Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
May 05, 2017 | May 26, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | May 5, 2017 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | SAIC | |
Entity Registrant Name | Science Applications International Corporation | |
Entity Central Index Key | 1,571,123 | |
Current Fiscal Year End Date | --02-02 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 43,674,350 |
CONDENSED AND CONSOLIDATED STAT
CONDENSED AND CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (UNAUDITED) - USD ($) $ in Millions | 3 Months Ended | |
May 05, 2017 | May 06, 2016 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Revenues | $ 1,103 | $ 1,215 |
Cost of revenues | 1,007 | 1,098 |
Selling, general and administrative expenses | 33 | 51 |
Operating income | 63 | 66 |
Interest expense | 11 | 14 |
Income before income taxes | 52 | 52 |
Provision for income taxes (Note 4) | (3) | (19) |
Net income | 49 | 33 |
Other comprehensive income, net of tax (Note 7) | 1 | 0 |
Comprehensive income | $ 50 | $ 33 |
Earnings per share (Note 2): | ||
Basic | $ 1.12 | $ 0.73 |
Diluted | 1.08 | 0.71 |
Cash dividends paid per share | 0.31 | 0.31 |
Cash dividends declared per share | $ 0.31 | $ 0.31 |
CONDENSED AND CONSOLIDATED BALA
CONDENSED AND CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Millions | May 05, 2017 | Feb. 03, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 207 | $ 210 |
Receivables, net | 582 | 539 |
Inventory, prepaid expenses and other current assets | 128 | 152 |
Total current assets | 917 | 901 |
Goodwill | 863 | 863 |
Intangible assets (net of accumulated amortization of $45 million and $40 million at May 5, 2017 and February 3, 2017, respectively) | 195 | 200 |
Property, plant and equipment (net of accumulated depreciation of $132 million and $126 million at May 5, 2017 and February 3, 2017, respectively) | 58 | 60 |
Other assets | 17 | 18 |
Total assets | 2,050 | 2,042 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 443 | 432 |
Accrued payroll and employee benefits | 180 | 158 |
Long-term debt, current portion (Note 5) | 24 | 25 |
Total current liabilities | 647 | 615 |
Long-term debt, net of current portion (Note 5) | 1,014 | 1,022 |
Deferred income taxes | 13 | 13 |
Other long-term liabilities | 40 | 38 |
Commitments and contingencies (Note 8) | ||
Equity: | ||
Common stock, $.0001 par value, 1 billion shares authorized, 44 million shares issued and outstanding as of May 5, 2017 and February 3, 2017 | 0 | 0 |
Additional paid-in capital | 36 | 91 |
Retained earnings | 301 | 265 |
Accumulated other comprehensive loss (Note 7) | (1) | (2) |
Total equity | 336 | 354 |
Total liabilities and equity | $ 2,050 | $ 2,042 |
CONDENSED AND CONSOLIDATED BAL4
CONDENSED AND CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - USD ($) $ in Millions | May 05, 2017 | Feb. 03, 2017 |
Statement Of Financial Position [Abstract] | ||
Intangible assets, accumulated amortization | $ 45 | $ 40 |
Property, plant and equipment, accumulated depreciation | $ 132 | $ 126 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 44,000,000 | 44,000,000 |
Common stock, shares outstanding | 44,000,000 | 44,000,000 |
CONDENSED AND CONSOLIDATED STA5
CONDENSED AND CONSOLIDATED STATEMENT OF EQUITY (UNAUDITED) - 3 months ended May 05, 2017 - USD ($) shares in Millions, $ in Millions | Total | Shares of Common stock | Additional paid-in capital | Retained earnings | Accumulated other comprehensive loss |
Balance, value at Feb. 03, 2017 | $ 354 | $ 91 | $ 265 | $ (2) | |
Balance, shares at Feb. 03, 2017 | 44 | 44 | |||
Net income | $ 49 | 49 | |||
Issuances of stock, value | 2 | 2 | |||
Issuances of stock, shares | 1 | ||||
Other comprehensive income, net of tax | 1 | 1 | |||
Cash dividends of $0.31 per share | (13) | (13) | |||
Stock-based compensation | (17) | (17) | |||
Repurchases of stock, value | (40) | (40) | |||
Repurchases of stock, shares | (1) | ||||
Balance, value at May. 05, 2017 | $ 336 | $ 36 | $ 301 | $ (1) | |
Balance, shares at May. 05, 2017 | 44 | 44 |
CONDENSED AND CONSOLIDATED STA6
CONDENSED AND CONSOLIDATED STATEMENT OF EQUITY (UNAUDITED) (Parenthetical) - $ / shares | 3 Months Ended | |
May 05, 2017 | May 06, 2016 | |
Statement Of Stockholders Equity [Abstract] | ||
Cash dividends paid per share | $ 0.31 | $ 0.31 |
Cash dividends declared per share | $ 0.31 | $ 0.31 |
CONDENSED AND CONSOLIDATED STA7
CONDENSED AND CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Millions | 3 Months Ended | |
May 05, 2017 | May 06, 2016 | |
Cash flows from operating activities: | ||
Net income | $ 49 | $ 33 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 10 | 16 |
Stock-based compensation expense | 8 | 10 |
Excess tax benefits from stock-based compensation | 0 | (4) |
Increase (decrease) resulting from changes in operating assets and liabilities: | ||
Receivables | (43) | (61) |
Inventory, prepaid expenses and other current assets | 23 | (2) |
Other assets | 1 | 0 |
Accounts payable and accrued liabilities | 16 | 26 |
Accrued payroll and employee benefits | 22 | 17 |
Other long-term liabilities | 2 | 0 |
Net cash provided by operating activities | 88 | 35 |
Cash flows from investing activities: | ||
Expenditures for property, plant, and equipment | (4) | (4) |
Net cash used in investing activities | (4) | (4) |
Cash flows from financing activities: | ||
Dividend payments to stockholders | (14) | (14) |
Principal payments on borrowings | (9) | (15) |
Issuances of stock | 2 | 1 |
Stock repurchased and retired or withheld for taxes on equity awards | (65) | (47) |
Excess tax benefits from stock-based compensation | 0 | 4 |
Disbursements for obligations assumed from Scitor acquisition | (2) | (2) |
Net cash used in financing activities | (88) | (73) |
Net decrease in cash, cash equivalents and restricted cash | (4) | (42) |
Cash, cash equivalents and restricted cash at beginning of period | 218 | 209 |
Cash, cash equivalents and restricted cash at end of period (Note 1) | $ 214 | $ 167 |
Business Overview and Summary o
Business Overview and Summary of Significant Accounting Policies | 3 Months Ended |
May 05, 2017 | |
Accounting Policies [Abstract] | |
