Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Dec. 31, 2017 | Jan. 24, 2018 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | CACI INTERNATIONAL INC /DE/ | |
Entity Central Index Key | 16,058 | |
Trading Symbol | caci | |
Current Fiscal Year End Date | --06-30 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 24,627,905 | |
Document Type | 10-Q | |
Document Period End Date | Dec. 31, 2017 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Statement [Abstract] | ||||
Revenue | $ 1,087,860 | $ 1,057,530 | $ 2,173,674 | $ 2,130,810 |
Costs of revenue: | ||||
Direct costs | 727,160 | 705,321 | 1,466,838 | 1,433,542 |
Indirect costs and selling expenses | 254,180 | 253,822 | 515,424 | 511,160 |
Depreciation and amortization | 18,258 | 18,132 | 35,846 | 36,195 |
Total costs of revenue | 999,598 | 977,275 | 2,018,108 | 1,980,897 |
Income from operations | 88,262 | 80,255 | 155,566 | 149,913 |
Interest expense and other, net | 10,956 | 12,325 | 22,203 | 24,814 |
Income before income taxes | 77,306 | 67,930 | 133,363 | 125,099 |
Income tax expense (benefit) | (65,489) | 25,510 | (51,478) | 46,016 |
Net income | $ 142,795 | $ 42,420 | $ 184,841 | $ 79,083 |
Basic earnings per share | $ 5.80 | $ 1.74 | $ 7.53 | $ 3.25 |
Diluted earnings per share | $ 5.66 | $ 1.69 | $ 7.33 | $ 3.16 |
Weighted-average basic shares outstanding | 24,622 | 24,387 | 24,555 | 24,363 |
Weighted-average diluted shares outstanding | 25,211 | 25,069 | 25,228 | 24,998 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income | $ 142,795 | $ 42,420 | $ 184,841 | $ 79,083 |
Other comprehensive income: | ||||
Foreign currency translation adjustment | 1,191 | (6,424) | 5,554 | (10,126) |
Change in fair value of interest rate swap agreements, net of tax | 2,613 | 10,045 | 3,121 | 12,899 |
Other comprehensive income, net of tax | 3,804 | 3,621 | 8,675 | 2,773 |
Comprehensive income | $ 146,599 | $ 46,041 | $ 193,516 | $ 81,856 |
CONSOLIDATED BALANCE SHEETS (UN
CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands | Dec. 31, 2017 | Jun. 30, 2017 | |
Current assets: | |||
Cash and cash equivalents | $ 56,328 | $ 65,539 | |
Accounts receivable, net | 758,141 | 757,341 | |
Prepaid expenses and other current assets | 73,697 | 57,022 | |
Total current assets | 888,166 | 879,902 | |
Goodwill | 2,614,294 | 2,577,435 | |
Intangible assets, net | 244,072 | [1] | 235,371 |
Property and equipment, net | 101,470 | 91,749 | |
Supplemental retirement savings plan assets | 91,755 | 91,367 | |
Accounts receivable, long-term | 8,177 | 7,886 | |
Other long-term assets | 36,199 | 27,372 | |
Total assets | 3,984,133 | 3,911,082 | |
Current liabilities: | |||
Current portion of long-term debt | 80,947 | 53,965 | |
Accounts payable | 91,056 | 62,874 | |
Accrued compensation and benefits | 234,999 | 239,741 | |
Other accrued expenses and current liabilities | 166,359 | 170,164 | |
Total current liabilities | 573,361 | 526,744 | |
Long-term debt, net of current portion | 1,070,846 | 1,177,598 | |
Supplemental retirement savings plan obligations, net of current portion | 87,593 | 81,823 | |
Deferred income taxes | 192,688 | 273,320 | |
Other long-term liabilities | 72,825 | 57,876 | |
Total liabilities | 1,997,313 | 2,117,361 | |
COMMITMENTS AND CONTINGENCIES | |||
Shareholders’ equity: | |||
Preferred stock $0.10 par value, 10,000 shares authorized, no shares issued or outstanding | |||
Common stock $0.10 par value, 80,000 shares authorized; 42,059 shares issued and 24,625 outstanding at December 31, 2017 and 41,896 shares issued and 24,462 outstanding at June 30, 2017 | 4,206 | 4,190 | |
Additional paid-in capital | 568,646 | 569,080 | |
Retained earnings | 2,010,460 | 1,825,619 | |
Accumulated other comprehensive loss | (20,441) | (29,116) | |
Treasury stock, at cost (17,434 and 17,435 shares, respectively) | (576,186) | (576,187) | |
Total CACI shareholders’ equity | 1,986,685 | 1,793,586 | |
Noncontrolling interest | 135 | 135 | |
Total shareholders’ equity | 1,986,820 | 1,793,721 | |
Total liabilities and shareholders’ equity | $ 3,984,133 | $ 3,911,082 | |
[1] | During the six months ended December 31, 2017, the Company wrote off $250.7 million in fully amortized intangible assets. |
CONSOLIDATED BALANCE SHEETS (U5
CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parentheticals) - $ / shares | Dec. 31, 2017 | Jun. 30, 2017 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.10 | $ 0.10 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.10 | $ 0.10 |
Common stock, shares authorized | 80,000,000 | 80,000,000 |
Common stock, shares issued | 42,059,000 | 41,896,000 |
Common stock, shares outstanding | 24,625,000 | 24,462,000 |
Treasury stock, shares at cost | 17,434,000 | 17,435,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 6 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income | $ 184,841 | $ 79,083 |
Reconciliation of net income to net cash provided by operating activities: | ||
Depreciation and amortization | 35,846 | 36,195 |
Amortization of deferred financing costs | 2,212 | 2,252 |
Loss on disposal of fixed assets | 975 | |
Stock-based compensation expense | 12,389 | 10,557 |
Deferred income taxes | (83,212) | 5,081 |
Equity in earnings of unconsolidated ventures | (103) | |
Changes in operating assets and liabilities, net of effect of business acquisitions: | ||
Accounts receivable, net | 7,367 | 71,080 |
Prepaid expenses and other assets | (10,107) | 1,649 |
Accounts payable and other accrued expenses | 15,190 | (58,873) |
Accrued compensation and benefits | (11,126) | (15,339) |
Income taxes payable and receivable | (3,796) | (391) |
Supplemental retirement savings plan obligations and other long-term liabilities | 6,157 | 3,184 |
Net cash provided by operating activities | 155,761 | 135,350 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Capital expenditures | (22,013) | (21,826) |
Cash paid for business acquisitions, net of cash acquired | (45,565) | (5,605) |
Proceeds from net working capital refund of acquired business | 13,619 | |
Proceeds from equity method investments | 4,681 | |
Other | (183) | 1,051 |
Net cash (used in) investing activities | (67,761) | (8,080) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from borrowings under bank credit facilities | 256,500 | 240,500 |
Principal payments made under bank credit facilities | (338,483) | (338,991) |
Payment of contingent consideration | (3,630) | |
Proceeds from employee stock purchase plans | 2,459 | 2,262 |
Repurchases of common stock | (2,463) | (2,243) |
Payment of taxes for equity transactions | (12,656) | (3,632) |
Net cash used in financing activities | (98,273) | (102,104) |
Effect of exchange rate changes on cash and cash equivalents | 1,062 | (1,598) |
Net (decrease) increase in cash and cash equivalents | (9,211) | 23,568 |
Cash and cash equivalents, beginning of period | 65,539 | 49,082 |
Cash and cash equivalents, end of period | 56,328 | 72,650 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||
Cash paid during the period for income taxes, net of refunds | 35,264 | 41,273 |
Cash paid during the period for interest | 20,505 | 22,512 |
Non-cash financing and investing activities: | ||
Accrued capital expenditures | $ 3,316 | $ 1,482 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Dec. 31, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation | 1. Basis of Presentation The accompanying unaudited consolidated financial statements of CACI International Inc and subsidiaries (CACI or the Company) have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) and include the assets, liabilities, results of operations, comprehensive income and cash flows for the Company, including its subsidiaries and ventures that are majority-owned or otherwise controlled by the Company. Certain information and note disclosures normally included in the annual financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP) have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information presented not misleading. All intercompany balances and transactions have been eliminated in consolidation. The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and amounts included in other current assets and current liabilities that meet the definition of a financial instrument approximate fair value because of the short-term nature of these amounts. The fair value of the Company’s debt outstanding as of December 31, 2017 under its bank credit facility approximates its carrying value. The fair value of the Company’s debt under its bank credit facility was estimated using Level 2 inputs based on market data of companies with a corporate rating similar to CACI’s that have recently priced credit facilities. See Notes 6 and 12. In the opinion of management, the accompanying unaudited consolidated financial statements reflect all adjustments and reclassifications (all of which are of a normal, recurring nature) that are necessary for the fair presentation of the periods presented. It is suggested that these unaudited consolidated financial statements be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Company’s latest annual report to the SEC on Form 10-K for the year ended June 30, 2017. The results of operations for the three and six months ended December 31, 2017 are not necessarily indicative of the results to be expected for any subsequent interim period or for the full fiscal year. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 6 Months Ended |
