Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Sep. 30, 2019 | Oct. 31, 2019 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | Perspecta Inc. | |
Entity Central Index Key | 0001724670 | |
Current Fiscal Year End Date | --03-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2019 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 161,773,961 | |
Entity Current Reporting Status | Yes |
CONDENSED CONSOLIDATED COMBINED
CONDENSED CONSOLIDATED COMBINED STATEMENTS OF OPERATIONS (unaudited) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Statement [Abstract] | ||||
Revenue | $ 1,172 | $ 1,068 | $ 2,279 | $ 1,861 |
Costs of services | 908 | 813 | 1,744 | 1,410 |
Selling, general and administrative | 81 | 89 | 153 | 150 |
Depreciation and amortization | 90 | 74 | 191 | 138 |
Restructuring costs | 2 | 2 | 4 | 2 |
Separation, transaction and integration-related costs | 20 | 21 | 39 | 65 |
Interest expense, net | 36 | 37 | 71 | 47 |
Other income, net | (2) | (4) | (2) | (28) |
Total costs and expenses | 1,135 | 1,032 | 2,200 | 1,784 |
Income before taxes | 37 | 36 | 79 | 77 |
Income tax expense | 8 | 12 | 19 | 24 |
Net income | $ 29 | $ 24 | $ 60 | $ 53 |
Earnings per common share: | ||||
Basic (in dollars per share) | $ 0.18 | $ 0.15 | $ 0.37 | $ 0.32 |
Diluted (in dollars per share) | $ 0.18 | $ 0.14 | $ 0.37 | $ 0.32 |
CONDENSED CONSOLIDATED COMBIN_2
CONDENSED CONSOLIDATED COMBINED STATEMENTS OF COMPREHENSIVE INCOME (unaudited) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 29 | $ 24 | $ 60 | $ 53 |
Other comprehensive income (loss), net of tax: | ||||
Cash flow hedge adjustments, net of tax | (3) | 6 | (21) | 5 |
Comprehensive income | $ 26 | $ 30 | $ 39 | $ 58 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($) $ in Millions | Sep. 30, 2019 | Mar. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 122 | $ 88 |
Receivables, net of allowance for doubtful accounts of $1 and $0 | 570 | 484 |
Other receivables | 33 | 92 |
Prepaid expenses | 102 | 141 |
Assets held for sale | 49 | 23 |
Other current assets | 58 | 50 |
Total current assets | 934 | 878 |
Property and equipment, net of accumulated depreciation of $141 and $148 | 333 | 368 |
Goodwill | 3,295 | 3,179 |
Intangible assets, net of accumulated amortization of $414 and $299 | 1,478 | 1,466 |
Other assets | 279 | 192 |
Total assets | 6,319 | 6,083 |
Current liabilities: | ||
Current maturities of long-term debt | 87 | 80 |
Current finance lease obligations | 119 | 137 |
Current operating lease obligations | 40 | |
Accounts payable | 285 | 246 |
Accrued payroll and related costs | 131 | 91 |
Accrued expenses | 344 | 396 |
Other current liabilities | 72 | 64 |
Total current liabilities | 1,078 | 1,014 |
Long-term debt, net of current maturities | 2,435 | 2,297 |
Non-current finance lease obligations | 164 | |
Non-current finance lease obligations | 168 | |
Deferred tax liabilities | 143 | 171 |
Other long-term liabilities | 336 | 271 |
Total liabilities | 4,156 | 3,921 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Common stock, par value $0.01 per share; 750,000,000 shares authorized; 165,986,855 and 165,844,994 shares issued; 161,866,236 and 163,099,080 shares outstanding | 2 | 2 |
Additional paid-in capital | 2,257 | 2,242 |
Retained earnings | 42 | 2 |
Accumulated other comprehensive loss | (44) | (23) |
Treasury stock at cost, 4,120,619 shares and 2,745,914 shares | (94) | (61) |
Total stockholders’ equity | 2,163 | 2,162 |
Total liabilities and stockholders’ equity | $ 6,319 | $ 6,083 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) - Parenthetical - USD ($) $ in Millions | Sep. 30, 2019 | Mar. 31, 2019 |
Current assets: | ||
Allowance for doubtful accounts | $ 1 | $ 0 |
Intangible and other assets: | ||
Accumulated amortization | 414 | 299 |
Property and equipment, accumulated depreciation and amortization | $ 141 | $ 148 |
Equity | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 750,000,000 | 750,000,000 |
Common stock, issued (in shares) | 165,986,855 | 165,844,994 |
Common stock, outstanding (in shares) | 161,866,236 | 163,099,080 |
Treasury stock (in shares) | 4,120,619 | 2,745,914 |
CONDENSED CONSOLIDATED COMBIN_3
CONDENSED CONSOLIDATED COMBINED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (unaudited) - USD ($) $ in Millions | Total | Common Stock | Additional Paid-in Capital | Retained Earnings (Accumulated Deficit) | Accumulated Other Comprehensive Income (Loss) | Treasury Stock | Parent Company Investment |
Beginning balance (in shares) at Mar. 31, 2018 | 0 | ||||||
Beginning balance at Mar. 31, 2018 | $ 2,729 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 2,729 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 49 | 49 | |||||
Transfers to Parent, net | (145) | (145) | |||||
Ending balance (in shares) at May. 31, 2018 | 0 | ||||||
Ending balance at May. 31, 2018 | 2,637 | $ 0 | 0 | 0 | 0 | 0 | 2,637 |