Business Overview and Summary of Significant Accounting Policies | Note 1—Business Overview and Summary of Significant Accounting Policies: Overview Science Applications International Corporation (collectively, with its consolidated subsidiaries, the “Company”) is a leading provider of technical, engineering and enterprise information technology (IT) services primarily to the U.S. government. The Company provides engineering and integration services for large, complex projects and offers a broad range of services with a targeted emphasis on higher-end, differentiated technology services. The Company is organized as a matrix comprised of five operating segments supported by several service line organizations. Each of the Company’s operating segments is focused on providing the Company’s comprehensive technical and enterprise IT service offerings to one or more agencies of the U.S federal government. The Company’s operating segments have been aggregated into one reportable segment for financial reporting purposes. Principles of Consolidation and Basis of Presentation The accompanying financial information has been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission for interim reporting purposes. References to “financial statements” refer to the condensed and consolidated financial statements of the Company, which include the statements of income and comprehensive income, balance sheets, statement of equity and statements of cash flows. These financial statements were prepared in accordance with U.S. generally accepted accounting principles (GAAP). All intercompany transactions and account balances within the Company have been eliminated. The financial statements are unaudited, but in the opinion of management include all adjustments, which consist of normal recurring adjustments, necessary for a fair presentation thereof. The results reported in these financial statements are not necessarily indicative of results that may be expected for the entire year and should be read in conjunction with the information contained in the Company’s Annual Report on Form 10-K for the year ended February 3, 2017. Use of Estimates The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingencies at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting periods. Significant estimates inherent in the preparation of the financial statements may include, but are not limited to estimated profitability of long-term contracts, income taxes, fair value measurements, fair value of goodwill and other intangible assets, and contingencies. Estimates have been prepared by management on the basis of the most current and best available information at the time of estimation and actual results could differ from those estimates. Changes in estimates of revenues, cost of revenues or profits related to contracts accounted for using the cost-to-cost and efforts expended methods of percentage-of-completion accounting are recognized in operating income in the period in which such changes are made for the inception-to-date effect of the changes. Changes in these estimates can routinely occur over the contract performance period for a variety of reasons, which include: changes in contract scope; changes in contract cost estimates due to unanticipated cost growth or reassessments of risks impacting costs; changes in estimated incentive or award fees; and performance being better or worse than previously estimated. Aggregate changes in contract estimates decreased operating income by $5 million ($0.10 per diluted share) for the three months ended May 5, 2017, and increased operating income by $6 million ($0.08 per diluted share) for the three months ended May 6, 2016. Reporting Periods The Company utilizes a 52/53 week fiscal year ending on the Friday closest to January 31, with fiscal quarters typically consisting of 13 weeks. Fiscal 2017 began on January 30, 2016 and ended on February 3, 2017, while fiscal 2018 began on February 4, 2017 and ends on February 2, 2018. The number of weeks for each quarter for fiscal 2018 and 2017 are as follows: Fiscal 2018 Fiscal 2017 (weeks) First Quarter 13 14 Second Quarter 13 13 Third Quarter 13 13 Fourth Quarter 13 13 Fiscal Year 52 53 Operating Cycle The Company’s operating cycle for long-term contracts may be greater than one year and is measured by the average time intervening between the inception and the completion of those contracts. Contract-related assets and liabilities are classified as current assets and current liabilities. Derivative Instruments Designated as Cash Flow Hedges Derivative instruments are recorded on the condensed and consolidated balance sheets at fair value. Unrealized gains and losses on derivatives designated as cash flow hedges are reported in other comprehensive (loss) income and reclassified to earnings in a manner that matches the timing of the earnings impact of the hedged transactions. The ineffective portion of all hedges, if any, is recognized immediately in earnings. The Company’s fixed interest rate swaps are considered over-the-counter derivatives, and fair value is calculated using a standard pricing model for interest rate swaps with contractual terms for maturities, amortization and interest rates. Level 2, or market observable inputs (such as yield and credit curves), are used within the standard pricing models in order to determine fair value. The fair value is an estimate of the amount that the Company would pay or receive as of a measurement date if the agreements were transferred to a third party or canceled. See Note 6 for further discussion on the Company’s derivative instruments designated as cash flow hedges. Cash, Cash Equivalents and Restricted cash The following table provides a reconciliation of cash, cash equivalents and restricted cash to amounts reported within the condensed and consolidated balance sheets for the periods presented: May 5, 2017 February 3, 2017 (in millions) Cash and cash equivalents 207 210 Restricted cash included in inventory, prepaid expenses and other current assets - 1 Restricted cash included in other assets 7 7 Cash, cash equivalents and restricted cash $ 214 $ 218 Accounting Standards Updates In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606) Deferral of the Effective Date In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) Topic 840 Revenue from Contracts with Customers (Topic 606) In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash Other Accounting Standards Updates effective after May 5, 2017 are not expected to have a material effect on the Company’s financial statements. |
Earnings Per Share and Dividend
Earnings Per Share and Dividends | 3 Months Ended |
May 05, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share and Dividends | Note 2—Earnings Per Share and Dividends: Earnings Per Share Basic earnings per share (EPS) is computed by dividing net income by the basic weighted-average number of shares outstanding. Diluted EPS is computed similarly to basic EPS, except the weighted-average number of shares outstanding is increased to include the dilutive effect of outstanding stock options and other stock-based awards. A reconciliation of the weighted-average number of shares outstanding used to compute basic and diluted EPS was: Three Months Ended May 5, 2017 May 6, 2016 (in millions) Basic weighted-average number of shares outstanding 43.7 45.0 Dilutive common share equivalents - stock options and other stock-based awards 1.8 1.5 Diluted weighted-average number of shares outstanding 45.5 46.5 The following stock-based awards were excluded from the weighted-average number of shares outstanding used to compute diluted EPS: Three Months Ended May 5, 2017 May 6, 2016 (in millions) Antidilutive stock options excluded 0.1 0.6 Dividends The Company declared and paid a quarterly dividend of $0.31 per share of its common stock during the three months ended May 5, 2017. On June 7, 2017, the Company’s Board of Directors declared a quarterly dividend of $0.31 per share of the Company’s common stock payable on July 28, 2017 to stockholders of record on July 14, 2017. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
