | 2.75% | ||||
London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Floor for euro currency rate | 1.75% | ||||
Term Loan Facility | |||||
Debt Instrument [Line Items] | |||||
Reduction in deferred financing cost | 1,400,000 | ||||
Term Loan Facility | Eurocurrency Rate | |||||
Debt Instrument [Line Items] | |||||
Applicable margin for term loan | 4.50% | ||||
Term Loan Facility | Base Rate | |||||
Debt Instrument [Line Items] | |||||
Applicable margin for term loan | 3.50% | ||||
Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Line of credit facility, maximum borrowing | $ 144,800,000 | ||||
Revolving Credit Facility | Maximum | |||||
Debt Instrument [Line Items] | |||||
Revolver rate | 0.75% | ||||
Revolving Credit Facility | Minimum | |||||
Debt Instrument [Line Items] | |||||
Revolver rate | 0.50% | ||||
Revolving Credit Facility | Eurocurrency Rate | Maximum | |||||
Debt Instrument [Line Items] | |||||
Applicable margin for term loan | 4.50% | ||||
Revolving Credit Facility | Eurocurrency Rate | Minimum | |||||
Debt Instrument [Line Items] | |||||
Applicable margin for term loan | 4.00% | ||||
Revolving Credit Facility | Base Rate | Maximum | |||||
Debt Instrument [Line Items] | |||||
Applicable margin for term loan | 3.50% | ||||
Revolving Credit Facility | Base Rate | Minimum | |||||
Debt Instrument [Line Items] | |||||
Applicable margin for term loan | 3.00% | ||||
Letter of Credit | |||||
Debt Instrument [Line Items] | |||||
Line of credit facility, maximum borrowing | $ 100,000,000 | ||||
Additional available borrowing capacity | $ 42,600,000 | $ 36,700,000 | |||
Revolver rate | 0.50% | 0.50% | |||
Applicable interest rates for letter of credit sub-facility | 4.25% | 4.00% | |||
Letter of Credit | London Interbank Offered Rate (LIBOR) | Maximum | |||||
Debt Instrument [Line Items] | |||||
Applicable margin for term loan | 4.50% | ||||
Letter of Credit | London Interbank Offered Rate (LIBOR) | Minimum | |||||
Debt Instrument [Line Items] | |||||
Applicable margin for term loan | 4.00% | ||||
Term Loan | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 187,272,000 | $ 187,272,000 | |||
Percentage of actual interest rate under the Term Loan | 6.25% | 6.25% | |||
Repayments of debt | $ 0 | ||||
Term Loan | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Applicable margin for term loan | 6.00% | ||||
10.375% senior unsecured notes | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 455,000,000 | $ 455,000,000 | |||
Repayments of Lines of Credit | $ 4,600,000 | ||||
Number of covenants | covenant | 2 | ||||
Debt amount | $ 455,000,000 | ||||
Percentage of senior unsecured notes | 10.375% | ||||
Maturity period of quarterly principle payments | Jul. 1, 2017 | ||||
Trigger amount of asset sales and change of control events for repurchase of notes at defined prices | $ 15,000,000 | ||||
Repurchase of debt, percent of principle | 100.00% | ||||
Repurchase of senior unsecured notes | 101.00% | ||||
Market value of unsecured loans as, a percentage of stated value | 74.30% | 82.00% |
Debt Long-Term Debt 2 (Details)
Debt Long-Term Debt 2 (Details) | 12 Months Ended |
Dec. 31, 2015 | |
Long-term Debt, Unclassified [Abstract] | |
Maximum total leverage ratio for period ended December 31, 2015 | 7.75 |
Maximum total leverage ratio for period ended March 25, 2016 | 7.6 |
Maximum total leverage ratio for period ended June 24, 2016 | 6.9 |
Maximum total leverage ratio for period ended June 25, 2016 and thereafter | 6.6 |
Interest coverage ratio for period ending December 31, 2015 | 1.05 |
Interest coverage ratio for period ending March 25, 2016 | 1.15 |
Interest coverage ratio for period ending June 24, 2016 | 1.20 |
Interest coverage ratio for period ending June 25, 2016 and thereafter | 1.30 |
Debt Long-Term Debt 3 (Details)
Debt Long-Term Debt 3 (Details) - 10.375% senior unsecured notes | 12 Months Ended |
Dec. 31, 2015 | |
2,015 | |
Debt Instrument [Line Items] | |
Redemption price, percentage of principal | 102.594% |
2016 and thereafter | |
Debt Instrument [Line Items] | |
Redemption price, percentage of principal | 100.00% |
Commitments and Contingencies70
Commitments and Contingencies (Details) $ in Thousands | Dec. 31, 2015USD ($) | |
Summary of Minimum fixed rentals non-cancelable under operating leases | ||
2,016 | $ 21,180 | [1] |
2,017 | 14,562 | |
2,018 | 9,664 | |
2,019 | 5,083 | |
2,020 | 4,125 | |
Thereafter | 10,261 | |
Total | 64,875 | |
Real Estate | ||
Summary of Minimum fixed rentals non-cancelable under operating leases | ||
2,016 | 14,837 | [1] |
2,017 | 11,782 | |
2,018 | 9,488 | |
2,019 | 5,083 | |
2,020 | 4,125 | |
Thereafter | 10,261 | |
Total | 55,576 | |
Equipment | ||
Summary of Minimum fixed rentals non-cancelable under operating leases | ||
2,016 | 6,343 | [1] |
2,017 | 2,780 | |
2,018 | 176 | |
2,019 | 0 | |
2,020 | 0 | |
Thereafter | 0 | |
Total | $ 9,299 | |
[1] | The minimum lease table above excludes agreements of one year or less in duration. These leases are accounted for in our rent expense, however, because of the short tenure of the lease, these are not reflected in the table above. |
Commitments and Contingencies71
Commitments and Contingencies (Details Textual) | Jan. 22, 2014USD ($) | Jan. 12, 2010plaintiff | Sep. 11, 2001plaintiff | Dec. 31, 2015USD ($) | Sep. 25, 2015USD ($) | May. 31, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 30, 2011USD ($) | Mar. 26, 2008plaintiff | Apr. 24, 2007lawsuit | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2012claim | May. 31, 2014USD ($) |
Loss Contingencies [Line Items] | |||||||||||||||
Lease rental expense | $ 49,600,000 | $ 95,500,000 | $ 167,600,000 | ||||||||||||
Other accrued liabilities | $ 5,063,000 | 5,063,000 | 8,657,000 | ||||||||||||
Contract violations and conversion of funds and asserted damages | $ 150,000,000 | ||||||||||||||
Payments for legal settlements | 5,400,000 | ||||||||||||||
Number of claims settled | claim | 1 | ||||||||||||||
Damages paid | $ 3,300,000 | ||||||||||||||
Loss contingency reasonably possible, amount | 7,700,000 | $ 7,700,000 | |||||||||||||
Period of war reserve materiel program | 2000 to 2011 | ||||||||||||||
Liability for Unpaid Claims and Claims Adjustment Expense, Incurred but Not Reported (IBNR) Claims, Amount | 11,000,000 | $ 11,000,000 | $ 11,400,000 | ||||||||||||
Fixed amount of stop loss coverage on policies | 1,000,000 | 1,000,000 | |||||||||||||
Maximum | |||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||
Fixed amount of stop loss coverage on policies | 750,000 | 750,000 | |||||||||||||
Minimum | |||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||