Dec. 31, 2017 | |
New Accounting Pronouncements And Changes In Accounting Principles [Abstract] | |
Recent Accounting Pronouncements | 2. Recent Accounting Pronouncements In January 2017, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2017-01, Clarifying the Definition of a Business In February 2016, the FASB issued ASU No. 2016-02, Leases In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers The Company plans to adopt the standard on July 1, 2018 and apply it on a modified retrospective basis, whereby the cumulative effect of applying the standard will be recognized through shareholders’ equity on the date of adoption. We are in the process of identifying the changes to accounting policies, business processes, systems, disclosures, and controls to support the adoption of the new standard. We expect the standard will impact the pattern of revenue recognition for some of our contracts with customers. For our award and incentive fee contracts, we will recognize a constrained amount of variable consideration over time as the performance obligation is satisfied rather than defer recognition of the relevant portion of fee until customer notification of the amount earned. Some of our fixed price contracts in which revenue is recognized on a straight-line basis over the performance period will be converted to recognition of revenue over time by measuring the progress toward complete satisfaction of the performance obligation using input methods, including cost and labor hours. We do not anticipate a material impact to our cost-plus-fixed fee, fixed price/level-of-effort, time-and-materials, or fixed price contracts that currently use percentage-of-completion accounting. The cumulative catch-up adjustment that will be recorded through shareholders’ equity on July 1, 2018 is still being quantified. We will continue evaluating the impact of the standard on our contract portfolio through the date of adoption. |
Acquisitions
Acquisitions | 6 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | 3. Acquisitions Domestic Acquisition On November 22, 2017, CACI acquired 100 percent of the outstanding membership interests of a business in the United States. The acquisition was financed with cash on hand. The purchase consideration is approximately $53.0 million, which includes a $40.1 million initial cash payment, $4.5 million of deferred consideration, $8.7 million estimated fair value of contingent consideration to be paid upon achieving certain metrics and a $0.3 million estimated refund due from the seller for a net working capital adjustment. The Company recognized fair values of the assets acquired and liabilities assumed and preliminarily allocated $26.7 million to goodwill and $24.9 million to intangible assets. The intangible assets primarily consist of customer relationships and acquired technology. The final purchase price is subject to customary adjustments for final working capital. The final purchase price allocation is provisional and is expected to be completed in the second quarter of FY2019, will be based on final appraisals and other analysis of fair values of acquired assets and liabilities. The Company does not expect that differences between the preliminary and final purchase price allocation will have a material impact on its results of operations or financial position. International Acquisitions On October 1, 2017, CACI Limited acquired 100 percent of the outstanding shares of a United Kingdom (U.K.) IT consulting services and software engineering company. The purchase consideration is approximately $9.1 million, which includes initial cash payments, deferred consideration and an estimated net working capital payment. On November 1, 2017, CACI Limited acquired 100 percent of the outstanding shares of a London-based software and mapping data company. The company provides geographical information systems, logistics and route optimization software and related map data. The purchase consideration is approximately $7.5 million, which includes initial cash payments, deferred consideration and an estimated net working capital payment. |
Intangible Assets
Intangible Assets | 6 Months Ended |
Dec. 31, 2017 | |
Finite Lived Intangible Assets Net [Abstract] | |
Intangible Assets | 4. Intangible Assets Intangible assets consisted of the following (in thousands): December 31, June 30, 2017 (1) 2017 Intangible assets Customer contracts and related customer relationships $ 431,973 $ 635,895 Acquired technologies 13,888 28,503 Covenants not to compete — 3,305 Other 804 1,545 Intangible assets 446,665 669,248 Less accumulated amortization Customer contracts and related customer relationships (194,166 ) (402,934 ) Acquired technologies (8,025 ) (26,542 ) Covenants not to compete — (3,288 ) Other (402 ) (1,113 ) Less accumulated amortization (202,593 ) (433,877 ) Total intangible assets, net $ 244,072 $ 235,371 __________________ (1) During the six months ended December 31, 2017, the Company wrote off $250.7 million in fully amortized intangible assets. Intangible assets are primarily amortized on an accelerated basis over periods ranging from one to twenty years. The weighted-average period of amortization for all customer contracts and related customer relationships as of December 31, 2017 is 14.7 years, and the weighted-average remaining period of amortization is 11.7 years. The weighted-average period of amortization for acquired technologies as of December 31, 2017 is 7.4 years, and the weighted-average remaining period of amortization is 6.4 years. Expected amortization expense for the remainder of the fiscal year ending June 30, 2018, and for each of the fiscal years thereafter, is as follows (in thousands): Fiscal year ending June 30, Amount 2018 (six months) $ 18,854 2019 34,257 2020 29,651 2021 26,190 2022 22,613 Thereafter 112,507 Total intangible assets, net $ 244,072 |
Goodwill
Goodwill | 6 Months Ended |
Dec. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill | 5 . Goodwill The changes in the carrying amount of goodwill for the year ended June 30, 2017 and the six months ended December 31, 2017 are as follows (in thousands): Domestic International Total Balance at June 30, 2016 $ 2,487,148 $ 98,195 $ 2,585,343 Business acquisitions (7,652 ) 2,220 (5,432 ) Foreign currency translation — (2,476 ) (2,476 ) Balance at June 30, 2017 2,479,496 97,939 2,577,435 Business acquisitions 26,662 6,379 33,041 Foreign currency translation — 3,818 3,818 Balance at December 31, 2017 $ 2,506,158 $ 108,136 $ 2,614,294 |
Long-term Debt
Long-term Debt | 6 Months Ended |
Dec. 31, 2017 | |
Long Term Debt [Abstract] | |