May 05, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | Note 3—Stock-Based Compensation: Stock Options During the three months ended May 5, 2017, the Company granted certain employees 0.1 million stock options with an exercise price and grant date fair value of $72.91 and $16.44, respectively. These options will expire on the seventh anniversary of the grant date and will vest ratably on each anniversary of the grant date over a three-year period. Restricted Stock Units (RSUs) During the three months ended May 5, 2017, the Company granted certain employees 0.4 million RSUs with a grant date fair value of $72.91, which will vest ratably on each anniversary of the grant date over a four-year period. Performance Shares During the three months ended May 5, 2017, the Company granted to certain employees 0.1 million performance share awards with a grant date fair value of $72.91 per award. These awards will cliff vest at the end of the third fiscal year following the grant date, subject to meeting the minimum service requirements and the achievement of certain annual and cumulative financial metrics of the Company’s performance, with the number of shares ultimately issued, if any, ranging up to 150% of the specified target shares. |
Income Taxes
Income Taxes | 3 Months Ended |
May 05, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 4—Income Taxes: Provision for income taxes as a percentage of income before income taxes was 5.9% for the three months ended May 5, 2017, and 36.6% for the three months ended May 6, 2016. Tax rates for the three months ended May 5, 2017 were lower as compared to the same period in the prior year primarily due to a $16 million benefit recognized for excess tax benefits related to employee share-based compensation as a result of the adoption of ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, see Accounting Standards Updates As of May 5, 2017, the balance of unrecognized tax benefits included liabilities for uncertainty in income taxes of $5 million, $4 million of which is classified as other long-term liabilities on the condensed and consolidated balance sheets and $1 million of which that is classified as a reduction to the corresponding deferred tax asset and is presented in other assets on the condensed and consolidated balance sheets. $5 million of unrecognized tax benefits, if recognized, would affect the effective income tax rate for the Company. While the Company believes it has adequate accruals for uncertainty in income taxes, the tax authorities, on review of the Company’s tax filings, may determine that the Company owes taxes in excess of recorded accruals, or the recorded accruals may be in excess of the final settlement amounts agreed to by tax authorities. Although the timing of such reviews is not certain, we do not believe that it is reasonably possible that the unrecognized tax benefits will materially change in the next 12 months. |
Debt Obligations
Debt Obligations | 3 Months Ended |
May 05, 2017 | |
Debt Disclosure [Abstract] | |
Debt Obligations | Note 5—Debt Obligations: The Company’s long-term debt as of the dates presented was as follows: May 5, 2017 February 3, 2017 Stated interest rate Effective interest rate Principal Unamortized Debt Issuance Costs Net Principal Unamortized Debt Issuance Costs Net (in millions) Term Loan A Facility due August 2021 3.00 % 3.11 % $ 651 $ (2 ) $ 649 $ 660 $ (2 ) $ 658 Term Loan B Facility due May 2022 3.56 % 4.15 % 400 (11 ) 389 400 (11 ) 389 Total long-term debt $ 1,051 $ (13 ) $ 1,038 $ 1,060 $ (13 ) $ 1,047 Less current portion 24 - 24 25 - 25 Total long-term debt, net of current portion $ 1,027 $ (13 ) $ 1,014 $ 1,035 $ (13 ) $ 1,022 As of May 5, 2017, the Company has a $1.3 billion credit facility (the Credit Facility), which consists of a $200 million secured revolving credit facility (the Revolving Credit Facility), a $651 million secured term facility (Term Loan A Facility), and a $400 million secured term facility (Term Loan B Facility) (together, the Term Loan Facilities). The Revolving Credit Facility capacity is available to the Company through August 2021, but no draws have been made. The Credit Facility contains certain restrictive covenants applicable to the Company and its subsidiaries including a requirement to maintain a Senior Secured Leverage Ratio (as defined in the Second Amended and Restated Credit Agreement) of not greater than 4.00 to 1.00 until July 31, 2016, and not greater than 3.75 to 1.00 thereafter, and requires the Company to make an annual prepayment as a portion of its Excess Cash Flow (as defined in the Second Amended and Restated Credit Agreement). As of May 5, 2017, the Company was in compliance with the covenants under its Credit Facility. As of May 5, 2017 and February 3, 2017, the carrying value of the Company’s outstanding debt obligations approximated its fair value. The fair value of long-term debt is calculated using Level 2 inputs, based on interest rates available for debt with terms and maturities similar to the Company’s Term Loan Facilities. |
Derivative Instruments Designat
Derivative Instruments Designated as Cash Flow Hedges | 3 Months Ended |
May 05, 2017 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Instruments Designated as Cash Flow Hedges | Note 6—Derivative Instruments Designated as Cash Flow Hedges: The Company’s derivative instruments designated as cash flow hedges consist of: Liability Fair Value (1) at Notional Amount at May 5, 2017 Pay Fixed Rate Receive Variable Rate Settlement and Termination May 5, 2017 February 3, 2017 (in millions) (in millions) Term loan A interest rate swaps $ 400 1.41 % 1-month LIBOR Monthly through September 26, 2018 $ - $ 1 Term loan B interest rate swaps 350 1.88 % 3-month LIBOR (2) Quarterly through May 7, 2020 2 2 Total $ 750 $ 2 $ 3 (1) The fair value of the fixed interest rate swaps liability is included in accounts payable and accrued liabilities on the condensed and consolidated balance sheets. (2) Subject to a 0.75% floor. The Company is party to fixed interest rate swap instruments that are designated and accounted for as cash flow hedges to manage risks associated with interest rate fluctuations on a portion of the Company’s floating rate debt. The counterparties to all swap agreements are financial institutions. See Note 7 for the effective portion of the unrealized change in fair values on cash flow hedges recognized in other comprehensive loss and the amounts reclassified from accumulated other comprehensive loss into earnings for the current and comparative periods presented. There was no ineffectiveness during any of the periods presented. The Company estimates that it will reclassify $2 million of unrealized losses from accumulated other comprehensive loss into earnings in the twelve months following May 5, 2017. |