Fixed amount of stop loss coverage on policies | 250,000 | 250,000 | |||||||||||||
California Policy | |||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||
Fixed amount of stop loss coverage on policies | 250,000 | 250,000 | |||||||||||||
Foreign | |||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||
Refund adjustment from settlement with taxing authority | $ 54,000,000 | ||||||||||||||
Regulatory Assessment, Income Tax, Penalties and Other Matters | Foreign | Afghanistan | |||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||
Contract limits to damages maximum amount | $ 64,200,000 | ||||||||||||||
Other Matters | Foreign | Afghanistan | |||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||
Contract limits to damages maximum amount | $ 10,200,000 | ||||||||||||||
Residents of Ecuador Versus Former Affiliates [Member] | |||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||
Number of individual plaintiffs | plaintiff | 26 | ||||||||||||||
Loss Contingency, Claims Dismissed, Number | plaintiff | 15 | ||||||||||||||
Pending Litigation | Collectibility of Receivables | |||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||
Contract limits to damages maximum amount | $ 41,000,000 | ||||||||||||||
Pending Litigation | Unfavorable Regulatory Action | |||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||
Estimate of possible loss | $ 1,800,000 | $ 1,800,000 | |||||||||||||
DynCorp International Inc. | Pending Litigation | Consolidated Ecuadorean Cases | |||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||
Number of lawsuits filed | lawsuit | 4 | ||||||||||||||
Number of individual plaintiffs | plaintiff | 3,266 | ||||||||||||||
DynCorp International Inc. | Pending Litigation | Cases on Behalf of Provinces of Esmeraldas, Sucumbios, Carchi (Ecuador) | |||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||
Number of lawsuits filed | lawsuit | 3 | ||||||||||||||
DynCorp International Inc. | Dismissed Cases | Consolidated Ecuadorean Cases | |||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||
Loss Contingency, Claims Dismissed, Number | plaintiff | 1,256 | ||||||||||||||
Northrop Grumman Technical Services, Inc. | Pending Litigation | Performance Guarantee | |||||||||||||||
Loss Contingencies [Line Items] | |||||||||||||||
Contract limits to damages maximum amount | $ 5,000,000 |
Equity - Textual (Details)
Equity - Textual (Details) | Jul. 15, 2015 | Jul. 15, 2014 | Dec. 17, 2013shares | Dec. 31, 2014$ / sharesshares | Dec. 31, 2010USD ($) | Dec. 31, 2015USD ($)installmentshares | Dec. 31, 2014USD ($)shares | Dec. 31, 2013$ / sharesshares | Dec. 31, 2012 | Dec. 30, 2011 | Dec. 31, 2010 | Mar. 31, 2014shares | Apr. 01, 2010shares |
Schedule of Equity Method Investments [Line Items] | |||||||||||||
Common stock, shares issued | 100 | 100 | 100 | 670 | 100 | ||||||||
Common stock, shares outstanding | 100 | 100 | 100 | ||||||||||
Capital contribution | $ | $ 550,900,000 | $ 550,900,000 | |||||||||||
Common stock, shares authorized | 1,000 | 1,000 | 1,000 | ||||||||||
Expected life (in years) | 2 years 9 months 18 days | ||||||||||||
Forfeiture rate | 8.00% | ||||||||||||
Expected volatility | 36.00% | ||||||||||||
Risk-free interest rate | 1.10% | ||||||||||||
Expected yield | 8.00% | ||||||||||||
Total grant date fair value | $ | $ 0 | $ 4,600,000 | |||||||||||
Total compensation cost expensed | $ | $ 400,000 | $ 3,200,000 | |||||||||||
Restrictive covenant agreement, period to reach agreement | 14 days | ||||||||||||
Common Class B | |||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||
Common stock, shares issued | 4,339 | 0 | 4,339 | 3,144 | |||||||||
Common stock, shares authorized | 100,000 | ||||||||||||
Expected life (in years) | 4 years | ||||||||||||
Total compensation cost expensed | $ | $ 100,000 | ||||||||||||
Total compensation costs of nonvested options, recognition period | 3 months 11 days | ||||||||||||
Common Class B-1 Interest | |||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||
Common stock, shares authorized | 7,246 | ||||||||||||
Number of investing installments | installment | 5 | ||||||||||||
Vesting percentage | 20.00% | 30.00% | 40.00% | 40.00% | |||||||||
Shares granted, weighted average grant date fair value (in dollars per share) | $ / shares | $ 32.73 | $ 819.26 | |||||||||||
Common Class B-2 Interests | |||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||
Common stock, shares authorized | 380 | ||||||||||||
Shares granted, weighted average grant date fair value (in dollars per share) | $ / shares | $ 258.30 | ||||||||||||
Period One | Common Class B-1 Interest | |||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||
Vesting percentage | 20.00% | ||||||||||||
Period Two | Common Class B-1 Interest | |||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||
Vesting percentage | 20.00% | ||||||||||||
Year One | Common Class B-1 Interest | |||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 20.00% | ||||||||||||
Year Two | Common Class B-1 Interest | |||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 20.00% | ||||||||||||
Year Three | Common Class B-1 Interest | |||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 20.00% | ||||||||||||
Year Four | Common Class B-1 Interest | |||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 20.00% | ||||||||||||
Year Five | Common Class B-1 Interest | |||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 20.00% |
Equity (Details)
Equity (Details) - shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Options outstanding at beginning of period (in shares) | 5,901 | 3,144 |
Granted: | ||
Shares granted (in shares) | 0 | 4,339 |
Shares exercised (in shares) | 0 | 0 |
Shares forfeited and expired (in shares) | (135) | (1,582) |
Options outstanding at end of period (in shares) | 5,766 | 5,901 |
Common Class B-1 Interest | ||
Granted: | ||
Shares granted (in shares) | 0 | 4,339 |
Common Class B-2 Interests | ||
Granted: | ||
Shares granted (in shares) | 0 | 0 |
Equity (Details 3)
Equity (Details 3) - shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | ||
Non-vested shares at beginning of period (in shares) | 1,234 | 2,123 |
Shares granted (in shares) | 0 | 4,339 |
Shares vested (in shares) | (893) | (3,646) |
Shares forfeited (in shares) | (135) | (1,582) |
Non-vested shares at end of period (in shares) | 206 | 1,234 |
Fair Value of Financial Asset75
Fair Value of Financial Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt | $ 642,272 | $ 642,272 |
Long-term debt, fair value | 517,619 | 558,968 |
Long-term Debt, Current Maturities | (187,272) | 0 |