Beginning balance (in shares) at Mar. 31, 2018 | 0 | ||||||
Beginning balance at Mar. 31, 2018 | 2,729 | $ 0 | 0 | 0 | 0 | 0 | 2,729 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 53 | ||||||
Stock-based compensation | 3 | ||||||
Dividends declared | (16) | ||||||
Ending balance (in shares) at Sep. 30, 2018 | 164,819,000 | ||||||
Ending balance at Sep. 30, 2018 | 2,203 | $ 2 | 2,219 | 0 | 5 | (23) | 0 |
Beginning balance (in shares) at May. 31, 2018 | 0 | ||||||
Beginning balance at May. 31, 2018 | 2,637 | $ 0 | 0 | 0 | 0 | 0 | 2,637 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | (20) | (20) | |||||
Dividend to DXC prior to May 31, 2018 | (984) | (984) | |||||
Spin-Off activity (in shares) | 142,426,000 | ||||||
Spin-Off activity | 0 | $ 2 | 2,635 | (2,637) | |||
Mergers activity (in shares) | 23,273,000 | ||||||
Mergers activity | 578 | 578 | |||||
Other comprehensive income (loss) | (1) | (1) | |||||
Dividends declared | (8) | (8) | |||||
Ending balance (in shares) at Jun. 30, 2018 | 165,699,000 | ||||||
Ending balance at Jun. 30, 2018 | 2,202 | $ 2 | 2,221 | (20) | (1) | 0 | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 24 | 24 | |||||
Other comprehensive income (loss) | 6 | 6 | |||||
Stock-based compensation | 1 | 1 | |||||
Repurchases of common stock (in shares) | (923,000) | ||||||
Repurchases of common stock | (23) | (23) | |||||
Stock option exercises and other common stock transactions (in shares) | 43,000 | ||||||
Stock option exercises and other common stock transactions | 1 | 1 | |||||
Dividends declared | (8) | (4) | (4) | ||||
Ending balance (in shares) at Sep. 30, 2018 | 164,819,000 | ||||||
Ending balance at Sep. 30, 2018 | 2,203 | $ 2 | 2,219 | 0 | 5 | (23) | $ 0 |
Beginning balance (in shares) at Mar. 31, 2019 | 165,845,000 | ||||||
Beginning balance at Mar. 31, 2019 | 2,162 | $ 2 | 2,242 | 2 | (23) | (61) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 31 | 31 | |||||
Other comprehensive income (loss) | (18) | (18) | |||||
Stock-based compensation | 5 | 5 | |||||
Repurchases of common stock | (15) | (15) | |||||
Stock option exercises and other common stock transactions (in shares) | 42,000 | ||||||
Dividends declared | (10) | (10) | |||||
Ending balance (in shares) at Jun. 30, 2019 | 165,887,000 | ||||||
Ending balance at Jun. 30, 2019 | 2,155 | $ 2 | 2,247 | 23 | (41) | (76) | |
Beginning balance (in shares) at Mar. 31, 2019 | 165,845,000 | ||||||
Beginning balance at Mar. 31, 2019 | 2,162 | $ 2 | 2,242 | 2 | (23) | (61) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 60 | ||||||
Stock-based compensation | $ 15 | ||||||
Repurchases of common stock (in shares) | (1,357,859) | ||||||
Dividends declared | $ (20) | ||||||
Ending balance (in shares) at Sep. 30, 2019 | 165,987,000 | ||||||
Ending balance at Sep. 30, 2019 | 2,163 | $ 2 | 2,257 | 42 | (44) | (94) | |
Beginning balance (in shares) at Jun. 30, 2019 | 165,887,000 | ||||||
Beginning balance at Jun. 30, 2019 | 2,155 | $ 2 | 2,247 | 23 | (41) | (76) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 29 | 29 | |||||
Other comprehensive income (loss) | (3) | (3) | |||||
Stock-based compensation | 10 | 10 | |||||
Repurchases of common stock | (17) | (17) | |||||
Stock option exercises and other common stock transactions (in shares) | 100,000 | ||||||
Stock option exercises and other common stock transactions | (1) | (1) | |||||
Dividends declared | (10) | (10) | |||||
Ending balance (in shares) at Sep. 30, 2019 | 165,987,000 | ||||||
Ending balance at Sep. 30, 2019 | $ 2,163 | $ 2 | $ 2,257 | $ 42 | $ (44) | $ (94) |
CONDENSED CONSOLIDATED COMBIN_4
CONDENSED CONSOLIDATED COMBINED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (unaudited) - Parenthetical - $ / shares | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Sep. 30, 2019 | Jun. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Statement of Stockholders' Equity [Abstract] | ||||||
Cash dividend per common share (in dollars per share) | $ 0.05 | $ 0.06 | $ 0.06 | $ 0.05 | $ 0.12 | $ 0.10 |
CONDENSED CONSOLIDATED COMBIN_5
CONDENSED CONSOLIDATED COMBINED STATEMENTS OF CASH FLOWS (unaudited) - USD ($) $ in Millions | 6 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Cash flows from operating activities: | ||
Net income | $ 60 | $ 53 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 191 | 138 |
Stock-based compensation | 15 | 3 |
Deferred income taxes | (20) | (11) |
Loss (gain) on sale or disposal of assets | 10 | (25) |
Other non-cash charges, net | 4 | (14) |
Changes in assets and liabilities, net of effects of acquisitions: | ||
Receivables, net | 50 | (4) |
Prepaid expenses and other current assets | 46 | (18) |
Accounts payable, accrued expenses and other current liabilities | (16) | 92 |
Deferred revenue and advanced contract payments | (16) | 13 |
Income taxes payable and income tax liability | (2) | 6 |
Other assets and liabilities, net | (2) | 3 |