Long-term Debt | 6 . Long-term Debt Long-term debt consisted of the following (in thousands): December 31, June 30, 2017 2017 Bank credit facility – term loans $ 951,885 $ 978,867 Bank credit facility – revolver loans 210,000 265,000 Principal amount of long-term debt 1,161,885 1,243,867 Less unamortized debt issuance costs (10,092 ) (12,304 ) Total long-term debt 1,151,793 1,231,563 Less current portion (80,947 ) (53,965 ) Long-term debt, net of current portion $ 1,070,846 $ 1,177,598 Bank Credit Facility The Company has a $1,981.3 million credit facility (the Credit Facility), which consists of an $850.0 million revolving credit facility (the Revolving Facility) and a $1,131.3 million term loan (the Term Loan). The Revolving Facility has subfacilities of $100.0 million for same-day swing line loan borrowings and $25.0 million for stand-by letters of credit. At any time and so long as no default has occurred, the Company has the right to increase the Revolving Facility or the Term Loan in an aggregate principal amount of up to the greater of $400.0 million or an amount subject to 2.75 times senior secured leverage, calculated assuming the Revolving Facility is fully drawn, with applicable lender approvals. The Credit Facility is available to refinance existing indebtedness and for general corporate purposes, including working capital expenses and capital expenditures. The Revolving Facility is a secured facility that permits continuously renewable borrowings of up to $850.0 million. As of December 31, 2017, the Company had $210.0 million outstanding under the Revolving Facility, no borrowings on the swing line and an outstanding letter of credit of $0.4 million. The Company pays a quarterly facility fee for the unused portion of the Revolving Facility. The Term Loan is a five-year secured facility under which principal payments are due in quarterly installments of $13.5 million through June 30, 2018 and $27.0 million thereafter until the balance is due in full on June 1, 2020. As of December 31, 2017, the Company had $951.9 million outstanding under the Term Loan. The interest rates applicable to loans under the Credit Facility are floating interest rates that, at the Company’s option, equal a base rate or a Eurodollar rate plus, in each case, an applicable rate based upon the Company’s consolidated total leverage ratio. As of December 31, 2017, the effective interest rate, including the impact of the Company’s floating-to-fixed interest rate swap agreements and excluding the effect of amortization of debt financing costs, for the outstanding borrowings under the Credit Facility was 3.36 percent. The Credit Facility requires the Company to comply with certain financial covenants, including a maximum senior secured leverage ratio, a maximum total leverage ratio and a minimum fixed charge coverage ratio. The Credit Facility also includes customary negative covenants restricting or limiting the Company’s ability to guarantee or incur additional indebtedness, grant liens or other security interests to third parties, make loans or investments, transfer assets, declare dividends or redeem or repurchase capital stock or make other distributions, prepay subordinated indebtedness and engage in mergers, acquisitions or other business combinations, in each case except as expressly permitted under the Credit Facility. As of December 31, 2017, the Company was in compliance with all of the financial covenants. A majority of the Company’s assets serve as collateral under the Credit Facility. All debt issuance costs are being amortized from the date incurred to the expiration date of the Credit Facility. Cash Flow Hedges The Company periodically uses derivative financial instruments as part of a strategy to manage exposure to market risks associated with interest rate fluctuations. The Company has entered into several floating-to-fixed interest rate swap agreements for an aggregate notional amount of $800.0 million which hedge a portion of the Company’s floating rate indebtedness. The swaps mature at various dates through 2022. The Company has designated the swaps as cash flow hedges. Unrealized gains are recognized as assets while unrealized losses are recognized as liabilities. The interest rate swap agreements are highly correlated to the changes in interest rates to which the Company is exposed. Unrealized gains and losses on these swaps are designated as effective or ineffective. Realized gains and losses in connection with each required interest payment are reclassified from accumulated other comprehensive income or loss to interest expense. The Company does not hold or issue derivative financial instruments for trading purposes. The effect of derivative instruments in the consolidated statements of operations and accumulated other comprehensive loss for the three and six months ended December 31, 2017 and 2016 is as follows (in thousands): Three Months Ended Six Months Ended December 31, December 31, 2017 2016 2017 2016 Gain (loss) recognized in other comprehensive income $ 1,867 $ 7,920 $ 1,521 $ 8,525 Amounts reclassified to earnings from accumulated other comprehensive loss 746 2,125 1,600 4,374 Net current period other comprehensive income $ 2,613 $ 10,045 $ 3,121 $ 12,899 The aggregate maturities of long-term debt at December 31, 2017 are as follows (in thousands): Twelve months ending December 31, 2018 $ 80,947 2019 107,930 2020 973,008 Principal amount of long-term debt 1,161,885 Less unamortized debt issuance costs (10,092 ) Total long-term debt $ 1,151,793 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Dec. 31, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 7 . Commitments and Contingencies The Company is involved in various lawsuits, claims, and administrative proceedings arising in the normal course of business. Management is of the opinion that any liability or loss associated with such matters, either individually or in the aggregate, will not have a material adverse effect on the Company’s operations and liquidity. Government Contracting Payments to the Company on cost-plus-fee and time-and-materials contracts are subject to adjustment upon audit by the Defense Contract Audit Agency (DCAA) and other government agencies that do not utilize DCAA’s services. The DCAA is nearing completion of audits of the Company’s incurred cost submissions for its fiscal years 2012 and 2013, and continues its audits of incurred cost submission for fiscal years 2011 through 2013 associated with CACI’s acquisition of National Security Solutions (NSS), a L-3 subsidiary. In its efforts to bring its audits more current, DCAA has commenced audits of our incurred cost submission through our fiscal year 2016. We are still negotiating the results of prior years’ audits with the respective cognizant contracting officers and believe our reserves for such are adequate. In the opinion of management, adjustments that may result from these audits and the audits not yet started are not expected to have a material effect on the Company’s financial position, results of operations, or cash flows as the Company has accrued its best estimate of potential disallowances. Additionally, the DCAA continually reviews the cost accounting and other practices of government contractors, including the Company. In the course of those reviews, cost accounting and other issues are identified, discussed and settled. On March 26, 2012, the Company received a subpoena from the Defense Criminal Investigative Service seeking documents related to one of the Company’s contracts for the period of January 1, 2007 through March 26, 2012. The Company has provided documents responsive to the subpoena and is cooperating fully with the government’s investigation. The Company has accrued its current best estimate of the likely outcome within its estimated range of zero to $3.9 million. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Dec. 31, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 8 . Stock-Based Compensation Stock-based compensation expense recognized, together with the income tax benefits recognized, is as follows (in thousands): Three Months Ended Six Months Ended December 31, December 31, 2017 2016 2017 2016 Stock-based compensation related to RSUs included in indirect costs and selling expense $ 6,038 $ 5,660 $ 12,389 $ 10,557 Under the terms of the 2016 Amended and Restated Incentive Compensation Plan (the 2016 Plan), the Company may issue, among others, non-qualified stock options, restricted stock, RSUs, SSARs, and performance awards, collectively referred to herein as equity instruments. The 2016 Plan was approved by the Company’s stockholders in November 2016 and amended and restated the 2006 Stock Incentive Plan (the 2006 Plan) which was due to expire at the end of the ten-year period. Previous grants that were made under the 2006 Plan, and equity instruments granted prior to approval of the 2016 Plan continue to be governed by the terms of the 2006 Plan. During the periods presented all equity instrument grants were made in the form of RSUs. Other than performance-based RSUs (PRSUs) which contain a market-based element, the fair value of RSU grants was determined based on the closing price of a share of