Long-term debt | 455,000 | 642,272 |
10.375% senior unsecured notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt | 455,000 | 455,000 |
Long-term debt, fair value | 337,838 | 373,100 |
Term loan | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt | 187,272 | 187,272 |
Long-term debt, fair value | 179,781 | 185,868 |
Fair Value, Measurements, Recurring | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Current Maturities | (179,781) | 0 |
Long-term debt | $ 337,838 | $ 558,968 |
Segment and Geographic Inform76
Segment and Geographic Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Summary of the financial information of the reportable segments reconciled | ||||
Revenue | $ 1,923,177 | $ 2,252,309 | $ 3,287,184 | |
Operating (loss) / income | (74,719) | (219,946) | (206,780) | |
Total depreciation and amortization | [1] | 37,254 | 49,707 | 50,279 |
DynAviation | ||||
Summary of the financial information of the reportable segments reconciled | ||||
Revenue | 1,276,062 | 1,204,417 | 1,373,635 | |
Operating (loss) / income | (69,240) | (61,501) | (194,701) | |
Total depreciation and amortization | 2,473 | 1,665 | 1,628 | |
DynLogistics | ||||
Summary of the financial information of the reportable segments reconciled | ||||
Revenue | 647,142 | 1,045,200 | 1,920,715 | |
Operating (loss) / income | 42,496 | (67,097) | 36,243 | |
Total depreciation and amortization | 250 | 55 | 543 | |
Headquarters/ Other | ||||
Summary of the financial information of the reportable segments reconciled | ||||
Revenue | [2] | (27) | 2,692 | (7,166) |
Operating (loss) / income | [3] | (47,975) | (91,348) | (48,322) |
Total depreciation and amortization | $ 34,531 | $ 47,987 | $ 48,108 | |
[1] | Includes amounts in Cost of services of $2.3 million, $1.1 million and $1.7 million for the years ended December 31, 2015, December 31, 2014 and December 31, 2013, respectively. | |||
[2] | Headquarters revenue primarily represents revenue earned on shared services arrangements for general and administrative services provided to unconsolidated joint ventures and elimination of intercompany items between segments. | |||
[3] | Headquarters operating expenses primarily relates to amortization of intangible assets and other costs that are not allocated to segments and are not billable to our U.S. government customers, partially offset by equity method investee income. |
Segment and Geographic Inform77
Segment and Geographic Information (Details 1) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
ASSETS | ||||
Total assets | $ 789,930 | $ 982,487 | $ 1,499,921 | |
DynAviation | ||||
ASSETS | ||||
Total assets | 351,627 | 393,246 | 447,646 | |
DynLogistics | ||||
ASSETS | ||||
Total assets | 173,036 | 299,961 | 591,304 | |
Headquarters/ Other | ||||
ASSETS | ||||
Total assets | [1] | $ 265,267 | $ 289,280 | $ 460,971 |
[1] | Assets primarily include cash, investments in unconsolidated subsidiaries, net deferred tax liabilities, intangible assets (excluding goodwill) and deferred debt issuance costs. |
Segment and Geographic Inform78
Segment and Geographic Information (Details 2) - USD ($) $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||||
Summary of Revenue by geography | ||||||
Total Revenue | $ 1,923,177 | $ 2,252,309 | $ 3,287,184 | |||
Revenue, percentage | 100.00% | 100.00% | 100.00% | |||
United States | ||||||
Summary of Revenue by geography | ||||||
Total Revenue | $ 658,639 | $ 612,220 | $ 695,772 | |||
Revenue, percentage | 34.00% | 27.00% | 21.00% | |||
Afghanistan | ||||||
Summary of Revenue by geography | ||||||
Total Revenue | $ 648,058 | $ 1,003,205 | $ 1,845,234 | |||
Revenue, percentage | 34.00% | 45.00% | 56.00% | |||
Middle East | ||||||
Summary of Revenue by geography | ||||||
Total Revenue | $ 407,521 | $ 387,021 | [1] | $ 534,861 | [1] | |
Revenue, percentage | [1] | 21.00% | 17.00% | 16.00% | ||
Other Americas | ||||||
Summary of Revenue by geography | ||||||
Total Revenue | $ 76,746 | $ 84,424 | $ 87,759 | |||
Revenue, percentage | 4.00% | 4.00% | 3.00% | |||
Europe | ||||||
Summary of Revenue by geography | ||||||
Total Revenue | $ 70,456 | $ 53,853 | $ 52,365 | |||
Revenue, percentage | 4.00% | 2.00% | 2.00% | |||
Asia-Pacific | ||||||
Summary of Revenue by geography | ||||||
Total Revenue | $ 29,362 | $ 41,953 | $ 46,170 | |||
Revenue, percentage | 1.00% | 2.00% | 1.00% | |||
Other | ||||||
Summary of Revenue by geography | ||||||
Total Revenue | $ 32,395 | $ 69,633 | $ 25,023 | |||
Revenue, percentage | 2.00% | 3.00% | 1.00% | |||
[1] | The Middle East includes but is not limited to activities in Iraq, Oman, Qatar, United Arab Emirates, Kuwait, Palestine, Sudan, Pakistan, Jordan, Lebanon, Bahrain, Saudi Arabia, Turkey and Egypt. The vast majority of all assets owned by the Company were located in the U.S. as of December 31, 2015. |
Segment and Geographic Inform79
Segment and Geographic Information (Details Textual) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015USD ($)operating_and_reporting_segment | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Segment Reporting Information [Line Items] | |||
Number of reportable segments | operating_and_reporting_segment | 2 | ||
Cost of services | $ | $ 2.3 | $ 1.1 | $ 1.7 |
Revenue, percentage | 100.00% | 100.00% | 100.00% |
Accounts Receivable | |||
Segment Reporting Information [Line Items] | |||
Revenue, percentage | 26.00% | 59.00% | |
Customer Concentration Risk | Sales Revenue, Net | |||
Segment Reporting Information [Line Items] | |||
Revenue, percentage | 93.00% | 94.00% | 96.00% |
Customer Concentration Risk | Accounts Receivable | |||
Segment Reporting Information [Line Items] | |||
Accounts receivable, percentage | 90.00% | 88.00% |
Related Parties, Joint Ventur80
Related Parties, Joint Ventures and Variable Interest Entities (Details) | 12 Months Ended |
Dec. 31, 2015 | |
Partnership for Temporary Housing LLC (PaTH) | |
Variable Interest Entity ownership percentages | |
Variable Interest Entity ownership percentage | 30.00% |
Contingency Response Services LLC (CRS) | |
Variable Interest Entity ownership percentages | |
Variable Interest Entity ownership percentage | 45.00% |
Global Response Services LLC (GRS) | |
Variable Interest Entity ownership percentages | |
Variable Interest Entity ownership percentage | 51.00% |
Global Linguist Solutions LLC (GLS) | |
Variable Interest Entity ownership percentages | |
Variable Interest Entity ownership percentage | 51.00% |
DynCorp International FZ - LLC (DIFZ) | |
Variable Interest Entity ownership percentages | |
Variable Interest Entity ownership percentage | 25.00% |