Net cash provided by operating activities | 320 | 236 |
Cash flows from investing activities: | ||
Payments for acquisitions, net of cash acquired | (265) | (312) |
Extinguishment of acquired debt and related costs | 0 | (994) |
Proceeds from sale of assets | 0 | 24 |
Purchases of property, equipment and software | (4) | (11) |
Payments for outsourcing contract costs | (3) | (6) |
Net cash used in investing activities | (272) | (1,299) |
Cash flows from financing activities: | ||
Principal payments on long-term debt | (45) | (50) |
Proceeds from debt issuance | 0 | 2,500 |
Payments of debt issuance costs | (3) | (43) |
Proceeds from revolving credit facility | 175 | 50 |
Payments on revolving credit facility | 0 | (50) |
Payments on finance lease obligations | (77) | (82) |
Repurchases of common stock | (32) | (21) |
Dividend to DXC | 0 | (984) |
Dividends paid to Perspecta stockholders | (18) | (8) |
Net transfers to Parent | 0 | (88) |
Net cash provided by financing activities | 0 | 1,224 |
Net change in cash and cash equivalents, including restricted | 48 | 161 |
Cash and cash equivalents, including restricted, at beginning of period | 99 | 0 |
Cash and cash equivalents, including restricted, at end of period | 147 | 161 |
Less restricted cash and cash equivalents included in other current assets | 25 | 35 |
Cash and cash equivalents at end of period | 122 | 126 |
Supplemental cash flow disclosures: | ||
Interest paid | 64 | 33 |
Income taxes paid, net | 12 | 19 |
Supplemental schedule of non-cash investing and financing activities: | ||
Leased assets acquired through finance lease obligations | 49 | 83 |
Leased assets acquired through operating lease obligations | 15 | 0 |
Dividends declared but not yet paid | 10 | 8 |
Stock issued for the acquisition of Vencore | $ 0 | $ 578 |
Overview and Basis of Presentat
Overview and Basis of Presentation | 6 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Overview and Basis of Presentation | Overview and Basis of Presentation Background Perspecta is a leading provider of end-to-end enterprise information technology (“IT”), mission, and operations-related services across the United States (“U.S.”) federal government to the Department of Defense (“DoD”), the intelligence community, and homeland security, civilian and health care agencies, as well as to certain state and local government agencies through two reportable segments: (1) Defense and Intelligence, which provides services to the DoD, intelligence community, branches of the U.S. Armed Forces, and other DoD agencies, and (2) Civilian and Health Care, which provides services to the Departments of Homeland Security, Justice, and Health and Human Services, as well as other federal civilian and state and local government agencies. The accompanying unaudited condensed consolidated combined financial statements and notes present the combined results of operations, financial position, and cash flows of USPS for the periods prior to the completion of the Spin-Off and the combination with Vencore HC and KGS HC. Accordingly, the term “Parent” refers to DXC for periods from April 1, 2018 to May 31, 2018. As used in these notes, “the Company,” “we,” “us,” and “our” refer to the combined businesses of USPS for the period from April 1, 2018 through May 31, 2018, and to Perspecta and its consolidated subsidiaries for the periods from June 1, 2018 through September 30, 2018 and April 1, 2019 through September 30, 2019 . Basis of Presentation The accompanying unaudited condensed consolidated combined financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). As discussed above, the Spin-Off and the Mergers were not consummated until May 31, 2018. In the period prior to consummation of the Spin-Off and Mergers, these financial statements include the combined financial statements of USPS, derived from the consolidated combined financial statements and accounting records of Parent as if USPS were operated on a stand-alone basis during the periods presented and were prepared in accordance with GAAP and, subsequent to the Spin-Off and Mergers, these financial statements represent the consolidated financial statements of Perspecta and its subsidiaries. Accordingly, the accompanying unaudited financial statements are presented as described below. The period prior to the Spin-Off and Mergers includes the combined financial results and cash flows of USPS for the period from April 1, 2018 to May 31, 2018. The periods subsequent to the Spin-Off and Mergers include: • the consolidated financial statements of Perspecta for the period from June 1, 2018 to September 30, 2018 ; • the consolidated financial statements of Perspecta for the period from April 1, 2019 to September 30, 2019 ; and • the consolidated financial position of Perspecta as of September 30, 2019 and March 31, 2019 . After the Spin-Off, DXC does not have any