Changes in Accumulated Other Co
Changes in Accumulated Other Comprehensive Loss by Component | 3 Months Ended |
May 05, 2017 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive Loss by Component | Note 7—Changes in Accumulated Other Comprehensive Loss by Component: The following table presents the changes in accumulated other comprehensive loss attributable to the Company’s fixed interest rate swap cash flow hedges that are discussed in Note 6. Unrealized Losses on Fixed Interest Rate Swap Cash Flow Hedges Pre-Tax Amount (1) Income Tax (2) Net Amount (in millions) Three months ended May 5, 2017 Balance at February 3, 2017 $ 3 $ (1 ) $ 2 Other comprehensive income before reclassifications - - - Amounts reclassified from accumulated other comprehensive loss (1 ) - (1 ) Net other comprehensive income (1 ) - (1 ) Balance at May 5, 2017 $ 2 $ (1 ) $ 1 Three months ended May 6, 2016 Balance at January 29, 2016 $ 14 $ (5 ) $ 9 Other comprehensive loss before reclassifications 2 (1 ) 1 Amounts reclassified from accumulated other comprehensive loss (2 ) 1 (1 ) Net other comprehensive income - - - Balance at May 6, 2016 $ 14 $ (5 ) $ 9 (1) The amount reclassified from accumulated other comprehensive loss was included in interest expense. (2) The amount reclassified from accumulated other comprehensive loss was included in the provision for income taxes. |
Legal Proceedings and Other Com
Legal Proceedings and Other Commitments and Contingencies | 3 Months Ended |
May 05, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Legal Proceedings and Other Commitments and Contingencies | Note 8—Legal Proceedings and Other Commitments and Contingencies: Legal Proceedings The Company is involved in various claims and lawsuits arising in the normal conduct of its business, none of which the Company’s management believes, based on current information, is expected to have a material adverse effect on the Company’s financial position, results of operations or cash flows. Scitor Acquisition On May 4, 2015, the Company completed the acquisition of Scitor, a leading global provider of technical services to the U.S. intelligence community and other U.S. government customers. The acquisition was funded from cash on hand and increased borrowings. Purchase consideration paid to acquire Scitor was $764 million (net of cash acquired), including $43 million which was deposited to escrow accounts. In August 2015 $3 million was released from escrow to the sellers after finalizing the working capital adjustment and another $13 million was released in September 2016 that was held to secure a portion of the sellers’ indemnification obligations. Any remaining amount in escrow at the end of the indemnification period will be distributed to the sellers. Agreements with Former Parent The Company commenced its operations on September 27, 2013 (the Distribution Date) following completion of a tax-free spin-off transaction from its former parent company, Leidos Holdings, Inc. (formerly SAIC, Inc., collectively with its consolidated subsidiaries, “former Parent”). In the spin-off transaction, former Parent’s technical, engineering and enterprise IT services business was separated (the separation) into an independent, publicly traded company named Science Applications International Corporation (formerly SAIC Gemini, Inc.). Former Parent and the Company executed various agreements to provide mechanisms for an orderly transition and to govern certain ongoing relationships between the companies following the separation. The agreements include a Distribution Agreement, Employee Matters Agreement, Tax Matters Agreement, Master Transition Services Agreement, and Master Transitional Contracting Agreement (MTCA). These agreements generally provide that each party is responsible for its respective assets, liabilities and obligations, including employee benefits, insurance and tax-related assets and liabilities. The MTCA also governs the relationship between former Parent and the Company with regard to the treatment of contracts, proposals, and teaming arrangements where both companies are or will be jointly performing work after separation. Each of former Parent and the Company indemnify the other party for work performed by it under the MTCA. Contingent losses that were unknown at the time of separation and arise from the operation of the Company’s historical business or the former Parent’s historical corporate losses will be shared between the parties to the extent that losses in any such category exceed $50 million in the aggregate. If they arise and exceed the $50 million threshold, the Company will be responsible for 30% of the former Parent’s incremental contingent losses on corporate claims (and former Parent will be responsible for 70% of the Company’s incremental losses on claims relating to operations that exceed $50 million). Government Investigations, Audits and Reviews The Company is routinely subject to investigations and reviews relating to compliance with various laws and regulations with respect, in particular, to its role as a contractor to federal, state and local government customers and in connection with performing services in countries outside of the United States. U.S. government agencies, including the Defense Contract Audit Agency (DCAA), the Defense Contract Management Agency and others, routinely audit and review a contractor’s performance on government contracts, indirect rates and pricing practices, and compliance with applicable contracting and procurement laws, regulations and standards. They also review the adequacy of the contractor’s compliance with government standards for its business systems. Adverse findings in these investigations, audits, or reviews can lead to criminal, civil or administrative proceedings, and the Company could face disallowance of previously billed costs, penalties, fines, compensatory damages and suspension or debarment from doing business with governmental agencies. Due to the Company’s reliance on government contracts, adverse findings could also have a material impact on the Company’s business, including its financial position, results of operations and cash flows. The indirect cost audits by the DCAA of the Company’s business remain open for fiscal 2011 and subsequent years. Although the Company has recorded contract revenues subsequent to and including fiscal 2011 based on an estimate of costs that the Company believes