Babcock DynCorp Limited (Babcock) | |
Variable Interest Entity ownership percentages | |
Variable Interest Entity ownership percentage | 44.00% |
Related Parties, Joint Ventur81
Related Parties, Joint Ventures and Variable Interest Entities (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Variable Interest Entity [Line Items] | |||
Assets | $ 789,930 | $ 982,487 | $ 1,499,921 |
Liabilities | 998,100 | 1,059,764 | |
Revenue | 1,923,177 | 2,252,309 | 3,287,184 |
DynCorp International FZ - LLC (DIFZ) | |||
Variable Interest Entity [Line Items] | |||
Assets | 4,700 | 4,700 | |
Liabilities | 1,100 | 1,500 | |
Revenue | 216,100 | 297,700 | 414,400 |
Equity Method Investee | |||
Variable Interest Entity [Line Items] | |||
Current assets | 32,200 | 65,800 | |
Total assets | 32,200 | 65,900 | |
Current liabilities | 12,500 | 44,400 | |
Total liabilities | 12,500 | 44,400 | |
Revenue | 101,800 | 233,100 | 203,100 |
Gross profit | 14,800 | 20,700 | 15,900 |
Net income | $ 11,400 | $ 14,400 | $ 10,700 |
Related Parties, Joint Ventur82
Related Parties, Joint Ventures and Variable Interest Entities (Details Textual) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Aug. 31, 2010partner | Mar. 31, 2006partner | Dec. 31, 2015USD ($)executive | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Variable Interest Entity [Line Items] | |||||
Cerberus Consulting fees | $ 8,100 | $ 4,900 | $ 4,600 | ||
Number of Executives on Advisory Board | executive | 3 | ||||
Administrative fees expense | $ 4,200 | 1,300 | |||
Receivables due from related parties | 500 | 1,500 | |||
Receivables from unconsolidated joint ventures totaled | 400 | 3,900 | 8,600 | ||
Earnings from equity method investees | 140 | 10,077 | 4,570 | ||
Revenue | 1,923,177 | 2,252,309 | 3,287,184 | ||
Operating income | (74,719) | (219,946) | (206,780) | ||
Aggregate initial value of promissory note from Palm | 9,200 | ||||
Outstanding balance of loan | 2,500 | 2,900 | |||
Investment in affiliates | $ 6,712 | $ 8,191 | |||
Partnership for Temporary Housing LLC (PaTH) | |||||
Variable Interest Entity [Line Items] | |||||
Number of partners | partner | 2 | ||||
Variable Interest Entity ownership percentage | 30.00% | ||||
Contingency Response LLC | |||||
Variable Interest Entity [Line Items] | |||||
Number of partners | partner | 2 | ||||
Global Response Services LLC (GRS) | |||||
Variable Interest Entity [Line Items] | |||||
Number of partners | partner | 1 | ||||
Variable Interest Entity ownership percentage | 51.00% | ||||
GLS | |||||
Variable Interest Entity [Line Items] | |||||
Variable Interest Entity ownership percentage | 51.00% | ||||
Earnings from equity method investees | $ 9,600 | ||||
Revenue | $ 27,800 | 20,500 | 21,800 | ||
Operating income | (2,800) | (6,000) | (3,600) | ||
Dividends paid to parent | $ 18,800 | ||||
DynCorp International FZ - LLC (DIFZ) | |||||
Variable Interest Entity [Line Items] | |||||
Vested ownership percentage | 25.00% | ||||
Revenue | 216,100 | $ 297,700 | 414,400 | ||
Includes operationally integral and non-integral income | |||||
Variable Interest Entity [Line Items] | |||||
Earnings from equity method investees | $ 4,000 | $ 12,400 | $ 3,700 |
Collaborative Arrangements (Det
Collaborative Arrangements (Details) | 8 Months Ended |
Aug. 25, 2015 | |
Collaborative Arrangement | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Current share of profit | 70.00% |
Consolidating Financial State84
Consolidating Financial Statements of Subsidiary Guarantors (Details Textual) | Dec. 31, 2015 | Mar. 31, 2012 |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||
Percentage of ownership | 100.00% | 50.00% |
Consolidating Financial State85
Consolidating Financial Statements of Subsidiary Guarantors (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Condensed Financial Statements, Captions [Line Items] | |||
Revenue | $ 1,923,177 | $ 2,252,309 | $ 3,287,184 |
Cost of services | (1,721,679) | (2,072,865) | (2,987,253) |
Selling, general and administrative expenses | (144,675) | (146,881) | (149,925) |
Depreciation and amortization expense | (34,986) | (48,582) | (48,628) |
Earnings from equity method investees | 140 | 10,077 | 4,570 |
Impairment of goodwill, intangibles and long lived assets | (96,696) | (214,004) | (312,728) |
Operating loss | (74,719) | (219,946) | (206,780) |
Interest expense | (68,824) | (70,783) | (78,826) |
Loss on early extinguishment of debt | 0 | (1,362) | (703) |
Interest income | 110 | 221 | 157 |
Equity in income of subsidiaries, net of tax | 0 | 0 | 0 |
Other income (expense), net | 3,968 | 3,680 | (810) |
Loss before income taxes | (139,465) | (288,190) | (286,962) |
Income tax benefit | 8,672 | 20,570 | 37,461 |
Net loss | (130,793) | (267,620) | (249,501) |
Noncontrolling interest | (1,809) | (2,160) | (4,235) |
Net loss attributable to Delta Tucker Holdings, Inc. | (132,602) | (269,780) | (253,736) |
Parent | |||
Condensed Financial Statements, Captions [Line Items] | |||
Revenue | 0 | 0 | 0 |
Cost of services | 0 | 0 | 0 |
Selling, general and administrative expenses | 0 | 0 | 0 |
Depreciation and amortization expense | 0 | 0 | 0 |
Earnings from equity method investees | 0 | 0 | 0 |
Impairment of goodwill, intangibles and long lived assets | 0 | 0 | 0 |
Operating loss | 0 | 0 | 0 |
Interest expense | 0 | 0 | 0 |
Loss on early extinguishment of debt | 0 | 0 | 0 |
Interest income | 0 | 0 | 0 |
Equity in income of subsidiaries, net of tax | (132,602) | (269,780) | (253,736) |
Other income (expense), net | 0 | 0 | 0 |
Loss before income taxes | (132,602) | (269,780) | (253,736) |
Income tax benefit | 0 | 0 | 0 |
Net loss | (132,602) | (269,780) | (253,736) |
Noncontrolling interest | 0 | 0 | 0 |
Subsidiary Issuer | |||
Condensed Financial Statements, Captions [Line Items] | |||
Revenue | 0 | 0 | 0 |
Cost of services | 0 | 0 | 0 |
Selling, general and administrative expenses | 0 | 0 | 0 |
Depreciation and amortization expense | 0 | 0 | 0 |
Earnings from equity method investees | 0 | 0 | 0 |
Impairment of goodwill, intangibles and long lived assets | 0 | 0 | 0 |
Operating loss | 0 | 0 | 0 |
Interest expense | (65,689) | (68,221) | (75,001) |
Loss on early extinguishment of debt | 0 | (1,362) | (703) |
Interest income | 0 | 0 | 0 |
Equity in income of subsidiaries, net of tax | (89,904) | (224,551) | (204,678) |
Other income (expense), net | 0 | 0 | 0 |
Loss before income taxes | (155,593) | (294,134) | (280,382) |
Income tax benefit | 22,991 | 24,354 | 26,646 |
Net loss | (132,602) | (269,780) | (253,736) |
Noncontrolling interest | 0 | 0 | 0 |