beneficial ownership of Perspecta or USPS. The chairman of the board of directors and former chief executive officer of DXC also serves as chairman of the board of directors of Perspecta (the “Board of Directors”). Consequently, transactions between DXC and Perspecta are reflected as related party transactions pursuant to the disclosure requirements of Accounting Standards Codification (“ASC”) Topic 850, Related Party Disclosures. For additional information about the allocation of expenses from DXC prior to the Spin-Off and certain continuing responsibilities between the Company and DXC, see Note 13 – “ Related Party Transactions .” Principles of Consolidation and Combination The unaudited condensed consolidated combined financial statements as of and for the three and six months ended September 30, 2019 and 2018 reflect the financial position and results of operations of the Company and its consolidated subsidiaries. The combined financial statements as of and for periods prior to the consummation of the Spin-Off, reflect the financial position and results of operations of USPS as described above. The financial statements for the periods prior to the Spin-Off are prepared on a carved-out and combined basis from the financial statements of DXC. The unaudited condensed consolidated combined statements of operations of USPS reflect allocations of general corporate expenses from DXC, including, but not limited to, executive management, finance, legal, IT, employee benefits administration, treasury, risk management, procurement and other shared services. These allocations were made on a direct usage basis when identifiable, with the remainder allocated on the basis of revenue, expenses, headcount or other relevant measures. Management of Perspecta considers these allocations to be a reasonable reflection of the utilization of services by, or the benefits provided to, USPS. The allocations may not, however, reflect the expense USPS would have incurred as a stand-alone company for the periods presented. Actual costs that may have been incurred if USPS had been a stand-alone company would depend on a number of factors, including the chosen organizational structure, what functions were outsourced or performed by employees and strategic decisions made in areas such as IT and infrastructure. Prior to consummation of the Spin-Off, USPS generated cash in the normal course of its business. Parent swept the cash USPS generated via transfers to Parent’s cash management system. Parent’s receivables sales facility and long-term debt, other than capital lease obligations, have not been attributed to USPS for the periods prior to consummation of the Spin-Off because Parent’s borrowings were not the legal obligation of USPS. The unaudited condensed consolidated combined financial statements for prior periods, included herein, may not be indicative of the financial position, results of operations and cash flows of the Company in the future or if USPS had been operated as a consolidated group during all periods presented. In the opinion of management of the Company, the accompanying interim unaudited condensed consolidated combined financial statements contain all adjustments, including normal recurring adjustments, necessary to present fairly our results of operations and cash flows. Use of Estimates The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Amounts subject to significant judgment and/or estimates include, but are not limited to, determining the fair value of assets acquired and liabilities assumed, the evaluation of impairment of goodwill and other long-lived intangible assets, costs to complete fixed-price contracts, fair value, certain deferred costs, valuation allowances on deferred tax assets, loss accruals for litigation, and inputs used for computing stock-based compensation and pension related liabilities. These estimates are based on management’s best knowledge of historical experience, current events, and various other assumptions that management considers reasonable under the circumstances. Reclassifications Certain prior period balances in the accompanying financial statements have been reclassified to conform to the current period presentation. These reclassifications had no impact on total assets, total liabilities, total equity, income before taxes or net income. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 6 Months Ended |