will be approved on final audit, the Company does not know the outcome of any ongoing or future audits. If future completed audit adjustments exceed the Company’s reserves for potential adjustments, the Company’s profitability could be materially adversely affected. The Company has recorded reserves for estimated net amounts to be refunded to customers for potential adjustments for indirect cost audits and compliance with Cost Accounting Standards, which include indemnification obligations owing to former Parent for periods prior to the Distribution Date. As of May 5, 2017, the Company has recorded a total liability of $39 million for estimated net amounts to be refunded to customers for potential adjustments from audits of contract costs, which is presented in accounts payable and accrued liabilities on the condensed and consolidated balance sheets. Any additional amounts which may be determined to be owed for periods prior to the separation will be allocated to former Parent and the Company in proportions determined in accordance with the Distribution Agreement. Army Brigade Combat Team Modernization Engineering, Manufacturing and Development (BCTM) Program The BCTM program was terminated for convenience by the Department of Defense (DoD) effective in September 2011. From October 2009 through termination, the Company and its prime contractor performed on this program under an undefinitized change order with a provision that allowed the Company to receive a provisional fixed fee (contract profit) lower than the estimated fixed fee due, pending completion of contract negotiations. The Company recognized revenues of approximately $480 million (including provisional fixed fee) from October 2009 through August 2013 under the undefinitized change order. The Company expects that acceptance of the final contract termination proposal will occur in the second half of fiscal 2018. The Company had an outstanding receivable of approximately $2 million on this contract as of May 5, 2017. Letters of Credit and Surety Bonds The Company has outstanding obligations relating to letters of credit of $9 million as of May 5, 2017, principally related to guarantees on insurance policies. The Company also has outstanding obligations relating to surety bonds in the amount of $17 million, principally related to performance and payment bonds on the Company’s contracts. The majority of the surety bonds outstanding were initially obtained by former Parent and the Company is required to satisfy these obligations under the terms of the Distribution Agreement. |
Business Overview and Summary16
Business Overview and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
May 05, 2017 | |
Accounting Policies [Abstract] | |
Segment Reporting | The Company is organized as a matrix comprised of five operating segments supported by several service line organizations. Each of the Company’s operating segments is focused on providing the Company’s comprehensive technical and enterprise IT service offerings to one or more agencies of the U.S federal government. The Company’s operating segments have been aggregated into one reportable segment for financial reporting purposes. |
Basis of Presentation | The accompanying financial information has been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission for interim reporting purposes. References to “financial statements” refer to the condensed and consolidated financial statements of the Company, which include the statements of income and comprehensive income, balance sheets, statement of equity and statements of cash flows. These financial statements were prepared in accordance with U.S. generally accepted accounting principles (GAAP). All intercompany transactions and account balances within the Company have been eliminated. The financial statements are unaudited, but in the opinion of management include all adjustments, which consist of normal recurring adjustments, necessary for a fair presentation thereof. The results reported in these financial statements are not necessarily indicative of results that may be expected for the entire year and should be read in conjunction with the information contained in the Company’s Annual Report on Form 10-K for the year ended February 3, 2017. |
Use of Estimates | Use of Estimates The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingencies at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting periods. Significant estimates inherent in the preparation of the financial statements may include, but are not limited to estimated profitability of long-term contracts, income taxes, fair value measurements, fair value of goodwill and other intangible assets, and contingencies. Estimates have been prepared by management on the basis of the most current and best available information at the time of estimation and actual results could differ from those estimates. Changes in estimates of revenues, cost of revenues or profits related to contracts accounted for using the cost-to-cost and efforts expended methods of percentage-of-completion accounting are recognized in operating income in the period in which such changes are made for the inception-to-date effect of the changes. Changes in these estimates can routinely occur over the contract performance period for a variety of reasons, which include: changes in contract scope; changes in contract cost estimates due to unanticipated cost growth or reassessments of risks impacting costs; changes in estimated incentive or award fees; and performance being better or worse than previously estimated. Aggregate changes in contract estimates decreased operating income by $5 million ($0.10 per diluted share) for the three months ended May 5, 2017, and increased operating income by $6 million ($0.08 per diluted share) for the three months ended May 6, 2016. |
Reporting Periods | Reporting Periods The Company utilizes a 52/53 week fiscal year ending on the Friday closest to January 31, with fiscal quarters typically consisting of 13 weeks. Fiscal 2017 began on January 30, 2016 and ended on February 3, 2017, while fiscal 2018 began on February 4, 2017 and ends on February 2, 2018. The number of weeks for each quarter for fiscal 2018 and 2017 are as follows: Fiscal 2018 Fiscal 2017 (weeks) First Quarter 13 14 Second Quarter 13 13 Third Quarter 13 13 Fourth Quarter 13 13 Fiscal Year 52 53 |
Operating Cycle | Operating Cycle The Company’s operating cycle for long-term contracts may be greater than one year and is measured by the average time intervening between the inception and the completion of those contracts. Contract-related assets and liabilities are classified as current assets and current liabilities. |