Net loss attributable to Delta Tucker Holdings, Inc. | (132,602) | (269,780) | (253,736) |
Subsidiary Guarantors | |||
Condensed Financial Statements, Captions [Line Items] | |||
Revenue | 1,937,385 | 2,268,349 | 3,298,767 |
Cost of services | (1,739,280) | (2,092,339) | (3,006,723) |
Selling, general and administrative expenses | (144,625) | (146,623) | (148,962) |
Depreciation and amortization expense | (33,857) | (47,979) | (48,028) |
Earnings from equity method investees | 140 | 489 | 1,510 |
Impairment of goodwill, intangibles and long lived assets | (96,696) | (214,004) | (312,728) |
Operating loss | (76,933) | (232,107) | (216,164) |
Interest expense | (3,135) | (2,562) | (3,825) |
Loss on early extinguishment of debt | 0 | 0 | 0 |
Interest income | 103 | 198 | 130 |
Equity in income of subsidiaries, net of tax | 149 | 10,174 | 5,097 |
Other income (expense), net | 3,952 | 3,736 | (998) |
Loss before income taxes | (75,864) | (220,561) | (215,760) |
Income tax benefit | (14,040) | (3,990) | 11,082 |
Net loss | (89,904) | (224,551) | (204,678) |
Noncontrolling interest | 0 | 0 | 0 |
Net loss attributable to Delta Tucker Holdings, Inc. | (89,904) | (224,551) | (204,678) |
Subsidiary Non- Guarantors | |||
Condensed Financial Statements, Captions [Line Items] | |||
Revenue | 241,716 | 315,551 | 445,144 |
Cost of services | (238,254) | (312,110) | (437,375) |
Selling, general and administrative expenses | (115) | (265) | (845) |
Depreciation and amortization expense | (1,133) | (603) | (600) |
Earnings from equity method investees | 0 | 9,588 | 3,060 |
Impairment of goodwill, intangibles and long lived assets | 0 | 0 | 0 |
Operating loss | 2,214 | 12,161 | 9,384 |
Interest expense | 0 | 0 | 0 |
Loss on early extinguishment of debt | 0 | 0 | 0 |
Interest income | 7 | 23 | 27 |
Equity in income of subsidiaries, net of tax | 0 | 0 | 0 |
Other income (expense), net | 16 | (56) | 188 |
Loss before income taxes | 2,237 | 12,128 | 9,599 |
Income tax benefit | (279) | 206 | (267) |
Net loss | 1,958 | 12,334 | 9,332 |
Noncontrolling interest | (1,809) | (2,160) | (4,235) |
Net loss attributable to Delta Tucker Holdings, Inc. | 149 | 10,174 | 5,097 |
Eliminations | |||
Condensed Financial Statements, Captions [Line Items] | |||
Revenue | (255,924) | (331,591) | (456,727) |
Cost of services | 255,855 | 331,584 | 456,845 |
Selling, general and administrative expenses | 65 | 7 | (118) |
Depreciation and amortization expense | 4 | 0 | 0 |
Earnings from equity method investees | 0 | 0 | 0 |
Impairment of goodwill, intangibles and long lived assets | 0 | 0 | 0 |
Operating loss | 0 | 0 | 0 |
Interest expense | 0 | 0 | 0 |
Loss on early extinguishment of debt | 0 | 0 | 0 |
Interest income | 0 | 0 | 0 |
Equity in income of subsidiaries, net of tax | 222,357 | 484,157 | 453,317 |
Other income (expense), net | 0 | 0 | 0 |
Loss before income taxes | 222,357 | 484,157 | 453,317 |
Income tax benefit | 0 | 0 | 0 |
Net loss | 222,357 | 484,157 | 453,317 |
Noncontrolling interest | 0 | 0 | 0 |
Net loss attributable to Delta Tucker Holdings, Inc. | $ 222,357 | $ 484,157 | $ 453,317 |
Consolidating Financial State86
Consolidating Financial Statements of Subsidiary Guarantors (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Condensed Consolidating Statement of Comprehensive Income | |||
Net loss | $ (130,793) | $ (267,620) | $ (249,501) |
Other comprehensive loss: | |||
Foreign currency translation adjustment | (122) | (131) | (437) |
Other comprehensive loss, before tax | (122) | (131) | (437) |
Income tax benefit related to items of other comprehensive loss | 43 | 47 | 157 |
Other comprehensive loss | (79) | (84) | (280) |
Comprehensive loss | (130,872) | (267,704) | (249,781) |
Noncontrolling interest | (1,809) | (2,160) | (4,235) |
Comprehensive loss attributable to Delta Tucker Holdings, Inc. | (132,681) | (269,864) | (254,016) |
Parent | |||
Condensed Consolidating Statement of Comprehensive Income | |||
Net loss | (132,602) | (269,780) | (253,736) |
Other comprehensive loss: | |||
Foreign currency translation adjustment | (122) | (131) | (437) |
Other comprehensive loss, before tax | (122) | (131) | (437) |
Income tax benefit related to items of other comprehensive loss | 43 | 47 | 157 |
Other comprehensive loss | (79) | (84) | (280) |
Comprehensive loss | (132,681) | (269,864) | (254,016) |
Noncontrolling interest | 0 | 0 | 0 |
Comprehensive loss attributable to Delta Tucker Holdings, Inc. | (132,681) | (269,864) | (254,016) |
Subsidiary Issuer | |||
Condensed Consolidating Statement of Comprehensive Income | |||
Net loss | (132,602) | (269,780) | (253,736) |
Other comprehensive loss: | |||
Foreign currency translation adjustment | (122) | (131) | (437) |
Other comprehensive loss, before tax | (122) | (131) | (437) |
Income tax benefit related to items of other comprehensive loss | 43 | 47 | 157 |
Other comprehensive loss | (79) | (84) | (280) |
Comprehensive loss | (132,681) | (269,864) | (254,016) |
Noncontrolling interest | 0 | 0 | 0 |
Comprehensive loss attributable to Delta Tucker Holdings, Inc. | (132,681) | (269,864) | (254,016) |
Subsidiary Guarantors | |||
Condensed Consolidating Statement of Comprehensive Income | |||
Net loss | (89,904) | (224,551) | (204,678) |
Other comprehensive loss: | |||
Foreign currency translation adjustment | 0 | 0 | (242) |
Other comprehensive loss, before tax | 0 | 0 | (242) |
Income tax benefit related to items of other comprehensive loss | 0 | 0 | 86 |
Other comprehensive loss | 0 | 0 | (156) |
Comprehensive loss | (89,904) | (224,551) | (204,834) |
Noncontrolling interest | 0 | 0 | 0 |
Comprehensive loss attributable to Delta Tucker Holdings, Inc. | (89,904) | (224,551) | (204,834) |
Subsidiary Non- Guarantors | |||
Condensed Consolidating Statement of Comprehensive Income | |||
Net loss | 1,958 | 12,334 | 9,332 |
Other comprehensive loss: | |||
Foreign currency translation adjustment | (122) | (131) | (195) |
Other comprehensive loss, before tax | (122) | (131) | (195) |
Income tax benefit related to items of other comprehensive loss | 43 | 47 | 70 |
Other comprehensive loss | (79) | (84) | (125) |
Comprehensive loss | 1,879 | 12,250 | 9,207 |
Noncontrolling interest | (1,809) | (2,160) | (4,235) |
Comprehensive loss attributable to Delta Tucker Holdings, Inc. | 70 | 10,090 | 4,972 |
Eliminations | |||
Condensed Consolidating Statement of Comprehensive Income | |||
Net loss | 222,357 | 484,157 | 453,317 |
Other comprehensive loss: | |||
Foreign currency translation adjustment | 244 | 262 | 874 |
Other comprehensive loss, before tax | 244 | 262 | 874 |
Income tax benefit related to items of other comprehensive loss | (86) | (94) | (313) |