Sep. 30, 2019 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842) Section A—Leases (“ASU 2016-02”). ASU 2016-02, along with related amendments (“ASC 842”), requires lessees to record, at lease inception, a lease liability for the obligation to make lease payments and a right-of-use (“ROU”) asset for the right to use the underlying asset for the lease term on their balance sheets. Management developed a detailed implementation plan, which included, among other things, implementation of a new lease accounting system, an update to our policies, development of disclosures, evaluation of our controls, and application of the guidance across our contract population. The Company adopted the standard on April 1, 2019 using the optional transition method. Under this method, the Company applied the standard through a cumulative-effect adjustment in the period of adoption. In addition, the Company has elected to adopt additional practical expedients, including combining lease and non-lease components, applying the discount rate to a portfolio of leases with similar lease durations based on the original lease duration, and maintaining prior lease classification upon adoption. The adoption of ASC 842 resulted in the recognition of $114 million and $130 million of ROU assets and lease liabilities, respectively, on our balance sheet related to operating leases. The adoption did not have a material impact on our statements of operations, changes in stockholders’ equity or cash flows. See Note 10 – “ Leases ” for further details. Recently Issued Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). The guidance, along with related amendments, changes the impairment model for most financial assets. The new model uses a forward-looking expected loss method, which requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. ASU 2016-13 is effective for annual periods beginning after December 15, 2019, and early adoption is permitted for annual and interim periods beginning after December 15, 2018. The Company will adopt ASU 2016-13 on April 1, 2020 and is currently assessing the impact that this guidance will have on its trade receivables and financial arrangements when adopted; however, given the concentration of receivables with the U.S. government, the adoption is not expected to have a material effect on Perspecta’s financial statements. In August 2018, the FASB issued ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350- 40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (“ASU 2018-15”). ASU 2018-15 provides guidance for determining when a cloud computing arrangement includes a software license and makes changes to the requirements for capitalizing implementation costs incurred in a hosting arrangement that is as a service contract. The amendment is effective for public entities for fiscal years beginning after December 15, 2019, and early adoption is permitted. The update should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. The Company will adopt ASU 2018-15 on April 1, 2020 and is currently evaluating the method and impact of adoption on its financial statements and related disclosures. Other recently issued ASUs effective after September 30, 2019 are not expected to have a material effect on Perspecta’s financial statements. |
Acquisitions
Acquisitions | 6 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Knight Point Systems, LLC On July 31, 2019, Perspecta acquired all of the equity interests of Knight Point Systems, LLC (“Knight Point”) for $250 million plus customary purchase price adjustments, totaling an estimated purchase price of $265 million . Knight Point delivers end-to-end managed services and solutions focused on modernizing IT systems, protecting critical networks and driving digital transformation to improve customer transparency and operational efficiency. Knight Point leverages a portfolio of intellectual property to solve complex customer challenges in cloud, cybersecurity and agile development and operations (“ DevOps ”) environments. The Company recognized preliminary fair values of the assets acquired and liabilities assumed and allocated $116 million to goodwill and $125 million to intangible assets. The goodwill is largely attributable to the assembled workforce of Knight Point and expected synergies between the Company and Knight Point. The Company’s preliminary allocation of goodwill to Perspecta’s reportable segments was as follows: $22 million allocated to Defense and Intelligence and $94 million allocated to Civilian and Health Care. The intangible assets consist primarily of program assets of $102 million , developed technology of $18 million and backlog of $5 million . The estimated fair value attributed to intangible assets is being amortized on an accelerated basis over a range of 10 to 12 years for program assets, seven years for developed technology and one year for backlog. The fair value attributed to the intangible assets acquired was based on preliminary estimates, assumptions, and other information compiled by management, including independent valuations that utilized established valuation techniques. All of the value attributed to goodwill and intangible assets is deductible for income tax purposes. The fair values of assets acquired and liabilities assumed are preliminary and based on a valuation using estimates and assumptions that are subject to change, which