Derivative Instruments Designated as Cash Flow Hedges | Derivative Instruments Designated as Cash Flow Hedges Derivative instruments are recorded on the condensed and consolidated balance sheets at fair value. Unrealized gains and losses on derivatives designated as cash flow hedges are reported in other comprehensive (loss) income and reclassified to earnings in a manner that matches the timing of the earnings impact of the hedged transactions. The ineffective portion of all hedges, if any, is recognized immediately in earnings. The Company’s fixed interest rate swaps are considered over-the-counter derivatives, and fair value is calculated using a standard pricing model for interest rate swaps with contractual terms for maturities, amortization and interest rates. Level 2, or market observable inputs (such as yield and credit curves), are used within the standard pricing models in order to determine fair value. The fair value is an estimate of the amount that the Company would pay or receive as of a measurement date if the agreements were transferred to a third party or canceled. See Note 6 for further discussion on the Company’s derivative instruments designated as cash flow hedges. |
Cash, Cash Equivalents and Restricted cash | Cash, Cash Equivalents and Restricted cash The following table provides a reconciliation of cash, cash equivalents and restricted cash to amounts reported within the condensed and consolidated balance sheets for the periods presented: May 5, 2017 February 3, 2017 (in millions) Cash and cash equivalents 207 210 Restricted cash included in inventory, prepaid expenses and other current assets - 1 Restricted cash included in other assets 7 7 Cash, cash equivalents and restricted cash $ 214 $ 218 |
Accounting Standards Updates | Accounting Standards Updates In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606) Deferral of the Effective Date In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) Topic 840 Revenue from Contracts with Customers (Topic 606) In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash Other Accounting Standards Updates effective after May 5, 2017 are not expected to have a material effect on the Company’s financial statements. |
Earnings Per Share | Earnings Per Share Basic earnings per share (EPS) is computed by dividing net income by the basic weighted-average number of shares outstanding. Diluted EPS is computed similarly to basic EPS, except the weighted-average number of shares outstanding is increased to include the dilutive effect of outstanding stock options and other stock-based awards. |
Business Overview and Summary17
Business Overview and Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
May 05, 2017 | |
Accounting Policies [Abstract] | |
Reconciliation of Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash to amounts reported within the condensed and consolidated balance sheets for the periods presented: May 5, 2017 February 3, 2017 (in millions) Cash and cash equivalents 207 210 Restricted cash included in inventory, prepaid expenses and other current assets - 1 Restricted cash included in other assets 7 7 Cash, cash equivalents and restricted cash $ 214 $ 218 |
Earnings Per Share and Divide18
Earnings Per Share and Dividends (Tables) | 3 Months Ended |
May 05, 2017 | |
Earnings Per Share [Abstract] | |
Reconciliation of Weighted Average Number of Shares Outstanding Used to Compute Basic and Diluted EPS | A reconciliation of the weighted-average number of shares outstanding used to compute basic and diluted EPS was: Three Months Ended May 5, 2017 May 6, 2016 (in millions) Basic weighted-average number of shares outstanding 43.7 45.0 Dilutive common share equivalents - stock options and other stock-based awards 1.8 1.5 Diluted weighted-average number of shares outstanding 45.5 46.5 |
Stock-Based Awards Excluded from Weighted Average Number of Shares Outstanding Used to Compute Diluted EPS | The following stock-based awards were excluded from the weighted-average number of shares outstanding used to compute diluted EPS: Three Months Ended May 5, 2017 May 6, 2016 (in millions) Antidilutive stock options excluded 0.1 0.6 |
Debt Obligations (Tables)
Debt Obligations (Tables) | 3 Months Ended |
May 05, 2017 | |
Debt Disclosure [Abstract] | |
Long Term Debt | The Company’s long-term debt as of the dates presented was as follows: May 5, 2017 February 3, 2017 Stated interest rate Effective interest rate Principal Unamortized Debt Issuance Costs Net Principal Unamortized Debt Issuance Costs Net (in millions) Term Loan A Facility due August 2021 3.00 % 3.11 % $ 651 $ (2 ) $ 649 $ 660 $ (2 ) $ 658 Term Loan B Facility due May 2022 3.56 % 4.15 % 400 (11 ) 389 400 (11 ) 389 Total long-term debt $ 1,051 $ (13 ) $ 1,038 $ 1,060 $ (13 ) $ 1,047 Less current portion 24 - 24 25 - 25 Total long-term debt, net of current portion $ 1,027 $ (13 ) $ 1,014 $ 1,035 $ (13 ) $ 1,022 |
Derivative Instruments Design20
Derivative Instruments Designated as Cash Flow Hedges (Tables) | 3 Months Ended |
May 05, 2017 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Instruments Designated as Cash Flow Hedges | The Company’s derivative instruments designated as cash flow hedges consist of: Liability Fair Value (1) at Notional Amount at May 5, 2017 Pay Fixed Rate Receive Variable Rate Settlement and Termination May 5, 2017 February 3, 2017 (in millions) (in millions) Term loan A interest rate swaps $ 400 1.41 % 1-month LIBOR Monthly through September 26, 2018 $ - $ 1 Term loan B interest rate swaps 350 1.88 % 3-month LIBOR (2) Quarterly through May 7, 2020 2 2 Total $ 750 $ 2 $ 3 (1) The fair value of the fixed interest rate swaps liability is included in accounts payable and accrued liabilities on the condensed and consolidated balance sheets. (2) Subject to a 0.75% floor. |
Changes in Accumulated Other 21
Changes in Accumulated Other Comprehensive Loss by Component (Tables) | 3 Months Ended |
May 05, 2017 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive Loss Attributable to the Company's Fixed Interest Rate Swap Cash Flow Hedges | The following table presents the changes in accumulated other comprehensive loss attributable to the Company’s fixed interest rate swap cash flow hedges that are discussed in Note 6. Unrealized Losses on Fixed Interest Rate Swap Cash Flow Hedges Pre-Tax Amount (1) Income Tax (2) Net Amount (in millions) Three months ended May 5, 2017 Balance at February 3, 2017 $ 3 $ (1 ) $ 2 Other comprehensive income before reclassifications - - - Amounts reclassified from accumulated other comprehensive loss (1 ) - (1 ) Net other comprehensive income (1 ) - (1 ) Balance at May 5, 2017 $ 2 $ (1 ) $ 1 Three months ended May 6, 2016 Balance at January 29, 2016 $ 14 $ (5 ) $ 9 Other comprehensive loss before reclassifications 2 (1 ) 1 Amounts reclassified from accumulated other comprehensive loss (2 ) 1 (1 ) Net other comprehensive income - - - Balance at May 6, 2016 $ 14 $ (5 ) $ 9 (1) The amount reclassified from accumulated other comprehensive loss was included in interest expense. (2) The amount reclassified from accumulated other comprehensive loss was included in the provision for income taxes. |