the Company’s common stock on the date of grant. The fair value of RSUs with market-based vesting features was also measured on the grant date, but was done so using a binomial lattice model. Annual grants under the 2016 Plan, and previously the 2006 Plan, are generally made to the Company’s key employees during the first quarter of the Company’s fiscal year and to members of the Company’s Board of Directors during the second quarter of the Company’s fiscal year. With the approval of its Chief Executive Officer, the Company also issues equity instruments to strategic new hires and to employees who have demonstrated superior performance. I n September 2014, the Company made its annual grant to key employees consisting of 180,570 PRSUs. The final number of such PRSUs that are earned by participants and vest is based on the achievement of a specified earnings per share (EPS) for the year ended June 30, 2015 and on the average share price of Company stock for the 90 day period ending September 23, 2015, 2016 and 2017 as compared to the average share price for the 90 day period ended September 23, 2014. The specified EPS for the year ended June 30, 2015 was met and the average share price of the Company’s stock for the 90 day periods ending September 23, 2015, 2016 and 2017 exceeded the average share price of the Company’s stock for the 90 day period ended September 23, 2014, resulting in an additional 63,642 RSUs earned by participants. In September 2015, the Company made its annual grant to key employees consisting of 208,160 PRSUs. The final number of such PRSUs that are earned by participants and vest is based on the achievement of a specified EPS for the year ending June 30, 2016 and on the average share price of Company stock for the 90 day periods ending September 18, 2016, 2017 and 2018 as compared to the average share price for the 90 day period ended September 18, 2015. The specified EPS for the year ended June 30, 2016 was met and the average share price of the Company’s stock for the 90 day period ending September 18, 2016 and 2017 exceeded the average share price of the Company’s stock for the 90 day period ended September 18, 2015, resulting in an additional 48,068 RSUs earned by participants. In September 2016, the Company made its annual grant to key employees consisting of 193,420 PRSUs. The final number of such PRSUs that are earned by participants and vest is based on the achievement of a specified EPS for the year ended June 30, 2017 and on the average share price of Company stock for the 90 day period ending September 30, 2017, 2018 and 2019 as compared to the average share price for the 90 day period ended September 30, 2016. The specified EPS for the year ended June 30, 2017 was met and the average share price of the Company’s stock for the 90 day period ending September 30, 2017 exceeded the average share price of the Company’s stock for the 90 day period ended September 30, 2016, resulting in an additional 21,824 RSUs earned by participants. In September 2017, the Company made its annual grant to key employees consisting of 146,550 PRSUs. The final number of such PRSUs that are earned by participants and vest is based on the achievement of a specified EPS for the year ended June 30, 2018 and on the average share price of Company stock for the 90 day period ending September 15, 2018, 2019 and 2020 as compared to the average share price for the 90 day period ended September 15, 2017. If the specified EPS for the year ended June 30, 2018 is met and if the average share price of the Company’s stock for the 90 day period ending September 15, 2018, 2019 and 2020 exceeds the average share price of the Company’s stock for the 90 day period ended September 15, 2017 by 100 percent or more, then an additional 146,550 could be earned by participants. This is the maximum number of additional RSUs that can be earned related to the September 2017 annual grant. In addition to the performance and market conditions, there is a service vesting condition which stipulates that 50 percent of the earned award will vest on October 1, 2020 and 50 percent of the earned award will vest on October 1, 2021, in both cases dependent upon continuing service by the grantee as an employee of the Company, unless the grantee is eligible for earlier vesting upon retirement or certain other events. As of December 31, 2017, the total number of shares authorized by shareholders for grants under the 2016 Plan and its predecessor plan is 1,200,000 plus any forfeitures from the 2006 Plan. The aggregate number of grants that may be made may exceed this approved amount as forfeited RSUs become available for future grants. As of December 31, 2017, cumulative grants of 311,387 equity instruments underlying the shares authorized have been awarded, and 79,330 of these instruments have been forfeited. Activity related to RSUs during the six months ended December 31, 2017 is as follows: RSUs Unvested at June 30, 2017 834,607 Granted 269,631 Vested (256,589 ) Forfeited (27,161 ) Unvested at December 31, 2017 820,488 Weighted-average grant date fair value for RSUs $ 145.94 As of December 31, 2017, there was $49.1 million of total unrecognized compensation costs related to RSUs scheduled to be recognized over a weighted-average period of 3.0 years. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 9 . Earnings Per Share ASC 260, Earnings Per Share (ASC 260), requires dual presentation of basic and diluted earnings per share on the face of the income statement. Basic earnings per share excludes dilution and is computed by dividing income by the weighted-average number of common shares outstanding for the period. Diluted earnings per share reflects potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock but not securities that are anti-dilutive. Using the treasury stock method, diluted earnings per share include the incremental effect of RSUs that are no longer subject to a market or performance condition. The PRSUs granted in September 2017 are excluded from the calculation of diluted earnings per share as the underlying shares are considered to be contingently issuable shares. These shares will be included in the calculation of diluted earnings per share beginning in the first reporting period in which the performance metric is achieved. The chart below shows the calculation of basic and diluted earnings per share (in thousands, except per share amounts): Three Months Ended Six Months Ended December 31, December 31, 2017 2016 2017 2016 Net income $ 142,795 $ 42,420 $ 184,841 $ 79,083 Weighted-average number of basic shares outstanding during the period 24,622 24,387 24,555 24,363 Dilutive effect of RSUs after application of treasury stock method 589 682 673 635 Weighted-average number of diluted shares outstanding during the period 25,211 25,069 25,228 24,998 Basic earnings per share $ 5.80 $ 1.74 $ 7.53 $ 3.25 Diluted earnings per share $ 5.66 $ 1.69 $ 7.33 $ 3.16 |
Income Taxes
Income Taxes | 6 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 10 . Income Taxes The Company is subject to income taxes in the U.S. and various state and foreign jurisdictions. Tax statutes and regulations within each jurisdiction are subject to interpretation and require the application of significant judgment. The Company is currently under examination by two state jurisdictions for the years 2010 through 2017 and one foreign jurisdiction for the years 2011 through 2015. The Company does not expect resolution of these examinations to have a material impact on its results of operations, financial condition or cash flows. The Company’s total liability for unrecognized tax benefits as of December 31, 2017 and June 30, 2017 was $1.9 million and $1.7 million, respectively. The $1.9 million unrecognized tax benefit at December 31, 2017, if recognized, would impact the Company’s effective tax rate. The effective income tax rate for the three months ended December 31, 2017 decreased to (84.7) percent from 37.6 percent for the same period last year. The effective tax rate decreased primarily due to certain impacts of the Tax Cuts and Jobs Act (TCJA) discussed below. The effective tax rate was also favorably affected by a benefit from the research and development tax credit and gains from the change in value of assets invested in corporate owned life insurance (COLI) policies. The effective income tax rate for the six months ended December 31, 2017 