could result in material changes to the purchase price allocation. The final purchase price allocation is expected to be completed by the first quarter of fiscal year 2021, pending a working capital adjustment and final appraisals and other analysis of the fair values and tax bases of acquired assets and liabilities. The results of operations of Knight Point have been included in the statement of operations beginning August 1, 2019. Pro forma results of operations for this acquisition have not been presented as it is not material to the consolidated results of operations. The acquisition was considered an asset purchase for tax purposes. Unaudited Pro Forma Financial Information for the Spin-Off and the Mergers The following unaudited pro forma financial information presents results as if the Spin-Off and the Mergers and the related financing had occurred on April 1, 2017. The historical consolidated financial information of Perspecta has been adjusted in the pro forma information to give effect to the events that are (1) directly attributable to the transactions, (2) factually supportable and (3) expected to have a continuing impact on the combined results. The effects of the Spin-Off are primarily attributable to interest expense associated with the incurrence of debt in connection with the Spin-Off. The effects of the Mergers primarily relate to amortization of acquired intangible assets. The consolidated financial information of Perspecta includes merger and integration-related costs that are not expected to recur and impact the combined results over the long term. The unaudited pro forma results do not reflect future events that have occurred or may occur after the transactions, including but not limited to, the impact of any actual or anticipated synergies expected to result from the Mergers. Accordingly, the unaudited pro forma financial information is not necessarily indicative of the results of operations as they would have been had the transactions been effected on April 1, 2017, nor is it necessarily an indication of future operating results. Six Months Ended September 30, 2018 Historical Perspecta (1) Period from April 1, 2018 to May 31, 2018 Historical Vencore Six Months Ended September 30, 2018 (in millions, except per share amounts) Effects of the Spin-Off Effects of the Mergers Pro Forma Combined for the Spin-Off and Mergers Revenue $ 1,861 $ 244 $ — $ — $ 2,105 Net income (loss) $ 53 $ (57 ) $ (7 ) $ 12 $ 1 Earnings per common share (2) : Basic $ 0.32 $ 0.01 Diluted $ 0.32 $ 0.01 (1) Revenue and pre-tax income includes $490 million and $71 million associated with Vencore for the period of June 1, 2018 through September 30, 2018 . The pre-tax income excludes amortization of acquired intangible assets, acquisition financing and the allocation of certain corporate overhead costs. (2) Historical and pro forma combined earnings per common share information is computed based on 165.54 million basic weighted average shares and 165.82 million diluted shares. See Note 5 – “ Earnings Per Share .” |
Revenue
Revenue | 6 Months Ended |
Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Disaggregated Revenue Revenue by contract type was as follows: Three Months Ended September 30, 201 9 Three Months Ended September 30, 201 8 (in millions) Defense and Civilian and Total Defense and Civilian and Total Cost-reimbursable $ 267 $ 25 $ 292 $ 231 $ 20 $ 251 Fixed-price 411 251 662 367 240 607 Time-and-materials 99 119 218 104 106 210 Total $ 777 $ 395 $ 1,172 $ 702 $ 366 $ 1,068 Six Months Ended September 30, 2019 Six Months Ended September 30, 2018 (in millions) Defense and Civilian and Total Defense and Civilian and Total Cost-reimbursable $ 535 $ 51 $ 586 $ 340 $ 41 $ 381 Fixed-price 783 465 1,248 612 470 1,082 Time-and-materials 211 234 445 187 211 398 Total $ 1,529 $ 750 $ 2,279 $ 1,139 $ 722 $ 1,861 Revenue by prime or subcontractor was as follows: Three Months Ended September 30, 201 9 Three Months Ended September 30, 201 8 (in millions) Defense and Civilian and Total Defense and Civilian and Total Prime contractor $ 733 $ 372 $ 1,105 $ 660 $ 315 $ 975 Subcontractor 44 23 67 42 51 93 Total $ 777 $ 395 $ 1,172 $ 702 $ 366 $ 1,068 Six Months Ended September 30, 2019 Six Months Ended September 30, 2018 (in millions) Defense and Civilian and Total Defense and Civilian and Total Prime contractor $ 1,441 $ 695 $ 2,136 $ 1,077 $ 650 $ 1,727 Subcontractor 88 55 143 62 72 134 Total $ 1,529 $ 750 $ 2,279 $ 1,139 $ 722 $ 1,861 Revenue by customer type was as follows: Three Months Ended September 30, 201 9 Three Months Ended September 30, 201 8 (in millions) Defense and Civilian and Total Defense and Civilian and Total U.S. federal government, including independent agencies $ 773 $ 322 $ 1,095 $ 700 $ 298 $ 998 Non-federal (state, local and other) 4 73 77 2 68 70 Total $ 777 $ 395 $ 1,172 $ 702 $ 366 $ 1,068 Six Months