Business Overview and Summary22
Business Overview and Summary of Significant Accounting Policies (Detail 1) $ / shares in Units, $ in Millions | 3 Months Ended | |
May 05, 2017USD ($)Segment$ / shares | May 06, 2016USD ($)$ / shares | |
Significant Accounting Policies [Line Items] | ||
Number of operating segments | Segment | 5 | |
Number of reportable segments | Segment | 1 | |
Increase (decrease) in operating income due to aggregate changes in contract estimates | $ (5) | $ 6 |
Increase (decrease) in diluted earnings per share due to aggregate changes in contract estimates | $ / shares | $ (0.10) | $ 0.08 |
Operating cycle (in years) | greater than one year | |
Recognized tax benefit | $ (3) | $ (19) |
ASU No. 2016-09 | ||
Significant Accounting Policies [Line Items] | ||
Recognized tax benefit | $ 16 | |
ASU No. 2016-18 | ||
Significant Accounting Policies [Line Items] | ||
Reduction to cash flows from investing activities | $ 1 |
Business Overview and Summary23
Business Overview and Summary of Significant Accounting Policies (Detail 2) - USD ($) $ in Millions | May 05, 2017 | Feb. 03, 2017 | May 06, 2016 | Jan. 29, 2016 |
Cash And Cash Equivalents [Abstract] | ||||
Cash and cash equivalents | $ 207 | $ 210 | ||
Restricted cash included in inventory, prepaid expenses and other current assets | 0 | 1 | ||
Restricted cash included in other assets | 7 | 7 | ||
Cash, cash equivalents and restricted cash | $ 214 | $ 218 | $ 167 | $ 209 |
Earnings Per Share and Divide24
Earnings Per Share and Dividends (Detail 1) - shares shares in Millions | 3 Months Ended | |
May 05, 2017 | May 06, 2016 | |
Computation Of Earnings Per Share [Line Items] | ||
Basic weighted-average number of shares outstanding | 43.7 | 45 |
Dilutive common share equivalents - stock options and other stock-based awards | 1.8 | 1.5 |
Diluted weighted-average number of shares outstanding | 45.5 | 46.5 |
Stock Options | ||
Computation Of Earnings Per Share [Line Items] | ||
Antidilutive stock options excluded | 0.1 | 0.6 |
Earnings Per Share and Divide25
Earnings Per Share and Dividends (Detail 2) - $ / shares | Jun. 07, 2017 | May 05, 2017 | May 06, 2016 |
Computation Of Earnings Per Share [Line Items] | |||
Cash dividends paid per share | $ 0.31 | $ 0.31 | |
Cash dividends declared per share | 0.31 | $ 0.31 | |
Quarterly Dividend | |||
Computation Of Earnings Per Share [Line Items] | |||
Cash dividends paid per share | 0.31 | ||
Cash dividends declared per share | $ 0.31 | ||
Subsequent Event | |||
Computation Of Earnings Per Share [Line Items] | |||
Dividends declared per share | $ 0.31 | ||
Dividend declared date | Jun. 7, 2017 | ||
Dividend payable date | Jul. 28, 2017 | ||
Dividend to stockholders of record date | Jul. 14, 2017 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Detail 1) shares in Millions | 3 Months Ended |
May 05, 2017$ / sharesshares | |
Employee Stock Option | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Options granted | shares | 0.1 |
Stock option exercise price | $ 72.91 |
Grant date fair value of options awarded | $ 16.44 |
Contractual term | 7 years |
Vesting period | 3 years |
Restricted Stock Units (RSUs) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Vesting period | 4 years |
Awards granted | shares | 0.4 |
Grant date fair value | $ 72.91 |
Performance Shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Vesting period | 3 years |
Grant date fair value | $ 72.91 |
Share awards granted | shares | 0.1 |
Percentage of target shares | 150.00% |
Income Taxes (Detail 1)
Income Taxes (Detail 1) - USD ($) $ in Millions | 3 Months Ended | |
May 05, 2017 | May 06, 2016 | |
Income Taxes [Line Items] | ||
Effective income tax rate | 5.90% | 36.60% |
Recognized tax benefit | $ (3) | $ (19) |
Liabilities for uncertainty in income taxes | 5 | |
Unrecognized tax benefits | 5 | |
Other Long-Term Liabilities | ||
Income Taxes [Line Items] | ||
Unrecognized tax benefits | 4 | |
Other Assets | ||
Income Taxes [Line Items] | ||
Unrecognized tax benefits | 1 | |
ASU No. 2016-09 | ||
Income Taxes [Line Items] | ||
Recognized tax benefit | $ 16 |
Debt Obligations (Detail 1)
Debt Obligations (Detail 1) - USD ($) $ in Millions | May 05, 2017 | Feb. 03, 2017 |
Debt Instrument [Line Items] | ||
Principal amount of long-term debt | $ 1,051 | $ 1,060 |
Principal amount of long-term debt, current | 24 | 25 |
Principal amount of long-term debt, non current | 1,027 | 1,035 |
Unamortized Debt Issuance Costs, long term debt | (13) | (13) |
Unamortized Debt Issuance Costs, current | 0 | 0 |
Unamortized Debt Issuance Costs, non current | (13) | (13) |
Total long-term debt | 1,038 | 1,047 |
Less current portion | 24 | 25 |
Total long-term debt, net of current portion | $ 1,014 | 1,022 |
Term Loan A Facility due August 2021 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 3.00% | |
Effective interest rate | 3.11% | |
Principal amount of long-term debt | $ 651 | 660 |
Unamortized Debt Issuance Costs, long term debt | (2) | (2) |
Total long-term debt | $ 649 | 658 |
Term Loan B Facility due May 2022 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 3.56% | |
Effective interest rate | 4.15% | |
Principal amount of long-term debt | $ 400 | 400 |
Unamortized Debt Issuance Costs, long term debt | (11) | (11) |
Total long-term debt | $ 389 | $ 389 |
Debt Obligations (Detail 2)
Debt Obligations (Detail 2) | 3 Months Ended | |
May 05, 2017USD ($) | Feb. 03, 2017USD ($) | |
Debt Instrument [Line Items] | ||
Credit facility, maximum borrowing capacity | $ 1,300,000,000 | |
Principal amount of long-term debt | $ 1,051,000,000 | $ 1,060,000,000 |
Second Amended and Restated Credit Agreement | ||
Debt Instrument [Line Items] | ||
Credit Agreement financial covenant, description | The Credit Facility contains certain restrictive covenants applicable to the Company and its subsidiaries including a requirement to maintain a Senior Secured Leverage Ratio (as defined in the Second Amended and Restated Credit Agreement) of not greater than 4.00 to 1.00 until July 31, 2016, and not greater than 3.75 to 1.00 thereafter, and requires the Company to make an annual prepayment as a portion of its Excess Cash Flow (as defined in the Second Amended and Restated Credit Agreement). | |
Second Amended and Restated Credit Agreement | Maximum | Until July 31, 2016 | ||
Debt Instrument [Line Items] | ||
Credit Agreement financial covenant, leverage ratio | 4 | |
Second Amended and Restated Credit Agreement | Maximum | After July 31, 2016 | ||
Debt Instrument [Line Items] | ||
Credit Agreement financial covenant, leverage ratio | 3.75 | |
Term Loan A Facility due August 2021 | ||
Debt Instrument [Line Items] | ||
Principal amount of long-term debt | $ 651,000,000 | 660,000,000 |
Term Loan B Facility due May 2022 | ||
Debt Instrument [Line Items] | ||