Other comprehensive loss | 158 | 168 | 561 |
Comprehensive loss | 222,515 | 484,325 | 453,878 |
Noncontrolling interest | 0 | 0 | 0 |
Comprehensive loss attributable to Delta Tucker Holdings, Inc. | $ 222,515 | $ 484,325 | $ 453,878 |
Consolidating Financial State87
Consolidating Financial Statements of Subsidiary Guarantors (Details 2) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current assets: | ||||
Cash and cash equivalents | $ 108,782 | $ 94,004 | $ 170,845 | $ 118,775 |
Restricted cash | 721 | 707 | ||
Accounts receivable, net | 386,097 | 448,496 | ||
Intercompany receivables | 0 | 0 | ||
Prepaid expenses and other current assets | 58,089 | 74,200 | ||
Assets held for sale | 7,913 | 0 | ||
Total current assets | 561,602 | 617,407 | ||
Long-term restricted cash | 0 | 952 | ||
Property and equipment, net | 15,694 | 23,786 | ||
Goodwill | 42,093 | 128,888 | 293,767 | |
Tradenames, net | 28,536 | 28,762 | ||
Other intangibles, net | 113,479 | 149,480 | ||
Investment in subsidiaries | 0 | 0 | ||
Long-term deferred taxes | 13,364 | 5,696 | ||
Other assets, net | 15,162 | 27,516 | ||
Total assets | 789,930 | 982,487 | 1,499,921 | |
Current portion of long-term debt | 187,272 | 0 | ||
Current liabilities: | ||||
Accounts payable | 90,610 | 146,546 | ||
Accrued payroll and employee costs | 100,681 | 93,707 | ||
Intercompany payables | 0 | 0 | ||
Deferred income taxes | 27,334 | 31,477 | ||
Accrued liabilities | 114,718 | 130,026 | ||
Liabilities held for sale | 784 | 0 | ||
Income taxes payable | 8,130 | 4,424 | ||
Total current liabilities | 529,529 | 406,180 | ||
Long-term debt | 455,000 | 642,272 | ||
Other long-term liabilities | 13,571 | 11,312 | ||
Noncontrolling interests | 5,792 | 5,489 | ||
Deficit | (213,962) | (82,766) | ||
Total liabilities and deficit | 789,930 | 982,487 | ||
Parent | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Restricted cash | 0 | 0 | ||
Accounts receivable, net | 0 | 0 | ||
Intercompany receivables | 0 | 0 | ||
Prepaid expenses and other current assets | 0 | 0 | ||
Assets held for sale | 0 | |||
Total current assets | 0 | 0 | ||
Long-term restricted cash | 0 | |||
Property and equipment, net | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Tradenames, net | 0 | 0 | ||
Other intangibles, net | 0 | 0 | ||
Investment in subsidiaries | 0 | 0 | ||
Long-term deferred taxes | 0 | 0 | ||
Other assets, net | 0 | 558 | ||
Total assets | 0 | 558 | ||
Current portion of long-term debt | 0 | |||
Current liabilities: | ||||
Accounts payable | 0 | 0 | ||
Accrued payroll and employee costs | 0 | 0 | ||
Intercompany payables | 45,079 | 45,643 | ||
Deferred income taxes | 0 | 0 | ||
Accrued liabilities | 168,883 | 37,681 | ||
Liabilities held for sale | 0 | |||
Income taxes payable | 0 | 0 | ||
Total current liabilities | 213,962 | 83,324 | ||
Long-term debt | 0 | 0 | ||
Other long-term liabilities | 0 | 0 | ||
Noncontrolling interests | 0 | 0 | ||
Deficit | (213,962) | (82,766) | ||
Total liabilities and deficit | 0 | 558 | ||
Subsidiary Issuer | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Restricted cash | 0 | 0 | ||
Accounts receivable, net | 0 | 0 | ||
Intercompany receivables | 0 | 0 | ||
Prepaid expenses and other current assets | 2,406 | 0 | ||
Assets held for sale | 0 | |||
Total current assets | 2,406 | 0 | ||
Long-term restricted cash | 0 | |||
Property and equipment, net | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Tradenames, net | 0 | 0 | ||
Other intangibles, net | 0 | 0 | ||
Investment in subsidiaries | 650,005 | 805,417 | ||
Long-term deferred taxes | 0 | 0 | ||
Other assets, net | 2,835 | 11,775 | ||
Total assets | 655,246 | 817,192 | ||
Current portion of long-term debt | 187,272 | |||
Current liabilities: | ||||
Accounts payable | 0 | 0 | ||
Accrued payroll and employee costs | 0 | 0 | ||
Intercompany payables | 154,285 | 188,466 | ||
Deferred income taxes | 0 | 0 | ||
Accrued liabilities | 27,572 | 24,135 | ||
Liabilities held for sale | 0 | |||
Income taxes payable | 0 | 0 | ||
Total current liabilities | 369,129 | 212,601 | ||
Long-term debt | 455,000 | 642,272 | ||
Other long-term liabilities | 0 | 0 | ||
Noncontrolling interests | 0 | 0 | ||
Deficit | (168,883) | (37,681) | ||
Total liabilities and deficit | 655,246 | 817,192 | ||
Subsidiary Guarantors | ||||
Current assets: | ||||
Cash and cash equivalents | 95,365 | 87,300 | 144,025 | 74,907 |
Restricted cash | 721 | 707 | ||
Accounts receivable, net | 389,773 | 452,938 | ||
Intercompany receivables | 199,364 | 234,109 | ||
Prepaid expenses and other current assets | 54,364 | 73,456 | ||
Assets held for sale | 7,913 | |||
Total current assets | 747,500 | 848,510 | ||
Long-term restricted cash | 952 | |||
Property and equipment, net | 14,617 | 23,615 | ||
Goodwill | 9,694 | 96,489 | ||
Tradenames, net | 28,536 | 28,762 | ||
Other intangibles, net | 113,256 | 148,825 | ||
Investment in subsidiaries | 55,460 | 55,087 | ||
Long-term deferred taxes | 13,364 | 5,696 | ||
Other assets, net | 10,616 | 15,183 | ||
Total assets | 993,043 | 1,223,119 | ||
Current portion of long-term debt | 0 | |||
Current liabilities: | ||||
Accounts payable | 85,374 | 146,016 | ||
Accrued payroll and employee costs | 96,800 | 84,725 | ||
Intercompany payables | 15,180 | 28,231 | ||
Deferred income taxes | 27,310 | 31,453 | ||
Accrued liabilities | 90,013 | 105,404 | ||
Liabilities held for sale | 784 | |||
Income taxes payable | 8,214 | 5,072 | ||
Total current liabilities | 323,675 | 400,901 | ||
Long-term debt | 0 | 0 | ||
Other long-term liabilities | 13,571 | 11,312 | ||
Noncontrolling interests | 5,792 | 5,489 | ||
Deficit | 650,005 | 805,417 | ||
Total liabilities and deficit | 993,043 | 1,223,119 | ||
Subsidiary Non- Guarantors | ||||
Current assets: | ||||
Cash and cash equivalents | 13,417 | 6,704 | 26,820 | 43,868 |
Restricted cash | 0 | 0 | ||
Accounts receivable, net | 11 | 719 | ||
Intercompany receivables | 15,180 | 28,231 | ||
Prepaid expenses and other current assets | 1,825 | 1,217 | ||
Assets held for sale | 0 | |||
Total current assets | 30,433 | 36,871 | ||
Long-term restricted cash | 0 | |||
Property and equipment, net | 1,077 | 171 | ||
Goodwill | 32,399 | 32,399 | ||
Tradenames, net | 0 | 0 | ||
Other intangibles, net | 223 | 655 | ||
Investment in subsidiaries | 0 | 0 | ||
Long-term deferred taxes | 0 | 0 | ||
Other assets, net | 1,711 | 0 | ||
Total assets | 65,843 | 70,096 | ||
Current portion of long-term debt | 0 | |||
Current liabilities: | ||||
Accounts payable | 6,138 | 1,253 | ||
Accrued payroll and employee costs | 3,881 | 13,296 | ||