Ended September 30, 2019 Six Months Ended September 30, 2018 (in millions) Defense and Civilian and Total Defense and Civilian and Total U.S. federal government, including independent agencies $ 1,521 $ 614 $ 2,135 $ 1,136 $ 591 $ 1,727 Non-federal (state, local and other) 8 136 144 3 131 134 Total $ 1,529 $ 750 $ 2,279 $ 1,139 $ 722 $ 1,861 Performance Obligations As of September 30, 2019 , approximately $4.14 billion of revenue is expected to be recognized from remaining unsatisfied performance obligations on executed contracts. The Company expects to recognize approximately 74% of these remaining performance obligations as revenue within 12 months and approximately 85% within 24 months , with the remainder recognized thereafter. Contract Balances Contract assets and contract liabilities were as follows: (in millions) Balance Sheets Line Item September 30, 2019 March 31, 2019 Contract assets: Unbilled receivables Receivables, net of allowance for doubtful accounts $ 310 $ 301 Contract liabilities: Current portion of deferred revenue and advance contract payments Other current liabilities $ 26 $ 33 Non-current portion of deferred revenue and advance contract payments Other long-term liabilities 6 12 Contract assets increased $9 million during the six months ended September 30, 2019 , primarily due to the acquisition of Knight Point. There were no significant impairment losses related to the Company’s contract assets during the six months ended September 30, 2019 or 2018 . Contract liabilities decreased $13 million during the six months ended September 30, 2019 , primarily due to revenue recognized in excess of payments received. During the three and six months ended September 30, 2019 , the Company recognized $5 million and $29 million , respectively, of the deferred revenue and advance contract payments at March 31, 2019 as revenue. During the three and six months ended September 30, 2018 , the Company recognized $12 million and $22 million , respectively, of the deferred revenue and advance contract payments at April 1, 2018 as revenue. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic earnings per common share (“EPS”) is computed using the weighted average number of shares of common stock outstanding during the periods presented. Diluted EPS reflects the incremental shares issuable upon the assumed exercise of stock options and vesting of other equity awards. There were no significant anti-dilutive equity awards excluded from the calculation of EPS for the three and six months ended September 30, 2019 or 2018 . The following table reflects the calculation of basic and diluted EPS: Three Months Ended Six Months Ended (in millions, except per share amounts) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Net income $ 29 $ 24 $ 60 $ 53 Common share information: Basic weighted average common shares outstanding 162.22 165.49 162.51 165.54 Dilutive effect of equity awards 0.68 0.30 0.58 0.28 Diluted weighted average common shares outstanding 162.90 165.79 163.09 165.82 Earnings per common share: Basic $ 0.18 $ 0.15 $ 0.37 $ 0.32 Diluted $ 0.18 $ 0.14 $ 0.37 $ 0.32 |
Sale of Receivables
Sale of Receivables | 6 Months Ended |
Sep. 30, 2019 | |
Receivables [Abstract] | |
Sale of Receivables | Sale of Receivables During the three and six months ended September 30, 2019 , we sold $720 million and $1.41 billion , respectively, of billed and unbilled receivables under our receivables sales facility, as compared to $714 million and $1.40 billion during the three and six months ended September 30, 2018 , respectively. The amount outstanding at September 30, 2019 and March 31, 2019 was $149 million and $146 million , respectively. As of September 30, 2019 and March 31, 2019 , collections not remitted to the financial institutions corresponding to these receivables sales were $25 million and $11 million , respectively. These amounts represent restricted cash recorded by the Company within the other current assets caption of the balance sheet s. |
Fair Value
Fair Value | 6 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value | Fair Value The Company estimates the fair value of its long-term debt primarily using an expected present value technique, which is based on observable market inputs, using interest rates currently available to the Company for instruments with similar terms and remaining maturities. The estimated fair value of the Company’s long-term debt, excluding finance leases and unamortized debt issuance costs, was $2.54 billion and $2.35 billion as of September 30, 2019 and March 31, 2019 , respectively, as compared with the gross carrying value of $2.54 billion and $2.40 billion , respectively. If measured at fair value, long-term debt, excluding finance lease liabilities, would be classified in Level 2 of the fair value hierarchy. Non-financial assets such as goodwill, tangible assets, intangible assets and other contract related long-lived assets are reduced to fair value in the period an impairment charge is recognized. The fair value measurements, in such instances, would be classified in Level 3. There were no significant impairments recorded during the three and six months ended September 30, 2019 or 2018 . |