decreased to (38.6) percent from 36.8 percent for the same period last year. The effective tax rate decreased primarily due to certain impacts of the TCJA, discussed below. The effective tax rate was also favorably affected by excess tax benefits from employee share-based payment awards under ASU 2016-09, a benefit from the research and development tax credit, and gains from the change in value of assets invested in corporate owned life insurance (COLI) policies. Tax Cuts and Jobs Act The Tax Cuts and Jobs Act (the “TCJA”) was enacted on December 22, 2017. Among other things, the TCJA reduces the U.S. federal corporate tax rate from 35.0 percent to 21.0 percent effective on January 1, 2018. The rate change is administratively effective at the beginning of our fiscal year, using a blended rate for the annual period. As a result, the blended federal statutory tax rate for the year is 28.06 percent. Additionally, the TCJA requires companies to pay a one-time transition tax on earnings of certain foreign subsidiaries that were previously tax deferred, creates new taxes on certain foreign-sourced earnings and changes or limits certain tax deductions and credits. At December 31, 2017, we have not completed our accounting for the tax effects of enactment of the TCJA; however, as described below, we have made a reasonable estimate of the effects on our existing deferred tax balances and the one-time transition tax. For these items we recognized provisional amounts in income tax expense benefit as discussed below. We remeasured deferred tax asset and liability balances at December 22, 2017 based on the rates at which they are expected to reverse in the future, which is generally 21.0 percent for reversals after FY2018 and a blended rate of 28.06 percent for reversals within FY2018. However, we are still analyzing certain aspects of the Act and refining our calculations, which could potentially affect the measurement of these balances or potentially give rise to new deferred tax amounts. The provisional amount recorded related to the remeasurement of our net deferred tax liabilities was a $94.8 million reduction to income tax expense for the three and six months ended December 31, 2017. The one-time transition tax is based on our total post-1986 earnings and profits (“E&P”) for which we have previously deferred from U.S. income taxes. We recorded a provisional amount for our one-time transition tax liability for our foreign subsidiaries, resulting in a $9.7 million increase in income tax expense for the three and six months ended December 31, 2017. The Company expects to pay this amount over eight years. We have not yet completed our calculation of the total post-1986 foreign E&P for these foreign subsidiaries. Further, the transition tax is based in part on the amount of those earnings held in cash and other specified assets. This amount may change when we finalize the calculation of post-1986 foreign E&P previously deferred from U.S. federal taxation and finalize the amounts held in cash or other specified assets. No additional income taxes have been provided for any remaining undistributed foreign earnings not subject to the transition tax and any additional outside basis difference inherent in these entities as these amounts continue to be indefinitely reinvested in foreign operations. The Company will continue to analyze the TCJA to determine the full effects of the new law, including the new lower corporate tax rate, international provisions, and the impact of the TCJA on the 162(m) limitations on its financial condition and results of operations. Additionally, the Company will continue to monitor various state law changes in reaction to the TCJA as changes are enacted. The overall impact of the TCJA on our results of operations was a $92.3 million reduction to tax expense for the three and six months ended December 31, 2017. The corresponding increase in diluted earnings per share was $3.66 for the three and six months ended December 31, 2017, respectively. |
Business Segment Information
Business Segment Information | 6 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Business Segment Information | 11. Business Segment Information The Company reports operating results and financial data in two segments: domestic operations and international operations. Domestic operations provide information solutions and services to its customers. Its customers are primarily U.S. federal government agencies. Other customers of the Company’s domestic operations include commercial enterprises. The Company places employees in locations around the world in support of its clients. International operations offer services to both commercial and non-U.S. government customers primarily within the Company’s business systems and enterprise IT markets. The Company evaluates the performance of its operating segments based on net income. Summarized financial information concerning the Company’s reportable segments is as follows (in thousands): Domestic Operations International Operations Total Three Months Ended December 31, 2017 Revenue from external customers $ 1,046,823 $ 41,037 $ 1,087,860 Net income 138,930 3,865 142,795 Three Months Ended December 31, 2016 Revenue from external customers $ 1,024,025 $ 33,505 $ 1,057,530 Net income 38,732 3,688 42,420 Six Months Ended December 31, 2017 Revenue from external customers $ 2,097,706 $ 75,968 $ 2,173,674 Net income attributable to CACI 177,763 7,078 184,841 Six Months Ended December 31, 2016 Revenue from external customers $ 2,062,916 $ 67,894 $ 2,130,810 Net income attributable to CACI 72,374 6,709 79,083 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 12. Fair Value of Financial Instruments ASC 820, Fair Value Measurements and Disclosures The Company’s financial assets and liabilities recorded at fair value on a recurring basis are categorized based on the priority of the inputs used to measure fair value. The inputs used in measuring fair value are categorized into three levels, as follows: • Level 1 Inputs – unadjusted quoted prices in active markets for identical assets or liabilities. • Level 2 Inputs – unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. • Level 3 Inputs – amounts derived from valuation models in which unobservable inputs reflect the reporting entity’s own assumptions about the assumptions of market participants that would be used in pricing the asset or liability. The Company’s financial instruments measured at fair value included interest rate swap agreements and contingent consideration in connection with business combinations. The following table summarizes the financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2017 and June 30, 2017, and the level they fall within the fair value hierarchy (in thousands): December 31, June 30, Financial Statement Fair Value 2017 2017 Description of Financial Instrument Classification Hierarchy Fair Value Contingent consideration Other accrued expenses and current liabilities Level 3 $ 9,600 $ 14,889 Contingent consideration Other long-term liabilities Level 3 $ 9,100 $ 658 Interest rate swap agreements Other long-term assets Level 2 $ 8,121 $ 5,559 Interest rate swap agreements Other accrued expenses and current liabilities Level 2 $ 23 $ 3 Interest rate swap agreements Other long-term liabilities Level 2 $ 506 $ 3,110 Changes in the fair value of the interest rate swap agreements are recorded as a component of accumulated other comprehensive income or loss. Various acquisitions completed during prior fiscal years contained provisions requiring that the Company pay contingent consideration in the event the acquired businesses achieved certain specified earnings results during the two and three year periods subsequent to each acquisition. The Company determined the fair value of the contingent consideration as of each acquisition date using a valuation model which included the evaluation of the most likely outcome and the application of an appropriate discount rate. At the end of each reporting period, the fair value of the contingent consideration was remeasured and any changes were recorded in indirect costs and selling expenses. During the three and six months ended December 31, 2017 this remeasurement resulted in a $1.1 million and $2.0 million change to the liability recorded. |
Accounting Policies (Policies)