Intercompany payables | 0 | 0 | ||
Deferred income taxes | 24 | 24 | ||
Accrued liabilities | 340 | 436 | ||
Liabilities held for sale | 0 | |||
Income taxes payable | 0 | 0 | ||
Total current liabilities | 10,383 | 15,009 | ||
Long-term debt | 0 | 0 | ||
Other long-term liabilities | 0 | 0 | ||
Noncontrolling interests | 0 | 0 | ||
Deficit | 55,460 | 55,087 | ||
Total liabilities and deficit | 65,843 | 70,096 | ||
Eliminations | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 |
Restricted cash | 0 | 0 | ||
Accounts receivable, net | (3,687) | (5,161) | ||
Intercompany receivables | (214,544) | (262,340) | ||
Prepaid expenses and other current assets | (506) | (473) | ||
Assets held for sale | 0 | |||
Total current assets | (218,737) | (267,974) | ||
Long-term restricted cash | 0 | |||
Property and equipment, net | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Tradenames, net | 0 | 0 | ||
Other intangibles, net | 0 | 0 | ||
Investment in subsidiaries | (705,465) | (860,504) | ||
Long-term deferred taxes | 0 | 0 | ||
Other assets, net | 0 | 0 | ||
Total assets | (924,202) | (1,128,478) | ||
Current portion of long-term debt | 0 | |||
Current liabilities: | ||||
Accounts payable | (902) | (723) | ||
Accrued payroll and employee costs | 0 | (4,314) | ||
Intercompany payables | (214,544) | (262,340) | ||
Deferred income taxes | 0 | 0 | ||
Accrued liabilities | (172,090) | (37,630) | ||
Liabilities held for sale | 0 | |||
Income taxes payable | (84) | (648) | ||
Total current liabilities | (387,620) | (305,655) | ||
Long-term debt | 0 | 0 | ||
Other long-term liabilities | 0 | 0 | ||
Noncontrolling interests | 0 | 0 | ||
Deficit | (536,582) | (822,823) | ||
Total liabilities and deficit | $ (924,202) | $ (1,128,478) |
Consolidating Financial State88
Consolidating Financial Statements of Subsidiary Guarantors (Details 3) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by (used in) operating activities | $ 19,572 | $ 25,377 | $ 137,502 |
Cash flows from investing activities | |||
Purchase of property and equipment | (3,179) | (8,712) | (7,628) |
Proceeds from sale of property and equipment | 526 | 44 | 182 |
Purchase of software | (1,555) | (1,631) | (2,718) |
Return of capital from equity method investees | 4,590 | 5,625 | 2,223 |
Contributions to equity method investees | (3,117) | 0 | (30) |
Net Transfer (to) from affiliates | 0 | 0 | 0 |
Net cash used in investing activities | (2,735) | (4,674) | (7,971) |
Cash flows from financing activities | |||
Borrowings on indebtedness | 218,800 | 118,000 | 745,900 |
Payments on long-term debt | (218,800) | (208,000) | (796,537) |
Payments of deferred financing cost | 0 | (1,740) | (2,139) |
Borrowings under other financing arrangements | 20,214 | 9,431 | |
Payments related to financed insurance | (2,055) | (24,321) | (29,734) |
Equity contribution from affiliates of Cerberus | 1,000 | 0 | 0 |
Payments of dividends to Parent | (1,004) | (1,697) | (4,382) |
Transfers (to) from affiliates | 0 | 0 | 0 |
Net cash used in financing activities | (2,059) | (97,544) | (77,461) |
Net change in cash and cash equivalent | 14,778 | (76,841) | 52,070 |
Cash and cash equivalents, beginning of period | 94,004 | 170,845 | 118,775 |
Cash and cash equivalents, end of period | 108,782 | 94,004 | 170,845 |
Parent | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by (used in) operating activities | 563 | 333 | 461 |
Cash flows from investing activities | |||
Purchase of property and equipment | 0 | 0 | 0 |
Proceeds from sale of property and equipment | 0 | 0 | 0 |
Purchase of software | 0 | 0 | 0 |
Return of capital from equity method investees | 0 | 0 | 0 |
Contributions to equity method investees | 0 | 0 | |
Net Transfer (to) from affiliates | 0 | 0 | 0 |
Net cash used in investing activities | 0 | 0 | 0 |
Cash flows from financing activities | |||
Borrowings on indebtedness | 0 | 0 | 0 |
Payments on long-term debt | 0 | 0 | 0 |
Payments of deferred financing cost | 0 | 0 | |
Borrowings under other financing arrangements | 0 | 0 | |
Payments related to financed insurance | 0 | 0 | 0 |
Equity contribution from affiliates of Cerberus | 0 | ||
Payments of dividends to Parent | 0 | 0 | 0 |
Transfers (to) from affiliates | (563) | (333) | (461) |
Net cash used in financing activities | (563) | (333) | (461) |
Net change in cash and cash equivalent | 0 | 0 | 0 |
Cash and cash equivalents, beginning of period | 0 | 0 | 0 |
Cash and cash equivalents, end of period | 0 | 0 | 0 |
Subsidiary Issuer | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by (used in) operating activities | 33,182 | 29,545 | 30,040 |
Cash flows from investing activities | |||
Purchase of property and equipment | 0 | 0 | 0 |
Proceeds from sale of property and equipment | 0 | 0 | 0 |
Purchase of software | 0 | 0 | 0 |
Return of capital from equity method investees | 0 | 0 | 0 |
Contributions to equity method investees | 0 | 0 | |
Net Transfer (to) from affiliates | 0 | 0 | 0 |
Net cash used in investing activities | 0 | 0 | 0 |
Cash flows from financing activities | |||
Borrowings on indebtedness | 218,800 | 118,000 | 745,900 |
Payments on long-term debt | (218,800) | (208,000) | (796,537) |
Payments of deferred financing cost | 0 | 0 | |
Borrowings under other financing arrangements | 0 | 0 | |
Payments related to financed insurance | 0 | 0 | 0 |
Equity contribution from affiliates of Cerberus | 1,000 | ||
Payments of dividends to Parent | 0 | 0 | 0 |
Transfers (to) from affiliates | (34,182) | 60,455 | 20,597 |
Net cash used in financing activities | (33,182) | (29,545) | (30,040) |
Net change in cash and cash equivalent | 0 | 0 | 0 |
Cash and cash equivalents, beginning of period | 0 | 0 | 0 |
Cash and cash equivalents, end of period | 0 | 0 | 0 |
Subsidiary Guarantors | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by (used in) operating activities | (9,991) | (6,454) | 101,590 |
Cash flows from investing activities | |||
Purchase of property and equipment | (2,026) | (8,712) | (7,604) |
Proceeds from sale of property and equipment | 526 | 44 | 182 |
Purchase of software | (1,555) | (1,631) | (2,718) |
Return of capital from equity method investees | 4,590 | 5,625 | 2,223 |
Contributions to equity method investees | (3,117) | (30) | |
Net Transfer (to) from affiliates | 34,745 | (60,122) | (9,939) |
Net cash used in investing activities | 33,163 | (64,796) | (17,886) |
Cash flows from financing activities | |||
Borrowings on indebtedness | 0 | 0 | 0 |
Payments on long-term debt | 0 | 0 | 0 |
Payments of deferred financing cost | (1,740) | (2,139) | |
Borrowings under other financing arrangements | 20,214 | 9,431 | |