Principal amount of long-term debt | 400,000,000 | $ 400,000,000 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Credit facility, maximum borrowing capacity | $ 200,000,000 |
Derivative Instruments Design30
Derivative Instruments Designated as Cash Flow Hedges (Detail 1) - USD ($) | 3 Months Ended | ||
May 05, 2017 | Feb. 03, 2017 | ||
Derivative [Line Items] | |||
Notional Amount | $ 750,000,000 | ||
Liability Fair Value | [1] | 2,000,000 | $ 3,000,000 |
Term Loan A Facility | Interest Rate Swaps | |||
Derivative [Line Items] | |||
Notional Amount | $ 400,000,000 | ||
Pay Fixed Rate | 1.41% | ||
Receive Variable Rate | 1-month LIBOR | ||
Settlement and Termination | Monthly through September 26, 2018 | ||
Liability Fair Value | [1] | $ 0 | 1,000,000 |
Term Loan B Facility | Interest Rate Swaps | |||
Derivative [Line Items] | |||
Notional Amount | $ 350,000,000 | ||
Pay Fixed Rate | 1.88% | ||
Receive Variable Rate | [2] | 3-month LIBOR | |
Settlement and Termination | Quarterly through May 7, 2020 | ||
Liability Fair Value | [1] | $ 2,000,000 | $ 2,000,000 |
[1] | The fair value of the fixed interest rate swaps liability is included in accounts payable and accrued liabilities on the condensed and consolidated balance sheets. | ||
[2] | Subject to a 0.75% floor. |
Derivative Instruments Design31
Derivative Instruments Designated as Cash Flow Hedges (Parenthetical) (Detail 1) | May 05, 2017 |
Interest Rate Swaps | Term Loan B Facility | |
Derivative [Line Items] | |
Derivative instrument floor rate | 0.75% |
Derivative Instruments Design32
Derivative Instruments Designated as Cash Flow Hedges (Detail 2) - Interest Rate Swaps - USD ($) | 3 Months Ended | 12 Months Ended |
May 05, 2017 | Feb. 03, 2017 | |
Derivative [Line Items] | ||
Unrealized losses estimated to be reclassified from accumulated other comprehensive loss into earnings in the next twelve months | $ 2,000,000 | |
Cash Flow Hedging | ||
Derivative [Line Items] | ||
Ineffective portion of the unrealized change in fair value, net of tax | $ 0 | $ 0 |
Changes in Accumulated Other 33
Changes in Accumulated Other Comprehensive Loss by Component (Detail 1) - USD ($) $ in Millions | 3 Months Ended | ||
May 05, 2017 | May 06, 2016 | ||
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract] | |||
Unrealized Losses on Fixed Interest Rate Swap Cash Flow Hedges, Beginning Balance, Pre-Tax Amount | [1] | $ 3 | $ 14 |
Unrealized Losses on Fixed Interest Rate Swap Cash Flow Hedges, Other comprehensive loss (income) before reclassifications, Pre-Tax Amount | [1] | 0 | 2 |
Unrealized Losses on Fixed Interest Rate Swap Cash Flow Hedges, Amounts reclassified from accumulated other comprehensive loss, Pre-Tax Amount | [1] | (1) | (2) |
Unrealized Losses on Fixed Interest Rate Swap Cash Flow Hedges, Net other comprehensive income, Pre-Tax Amount | [1] | (1) | 0 |
Unrealized Losses on Fixed Interest Rate Swap Cash Flow Hedges, Ending Balance, Pre-Tax Amount | [1] | 2 | 14 |
Unrealized Losses on Fixed Interest Rate Swap Cash Flow Hedges, Beginning Balance, Income Tax | [2] | (1) | (5) |
Unrealized Losses on Fixed Interest Rate Swap Cash Flow Hedges, Other comprehensive loss (income) before reclassifications, Income Tax | [2] | 0 | (1) |
Unrealized Losses on Fixed Interest Rate Swap Cash Flow Hedges, Amounts reclassified from accumulated other comprehensive loss, Income Tax | [2] | 0 | 1 |
Unrealized Losses on Fixed Interest Rate Swap Cash Flow Hedges, Net other comprehensive income, Income Tax | [2] | 0 | 0 |
Unrealized Losses on Fixed Interest Rate Swap Cash Flow Hedges, Ending Balance, Income Tax | [2] | (1) | (5) |
Unrealized Losses on Fixed Interest Rate Swap Cash Flow Hedges, Beginning Balance, Net Amount | 2 | 9 | |
Unrealized Losses on Fixed Interest Rate Swap Cash Flow Hedges, Other comprehensive loss (income) before reclassifications, Net Amount | 0 | 1 | |
Unrealized Losses on Fixed Interest Rate Swap Cash Flow Hedges, Amounts reclassified from accumulated other comprehensive loss, Net Amount | (1) | (1) | |
Unrealized Losses on Fixed Interest Rate Swap Cash Flow Hedges, Net other comprehensive income, Net Amount | (1) | 0 | |
Unrealized Losses on Fixed Interest Rate Swap Cash Flow Hedges, Ending Balance, Net Amount | $ 1 | $ 9 | |
[1] | The amount reclassified from accumulated other comprehensive loss was included in interest expense. | ||
[2] | The amount reclassified from accumulated other comprehensive loss was included in the provision for income taxes. |
Legal Proceedings and Other C34
Legal Proceedings and Other Commitments and Contingencies (Detail 1) - USD ($) | May 04, 2015 | Sep. 30, 2016 | Aug. 31, 2015 | May 05, 2017 | May 06, 2016 | Aug. 02, 2013 |
Commitments And Contingencies [Line Items] | ||||||
Contingent losses, loss sharing percentage in excess of threshold | 30.00% | |||||
Loss contingency threshold for loss sharing, Description | Contingent losses that were unknown at the time of separation and arise from the operation of the Company’s historical business or the former Parent’s historical corporate losses will be shared between the parties to the extent that losses in any such category exceed $50 million in the aggregate. If they arise and exceed the $50 million threshold, the Company will be responsible for 30% of the former Parent’s incremental contingent losses on corporate claims (and former Parent will be responsible for 70% of the Company’s incremental losses on claims relating to operations that exceed $50 million). | |||||
Revenues | $ 1,103,000,000 | $ 1,215,000,000 | ||||
BCTM Program Termination | ||||||
Commitments And Contingencies [Line Items] | ||||||
Revenues | $ 480,000,000 | |||||
Contracts receivable | $ 2,000,000 | |||||
Government Investigations and Reviews | ||||||
Commitments And Contingencies [Line Items] | ||||||
Indirect cost audits, open fiscal year | 2,011 | |||||
Estimated net amounts to be refunded for potential adjustments | $ 39,000,000 | |||||
Letters of Credit | ||||||
Commitments And Contingencies [Line Items] | ||||||
Outstanding obligations | 9,000,000 | |||||
Surety Bonds | ||||||
Commitments And Contingencies [Line Items] | ||||||
Outstanding obligations | $ 17,000,000 | |||||
Former Parent | ||||||
Commitments And Contingencies [Line Items] | ||||||
Contingent losses, loss sharing percentage in excess of threshold | 70.00% | |||||
Former Parent | Minimum | ||||||
Commitments And Contingencies [Line Items] | ||||||
Contingent losses, threshold for loss sharing with former parent | $ 50,000,000 | |||||
Scitor Holdings, Inc. | ||||||
Commitments And Contingencies [Line Items] | ||||||
Date of acquisition | May 4, 2015 | |||||
Purchase consideration paid, net of cash acquired | $ 764,000,000 | |||||
Amount deposited to adjustment and indemnification escrow accounts included in cash consideration paid | $ 43,000,000 | |||||
Amount released from escrow account | $ 13,000,000 | $ 3,000,000 |