Accounting Policies (Policies) | 6 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements of CACI International Inc and subsidiaries (CACI or the Company) have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) and include the assets, liabilities, results of operations, comprehensive income and cash flows for the Company, including its subsidiaries and ventures that are majority-owned or otherwise controlled by the Company. Certain information and note disclosures normally included in the annual financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP) have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information presented not misleading. All intercompany balances and transactions have been eliminated in consolidation. The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and amounts included in other current assets and current liabilities that meet the definition of a financial instrument approximate fair value because of the short-term nature of these amounts. The fair value of the Company’s debt outstanding as of December 31, 2017 under its bank credit facility approximates its carrying value. The fair value of the Company’s debt under its bank credit facility was estimated using Level 2 inputs based on market data of companies with a corporate rating similar to CACI’s that have recently priced credit facilities. See Notes 6 and 12. In the opinion of management, the accompanying unaudited consolidated financial statements reflect all adjustments and reclassifications (all of which are of a normal, recurring nature) that are necessary for the fair presentation of the periods presented. It is suggested that these unaudited consolidated financial statements be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Company’s latest annual report to the SEC on Form 10-K for the year ended June 30, 2017. The results of operations for the three and six months ended December 31, 2017 are not necessarily indicative of the results to be expected for any subsequent interim period or for the full fiscal year. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In January 2017, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2017-01, Clarifying the Definition of a Business In February 2016, the FASB issued ASU No. 2016-02, Leases In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers The Company plans to adopt the standard on July 1, 2018 and apply it on a modified retrospective basis, whereby the cumulative effect of applying the standard will be recognized through shareholders’ equity on the date of adoption. We are in the process of identifying the changes to accounting policies, business processes, systems, disclosures, and controls to support the adoption of the new standard. We expect the standard will impact the pattern of revenue recognition for some of our contracts with customers. For our award and incentive fee contracts, we will recognize a constrained amount of variable consideration over time as the performance obligation is satisfied rather than defer recognition of the relevant portion of fee until customer notification of the amount earned. Some of our fixed price contracts in which revenue is recognized on a straight-line basis over the performance period will be converted to recognition of revenue over time by measuring the progress toward complete satisfaction of the performance obligation using input methods, including cost and labor hours. We do not anticipate a material impact to our cost-plus-fixed fee, fixed price/level-of-effort, time-and-materials, or fixed price contracts that currently use percentage-of-completion accounting. The cumulative catch-up adjustment that will be recorded through shareholders’ equity on July 1, 2018 is still being quantified. We will continue evaluating the impact of the standard on our contract portfolio through the date of adoption. |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Finite Lived Intangible Assets Net [Abstract] | |
Schedule of Intangible Assets | Intangible assets consisted of the following (in thousands): December 31, June 30, 2017 (1) 2017 Intangible assets Customer contracts and related customer relationships $ 431,973 $ 635,895 Acquired technologies 13,888 28,503 Covenants not to compete — 3,305 Other 804 1,545 Intangible assets 446,665 669,248 Less accumulated amortization Customer contracts and related customer relationships (194,166 ) (402,934 ) Acquired technologies (8,025 ) (26,542 ) Covenants not to compete — (3,288 ) Other (402 ) (1,113 ) Less accumulated amortization (202,593 ) (433,877 ) Total intangible assets, net $ 244,072 $ 235,371 __________________ (1) During the six months ended December 31, 2017, the Company wrote off $250.7 million in fully amortized intangible assets. |
Expected Amortization Expense | Expected amortization expense for the remainder of the fiscal year ending June 30, 2018, and for each of the fiscal years thereafter, is as follows (in thousands): Fiscal year ending June 30, Amount 2018 (six months) $ 18,854 2019 34,257 2020 29,651 2021 26,190 2022 22,613 Thereafter 112,507 Total intangible assets, net $ 244,072 |
Goodwill (Tables)
Goodwill (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Rollforward of Goodwill | The changes in the carrying amount of goodwill for the year ended June 30, 2017 and the six months ended December 31, 2017 are as follows (in thousands): Domestic International Total Balance at June 30, 2016 $ 2,487,148 $ 98,195 $ 2,585,343 Business acquisitions (7,652 ) 2,220 (5,432 ) Foreign currency translation — (2,476 ) (2,476 ) Balance at June 30, 2017 2,479,496 97,939 2,577,435 Business acquisitions 26,662 6,379 33,041 Foreign currency translation — 3,818 3,818 Balance at December 31, 2017 $ 2,506,158 $ 108,136 $ 2,614,294 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Long Term Debt [Abstract] | |
Schedule of Long-term Debt | Long-term debt consisted of the following (in thousands): December 31, June 30, 2017 2017 Bank credit facility – term loans $ 951,885 $ 978,867 Bank credit facility – revolver loans 210,000 265,000 Principal amount of long-term debt 1,161,885 1,243,867 Less unamortized debt issuance costs (10,092 ) (12,304 ) Total long-term debt 1,151,793 1,231,563 Less current portion (80,947 ) (53,965 ) Long-term debt, net of current portion $ 1,070,846 $ 1,177,598 |
Cash Flow Hedges | The effect of derivative instruments in the consolidated statements of operations and accumulated other comprehensive loss for the three and six months ended December 31, 2017 and 2016 is as follows (in thousands): Three Months Ended Six Months Ended December 31, December 31, 2017 2016 2017 2016 Gain (loss) recognized in other comprehensive income $ 1,867 $ 7,920 $ 1,521 $ 8,525 Amounts reclassified to earnings from accumulated other comprehensive loss 746 2,125 1,600 4,374 Net current period other comprehensive income $ 2,613 $ 10,045 $ 3,121 $ 12,899 |
Aggregate Maturities of Long-term Debt | The aggregate maturities of long-term debt at December 31, 2017 are as follows (in thousands): Twelve months ending December 31, 2018 $ 80,947 2019 107,930 2020 973,008 Principal amount of long-term debt 1,161,885 Less unamortized debt issuance costs (10,092 ) Total long-term debt $ 1,151,793 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation Expense and Related Tax Benefits Recognized | Stock-based compensation expense recognized, together with the income tax benefits recognized, is as follows (in thousands): Three Months Ended Six Months Ended December 31, December 31, 2017 2016 2017 2016 Stock-based compensation related to RSUs included in indirect costs and selling expense $ 6,038 $ 5,660 $ 12,389 $ 10,557 |
Summary of Activity Related to RSUs | Activity related to RSUs during the six months ended December 31, 2017 is as follows: RSUs Unvested at June 30, 2017 834,607 Granted 269,631 Vested (256,589 ) Forfeited (27,161 ) Unvested at December 31, 2017 820,488 Weighted-average grant date fair value for RSUs $ 145.94 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Calculation of Basic and Diluted Earnings per Share | The chart below shows the calculation of basic and diluted earnings per share (in thousands, except per share amounts): Three Months Ended Six Months Ended December 31, December 31, 2017 2016 2017 2016 Net income $ 142,795 $ 42,420 $ 184,841 $ 79,083 Weighted-average number of basic shares outstanding during the period 24,622 24,387 24,555 24,363 Dilutive effect of RSUs after application of treasury stock method 589 682 673 635 Weighted-average number of diluted shares outstanding during the period 25,211 25,069 25,228 24,998 Basic earnings per share $ 5.80 $ 1.74 $ 7.53 $ 3.25 Diluted earnings per share $ 5.66 $ 1.69 $ 7.33 $ 3.16 |