Payments related to financed insurance | (2,055) | (24,321) | (29,734) |
Equity contribution from affiliates of Cerberus | 0 | ||
Payments of dividends to Parent | 0 | 0 | 0 |
Transfers (to) from affiliates | (13,052) | 20,372 | 7,856 |
Net cash used in financing activities | (15,107) | 14,525 | (14,586) |
Net change in cash and cash equivalent | 8,065 | (56,725) | 69,118 |
Cash and cash equivalents, beginning of period | 87,300 | 144,025 | 74,907 |
Cash and cash equivalents, end of period | 95,365 | 87,300 | 144,025 |
Subsidiary Non- Guarantors | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by (used in) operating activities | (3,178) | 3,650 | 9,793 |
Cash flows from investing activities | |||
Purchase of property and equipment | (1,153) | 0 | (24) |
Proceeds from sale of property and equipment | 0 | 0 | 0 |
Purchase of software | 0 | 0 | 0 |
Return of capital from equity method investees | 0 | 0 | 0 |
Contributions to equity method investees | 0 | 0 | |
Net Transfer (to) from affiliates | 13,052 | (20,372) | (7,857) |
Net cash used in investing activities | 11,899 | (20,372) | (7,881) |
Cash flows from financing activities | |||
Borrowings on indebtedness | 0 | 0 | 0 |
Payments on long-term debt | 0 | 0 | 0 |
Payments of deferred financing cost | 0 | 0 | |
Borrowings under other financing arrangements | 0 | 0 | |
Payments related to financed insurance | 0 | 0 | 0 |
Equity contribution from affiliates of Cerberus | 0 | ||
Payments of dividends to Parent | (2,008) | (3,394) | (8,764) |
Transfers (to) from affiliates | 0 | 0 | (10,196) |
Net cash used in financing activities | (2,008) | (3,394) | (18,960) |
Net change in cash and cash equivalent | 6,713 | (20,116) | (17,048) |
Cash and cash equivalents, beginning of period | 6,704 | 26,820 | 43,868 |
Cash and cash equivalents, end of period | 13,417 | 6,704 | 26,820 |
Eliminations | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by (used in) operating activities | (1,004) | (1,697) | (4,382) |
Cash flows from investing activities | |||
Purchase of property and equipment | 0 | 0 | 0 |
Proceeds from sale of property and equipment | 0 | 0 | 0 |
Purchase of software | 0 | 0 | 0 |
Return of capital from equity method investees | 0 | 0 | 0 |
Contributions to equity method investees | 0 | 0 | |
Net Transfer (to) from affiliates | (47,797) | 80,494 | 17,796 |
Net cash used in investing activities | (47,797) | 80,494 | 17,796 |
Cash flows from financing activities | |||
Borrowings on indebtedness | 0 | 0 | 0 |
Payments on long-term debt | 0 | 0 | 0 |
Payments of deferred financing cost | 0 | 0 | |
Borrowings under other financing arrangements | 0 | 0 | |
Payments related to financed insurance | 0 | 0 | 0 |
Equity contribution from affiliates of Cerberus | 0 | ||
Payments of dividends to Parent | 1,004 | 1,697 | 4,382 |
Transfers (to) from affiliates | 47,797 | (80,494) | (17,796) |
Net cash used in financing activities | 48,801 | (78,797) | (13,414) |
Net change in cash and cash equivalent | 0 | 0 | 0 |
Cash and cash equivalents, beginning of period | 0 | 0 | 0 |
Cash and cash equivalents, end of period | $ 0 | $ 0 | $ 0 |
Valuation and Qualifying Acco89
Valuation and Qualifying Accounts (Details) - Allowance for Doubtful Accounts - USD ($) $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2015 | [1] | Dec. 31, 2014 | Dec. 31, 2013 | |||
Allowance for doubtful accounts: | ||||||
Beginning of Period | $ 4,736 | $ 1,621 | $ 1,481 | |||
Additions | 15,314 | 3,269 | 1,531 | |||
Deductions from Reserve | [2] | (3,767) | (154) | (1,391) | ||
End of Period | $ 16,283 | $ 4,736 | [1] | $ 1,621 | ||
[1] | Additions in 2015 primarily driven by a balance sheet reclassification related to amounts billed during the year. | |||||
[2] | Deductions from reserve represents accounts written off, net of recoveries. |
Condensed Financial Informati90
Condensed Financial Information of Registrant - Balance Sheet (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
ASSETS | |||
Other Assets, Noncurrent | $ 15,162 | $ 27,516 | |
Total assets | 789,930 | 982,487 | $ 1,499,921 |
LIABILITIES & DEFICIT | |||
Liabilities | 529,529 | 406,180 | |
Deficit | (213,962) | (82,766) | |
Total liabilities and deficit | 789,930 | 982,487 | |
Parent | |||
ASSETS | |||
Other Assets, Noncurrent | 0 | 558 | |
Total assets | 0 | 558 | |
LIABILITIES & DEFICIT | |||
Liabilities | 213,962 | 83,324 | |
Deficit | (213,962) | (82,766) | |
Total liabilities and deficit | $ 0 | $ 558 |
Condensed Financial Informati91
Condensed Financial Information of Registrant - Statement of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Condensed Financial Statements, Captions [Line Items] | |||
Equity in income of subsidiaries, net of tax | $ 0 | $ 0 | $ 0 |
Income before income taxes | (139,465) | (288,190) | (286,962) |
Income tax benefit | 8,672 | 20,570 | 37,461 |
Net loss | (130,793) | (267,620) | (249,501) |
Parent | |||
Condensed Financial Statements, Captions [Line Items] | |||
Equity in income of subsidiaries, net of tax | (132,602) | (269,780) | (253,736) |
Income before income taxes | (132,602) | (269,780) | (253,736) |
Income tax benefit | 0 | 0 | 0 |
Net loss | $ (132,602) | $ (269,780) | $ (253,736) |
Condensed Financial Informati92
Condensed Financial Information of Registrant - Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Condensed Financial Statements, Captions [Line Items] | |||
Net cash from operating activities | $ 19,572 | $ 25,377 | $ 137,502 |
Net cash from investing activities | (2,735) | (4,674) | (7,971) |
Net cash from financing activities | (2,059) | (97,544) | (77,461) |
Net change in cash and cash equivalent | 14,778 | (76,841) | 52,070 |
Cash and cash equivalents, beginning of period | 94,004 | 170,845 | 118,775 |
Cash and cash equivalents, end of period | 108,782 | 94,004 | 170,845 |
Parent | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net cash from operating activities | 563 | 333 | 461 |
Net cash from investing activities | 0 | 0 | 0 |
Net cash from financing activities | (563) | (333) | (461) |
Net change in cash and cash equivalent | 0 | 0 | 0 |
Cash and cash equivalents, beginning of period | 0 | 0 | 0 |
Cash and cash equivalents, end of period | $ 0 | $ 0 | $ 0 |
Condensed Financial Informati93
Condensed Financial Information of Registrant (Details Textual) - USD ($) | 9 Months Ended | 12 Months Ended |
Dec. 31, 2010 | Dec. 31, 2015 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | ||
Related Party Transaction, Due from (to) Related Party | $ 0 | |
Capital contribution in connection with merger | $ 550,900,000 | $ 550,900,000 |