Business Segment Information (T
Business Segment Information (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Summarized Financial Information of Reportable Segments | Summarized financial information concerning the Company’s reportable segments is as follows (in thousands): Domestic Operations International Operations Total Three Months Ended December 31, 2017 Revenue from external customers $ 1,046,823 $ 41,037 $ 1,087,860 Net income 138,930 3,865 142,795 Three Months Ended December 31, 2016 Revenue from external customers $ 1,024,025 $ 33,505 $ 1,057,530 Net income 38,732 3,688 42,420 Six Months Ended December 31, 2017 Revenue from external customers $ 2,097,706 $ 75,968 $ 2,173,674 Net income attributable to CACI 177,763 7,078 184,841 Six Months Ended December 31, 2016 Revenue from external customers $ 2,062,916 $ 67,894 $ 2,130,810 Net income attributable to CACI 72,374 6,709 79,083 |
Fair Value of Financial Instr26
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Recurring Fair Value Measurements | The following table summarizes the financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2017 and June 30, 2017, and the level they fall within the fair value hierarchy (in thousands): December 31, June 30, Financial Statement Fair Value 2017 2017 Description of Financial Instrument Classification Hierarchy Fair Value Contingent consideration Other accrued expenses and current liabilities Level 3 $ 9,600 $ 14,889 Contingent consideration Other long-term liabilities Level 3 $ 9,100 $ 658 Interest rate swap agreements Other long-term assets Level 2 $ 8,121 $ 5,559 Interest rate swap agreements Other accrued expenses and current liabilities Level 2 $ 23 $ 3 Interest rate swap agreements Other long-term liabilities Level 2 $ 506 $ 3,110 |
Acquisitions (Detail Textual)
Acquisitions (Detail Textual) - USD ($) $ in Thousands | Nov. 22, 2017 | Nov. 01, 2017 | Oct. 01, 2017 | Dec. 31, 2017 | Jun. 30, 2017 | Jun. 30, 2016 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 2,614,294 | $ 2,577,435 | $ 2,585,343 | |||
Domestic Acquisition | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition date | Nov. 22, 2017 | |||||
Percentage of membership interests acquired | 100.00% | |||||
Purchase consideration | $ 53,000 | |||||
Cash consideration | 40,100 | |||||
Deferred consideration | 4,500 | |||||
Contingent consideration | 8,700 | |||||
Consideration, net working capital adjustment | 300 | |||||
Goodwill | 26,700 | |||||
Identifiable intangible assets | $ 24,900 | |||||
United Kingdom IT Consulting Services and Software Engineering Company | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition date | Oct. 1, 2017 | |||||
Purchase consideration | $ 9,100 | |||||
Percentage of outstanding shares acquired | 100.00% | |||||
London-Based Software and Mapping Data Company | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition date | Nov. 1, 2017 | |||||
Purchase consideration | $ 7,500 | |||||
Percentage of outstanding shares acquired | 100.00% |
Intangible Assets - Summary of
Intangible Assets - Summary of Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | [1] | Jun. 30, 2017 |
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets | $ 446,665 | $ 669,248 | |
Less accumulated amortization | (202,593) | (433,877) | |
Total intangible assets, net | 244,072 | 235,371 | |
Customer contracts and related customer relationships | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets | 431,973 | 635,895 | |
Less accumulated amortization | (194,166) | (402,934) | |
Acquired technologies | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets | 13,888 | 28,503 | |
Less accumulated amortization | (8,025) | (26,542) | |
Covenants not to compete | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets | 3,305 | ||
Less accumulated amortization | (3,288) | ||
Other | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets | 804 | 1,545 | |
Less accumulated amortization | $ (402) | $ (1,113) | |
[1] | During the six months ended December 31, 2017, the Company wrote off $250.7 million in fully amortized intangible assets. |
Intangible Assets - Summary o29
Intangible Assets - Summary of Intangible Assets (Parenthetical) (Detail) $ in Millions | 6 Months Ended |
Dec. 31, 2017USD ($) | |
Finite Lived Intangible Assets Net [Abstract] | |
Write-off of fully amortized intangible assets | $ 250.7 |
Intangible Assets (Detail Textu
Intangible Assets (Detail Textual) | 6 Months Ended |
Dec. 31, 2017 | |
Minimum | |
Finite Lived Intangible Assets [Line Items] | |
Intangible asset amortization period | 1 year |
Maximum | |
Finite Lived Intangible Assets [Line Items] | |
Intangible asset amortization period | 20 years |
Customer contracts and related customer relationships | |
Finite Lived Intangible Assets [Line Items] | |
Weighted-average amortization period | 14 years 8 months 13 days |
Weighted-average remaining amortization period | 7 years 4 months 25 days |
Acquired technologies | |
Finite Lived Intangible Assets [Line Items] | |
Weighted-average amortization period | 11 years 8 months 13 days |
Weighted-average remaining amortization period | 6 years 4 months 25 days |
Intangible Assets - Expected Am
Intangible Assets - Expected Amortization Expense (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Jun. 30, 2017 | |
Finite Lived Intangible Assets Net [Abstract] | |||
2018 (six months) | $ 18,854 | ||
2,019 | 34,257 | ||
2,020 | 29,651 | ||
2,021 | 26,190 | ||
2,022 | 22,613 | ||
Thereafter | 112,507 | ||
Total intangible assets, net | $ 244,072 | [1] | $ 235,371 |
[1] | During the six months ended December 31, 2017, the Company wrote off $250.7 million in fully amortized intangible assets. |
Goodwill - Rollforward of Goodw
Goodwill - Rollforward of Goodwill (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Jun. 30, 2017 | |
Goodwill [Roll Forward] | ||
Balance | $ 2,577,435 | $ 2,585,343 |
Business acquisitions | 33,041 | (5,432) |
Foreign currency translation | 3,818 | (2,476) |
Balance | 2,614,294 | 2,577,435 |
Domestic | ||
Goodwill [Roll Forward] | ||
Balance | 2,479,496 | 2,487,148 |
Business acquisitions | 26,662 | (7,652) |
Balance | 2,506,158 | 2,479,496 |
International | ||
Goodwill [Roll Forward] | ||
Balance | 97,939 | 98,195 |
Business acquisitions | 6,379 | 2,220 |
Foreign currency translation | 3,818 | (2,476) |
Balance | $ 108,136 | $ 97,939 |
Long-term Debt - Schedule of Lo
Long-term Debt - Schedule of Long-term Debt (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Jun. 30, 2017 |
Debt Instrument [Line Items] | ||
Principal amount of long-term debt | $ 1,161,885 | $ 1,243,867 |
Less unamortized debt issuance costs | (10,092) | (12,304) |
Total long-term debt | 1,151,793 | 1,231,563 |
Less current portion | (80,947) | (53,965) |
Long-term debt, net of current portion | 1,070,846 | 1,177,598 |
Bank credit facility - term loans | ||
Debt Instrument [Line Items] | ||
Principal amount of long-term debt | 951,885 | 978,867 |
Bank credit facility - revolver loans | ||
Debt Instrument [Line Items] | ||
Principal amount of long-term debt | $ 210,000 | $ 265,000 |
Long-term Debt (Detail Textual)
Long-term Debt (Detail Textual) - USD ($) | 6 Months Ended | |
Dec. 31, 2017 | Jun. 30, 2017 | |
Debt Instrument [Line Items] | ||
Outstanding amount under Credit Facility | $ 1,161,885,000 | $ 1,243,867,000 |
Interest Rate Swap | Cash Flow Hedging | ||
Debt Instrument [Line Items] | ||
Aggregate notional amount | 800,000,000 | |
Bank Credit Facility | ||
Debt Instrument [Line Items] | ||
Credit facility maximum borrowing capacity | $ 1,981,300,000 | |
Credit facility borrowing capacity, description | At any time and so long as no default has occurred, the Company has the right to increase the Revolving Facility or the Term Loan in an aggregate principal amount of up to the greater of $400.0 million or an amount subject to 2.75 times senior secured leverage, calculated assuming the Revolving Facility is fully drawn, with applicable lender approvals. | |
Credit Facility optional increases to borrowing capacity | $ 400,000,000 | |
Ratio that restricts optional increases to borrowing capacity | 275.00% | |
Outstanding borrowings interest rate | 3.36% | |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Credit facility maximum borrowing capacity | $ 850,000,000 | |
Outstanding amount under Credit Facility | 210,000,000 | 265,000,000 |
Term loans | ||
Debt Instrument [Line Items] | ||
Credit facility maximum borrowing capacity | 1,131,300,000 | |
Outstanding amount under Credit Facility | $ 951,885,000 | $ 978,867,000 |
Term loan period | 5 years | |
Loan maturity date | Jun. 1, 2020 | |
Term loan frequency of payment | quarterly | |
Term loans | Principal Payment Through June 30, 2018 | ||
Debt Instrument [Line Items] | ||
Term loan principal payment | $ 13,500,000 | |
Term loans | Principal Payment Thereafter June 30, 2018 | ||
Debt Instrument [Line Items] | ||
Term loan principal payment | 27,000,000 | |
Same-Day Swing Line Loan Revolving Credit Sub Facility | ||
Debt Instrument [Line Items] | ||
Credit facility maximum borrowing capacity | 100,000,000 | |
Outstanding amount under Credit Facility | 0 | |
Stand-By Letters Of Credit Revolving Credit Sub Facility | ||
Debt Instrument [Line Items] | ||
Credit facility maximum borrowing capacity | 25,000,000 | |
Outstanding Letters of Credit | $ 400,000 |
Long-term Debt - Cash Flow Hedg
Long-term Debt - Cash Flow Hedges (Detail 2) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Long Term Debt [Abstract] | ||||
Gain (loss) recognized in other comprehensive income | $ 1,867 | $ 7,920 | $ 1,521 | $ 8,525 |
Amounts reclassified to earnings from accumulated other comprehensive loss | 746 | 2,125 | 1,600 | 4,374 |
Net current period other comprehensive income | $ 2,613 | $ 10,045 | $ 3,121 | $ 12,899 |
Long-term Debt - Aggregate Matu
Long-term Debt - Aggregate Maturities of Long-Term Debt (Detail 3) - USD ($) $ in Thousands | Dec. 31, 2017 | Jun. 30, 2017 |
Long Term Debt [Abstract] | ||
2,018 | $ 80,947 | |
2,019 | 107,930 | |
2,020 | 973,008 | |
Principal amount of long-term debt | 1,161,885 | $ 1,243,867 |
Less unamortized debt issuance costs | (10,092) | (12,304) |
Total long-term debt | $ 1,151,793 | $ 1,231,563 |
Commitments and Contingencies (
Commitments and Contingencies (Detail Textual) - Government Contracting | Dec. 31, 2017USD ($) |
Minimum | |
Loss Contingencies [Line Items] | |
Estimated amount of possible loss | $ 0 |
Maximum | |
Loss Contingencies [Line Items] | |
Estimated amount of possible loss | $ 3,900,000 |
Stock-Based Compensation - Expe
Stock-Based Compensation - Expense and Related Tax Benefits Recognized (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Stock-based compensation included in indirect costs and selling expense: | ||||
Stock-based compensation related to RSUs included in indirect costs and selling expense | $ 6,038 | $ 5,660 | $ 12,389 | $ 10,557 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Detail Textual) $ in Millions | 6 Months Ended |
Dec. 31, 2017USD ($)shares | |
PRSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Period to establish average share price for performance measurement | 90 days |
PRSUs | September 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
PRSUs granted | 180,570 |
Additional PRSUs earned pursuant to condition | 63,642 |
PRSUs | September 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
PRSUs granted | 208,160 |
Additional PRSUs earned pursuant to condition | 48,068 |
PRSUs | September 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
PRSUs granted | 193,420 |
Additional PRSUs earned pursuant to condition | 21,824 |
PRSUs | September 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
PRSUs granted | 146,550 |
Potential additional PRSUs to be earned pursuant to condition | 146,550 |
Percentage of earned award vesting after three years | 50.00% |
Percentage of earned award vesting after four years | 50.00% |
RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
PRSUs granted | 269,631 |
Unrecognized compensation cost | $ | $ 49.1 |
Weighted-average period to recognize unrecognized compensation cost (in years) | 3 years |
2006 Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock incentive plan, expiration period | 10 years |
2016 Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares authorized for grants | 1,200,000 |
Cumulative equity instruments awarded | 311,387 |
Cumulative equity instruments forfeited | 79,330 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Activity Related to RSUs (Detail 1) - RSUs | 6 Months Ended |
Dec. 31, 2017$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unvested at June 30, 2017 | 834,607 |
Granted | 269,631 |
Vested | (256,589) |
Forfeited | (27,161) |
Unvested at December 31, 2017 | 820,488 |
Weighted-average grant date fair value for RSUs | $ / shares | $ 145.94 |
Earnings Per Share - Calculatio
Earnings Per Share - Calculation of Basic and Diluted Earnings per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Earnings Per Share [Abstract] | ||||
Net income | $ 142,795 | $ 42,420 | $ 184,841 | $ 79,083 |
Weighted-average number of basic shares outstanding during the period | 24,622 | 24,387 | 24,555 | 24,363 |
Dilutive effect of RSUs after application of treasury stock method | 589 | 682 | 673 | 635 |
Weighted-average number of diluted shares outstanding during the period | 25,211 | 25,069 | 25,228 | 24,998 |
Basic earnings per share | $ 5.80 | $ 1.74 | $ 7.53 | $ 3.25 |
Diluted earnings per share | $ 5.66 | $ 1.69 | $ 7.33 | $ 3.16 |
Income Taxes (Detail Textual)
Income Taxes (Detail Textual) - USD ($) $ / shares in Units, $ in Millions | Dec. 22, 2017 | Dec. 21, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Jun. 30, 2017 |
Income Tax [Line Items] | |||||||
Liability for unrecognized tax benefits | $ 1.9 | $ 1.9 | $ 1.7 | ||||
Unrecognized tax benefit that would impact the company's effective tax rate | $ 1.9 | $ 1.9 | |||||
Effective tax rate, percentage | (84.70%) | 37.60% | (38.60%) | 36.80% | |||
Statutory U.S. Income Tax Rate | 28.06% | 35.00% | |||||
TCJA remeasurement of net deferred tax liabilities | $ (94.8) | $ (94.8) | |||||
TCJA one-time transition tax liability | 9.7 | $ 9.7 | |||||
TCJA one-time transition tax liability payment term | 8 years | ||||||
TCJA overall impact on results of operations | $ (92.3) | $ (92.3) | |||||
TCJA overall impact on diluted earnings per share | $ 3.66 | $ 3.66 | |||||
FY 2019 [Member] | |||||||
Income Tax [Line Items] | |||||||
Statutory U.S. Income Tax Rate | 21.00% |
Business Segment Information (D
Business Segment Information (Detail Textual) | 6 Months Ended |
Dec. 31, 2017Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Business Segment Information -
Business Segment Information - Summarized Financial Information of Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | ||||
Revenue from external customers | $ 1,087,860 | $ 1,057,530 | $ 2,173,674 | $ 2,130,810 |
Net income | 142,795 | 42,420 | 184,841 | 79,083 |
Domestic Operations | ||||
Segment Reporting Information [Line Items] | ||||
Revenue from external customers | 1,046,823 | 1,024,025 | 2,097,706 | 2,062,916 |
Net income | 138,930 | 38,732 | 177,763 | 72,374 |
International Operations | ||||
Segment Reporting Information [Line Items] | ||||
Revenue from external customers | 41,037 | 33,505 | 75,968 | 67,894 |
Net income | $ 3,865 | $ 3,688 | $ 7,078 | $ 6,709 |
Fair Value of Financial Instr45
Fair Value of Financial Instruments - Recurring Fair Value Measurements (Detail) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Dec. 31, 2017 | Jun. 30, 2017 |
Other accrued expenses and current liabilities | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | $ 9,600 | $ 14,889 |
Other accrued expenses and current liabilities | Level 2 | Interest Rate Swap | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swap agreements | 23 | 3 |
Other long-term liabilities | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | 9,100 | 658 |
Other long-term liabilities | Level 2 | Interest Rate Swap | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swap agreements | 506 | 3,110 |
Other long-term assets | Level 2 | Interest Rate Swap | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swap agreements | $ 8,121 | $ 5,559 |
Fair Value of Financial Instr46
Fair Value of Financial Instruments (Detail Textual) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Dec. 31, 2017 | Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | ||
Business combination contingent consideration period | two and three year periods | |
Change in fair value of contingent consideration | $ (1.1) | $ (2) |