Derivative Instruments
Derivative Instruments | 6 Months Ended |
Sep. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments In the normal course of business, the Company is exposed to interest rate fluctuations. As part of its risk management strategy, the Company uses derivative instruments, primarily interest rate swaps, to hedge certain interest rate exposures. The Company’s objective is to add stability to interest expense and to manage its exposure to movements in market interest rates. The Company does not use derivative instruments for trading or any speculative purpose. As of September 30, 2019 , the Company had interest rate swap agreements with a total notional amount of $1.60 billion . The Company initially accounted for all changes in fair value of its interest rate swaps on the statements of operations until designation as a cash flow hedge of interest rate risk on June 22, 2018. As a result, the Company recorded a gain of $5 million included in interest expense, net on the statement of operations for the six months ended September 30, 2018 . Following the June 22, 2018 cash flow hedge designation, all changes in the hedging instruments’ fair value are recorded in accumulated other comprehensive loss (“AOCL”) and subsequently reclassified into earnings in the period during which the hedged transactions are recognized in earnings. The pre-tax impact of loss on derivatives designated for hedge accounting recognized in other comprehensive loss was $4 million ( $3 million , net of tax) and $28 million ( $21 million , net of tax) for the three and six months ended September 30, 2019 , respectively. The pre-tax impact of income on derivatives designated for hedge accounting recognized in other comprehensive income was $8 million ( $6 million , net of tax) and $7 million ( $5 million , net of tax) for the three and six months ended September 30, 2018 , respectively. We reclassified $2 million and $3 million from AOCL into earnings during the three and six months ended September 30, 2019 , respectively. As of September 30, 2019 , we expect amounts of approximately $18 million pertaining to cash flow hedges to be reclassified from AOCL into earnings over the next 12 months. All derivatives are recorded at fair value. The Company’s accounting treatment for these derivative instruments is based on its hedge designation. As of September 30, 2019 , the gross fair value of our derivative liabilities in interest rate swaps designated for hedge accounting is $55 million , of which $16 million is presented as other current liabilities and $39 million is presented as other liabilities on the balance sheet . As of March 31, 2019 , the gross fair value of our derivative liabilities in interest rate swaps designated for hedge accounting was $26 million , of which $4 million is presented in other current liabilities and $22 million is presented in other liabilities on the balance sheet . The fair value of interest rate swaps is estimated based on valuation models that use interest rate yield curves as Level 2 inputs. |
Debt
Debt | 6 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following is a summary of the Company’s outstanding debt: (in millions) Interest Rates Maturities September 30, 2019 March 31, 2019 Revolving Credit Facility LIBOR + 1.50% August 2024 $ 175 $ — Term Loan A Facilities (Tranche 1) LIBOR + 1.375% August 2022 200 246 Term Loan A Facilities (Tranche 2) LIBOR + 1.50% August 2024 1,593 1,588 Term Loan B Facility LIBOR + 2.25% May 2025 494 497 Subtotal senior secured credit facilities 2,462 2,331 Senior unsecured EDS Notes 7.45% October 2029 66 66 Other secured borrowings 14 — Total debt 2,542 2,397 Less: current maturities of long-term debt, net (1) (87 ) (80 ) Less: unamortized debt issuance costs and premiums (2) (20 ) (20 ) Total long-term debt, net of current maturities $ 2,435 $ 2,297 (1) Current maturities of long-term debt are presented net of $6 million and $8 million of debt issuance costs associated with the Term Loan A Facilities and Term Loan B Facility as of September 30, 2019 and March 31, 2019 , respectively. (2) Includes $11 million and $12 million as of September 30, 2019 and March 31, 2019 , respectively, of unamortized premiums on the assumed Electronic Data Systems Corporation (“EDS”) Notes. Expected maturities of long-term debt are as follows: Fiscal Year (in millions) Remainder of fiscal year 2020 $ 48 2021 91 2022 90 2023 290 2024 89 Thereafter 1,934 Total $ 2,542 On August 13, 2019, the Company entered into the Second Amendment to its Credit Agreement (the “Amendment”) to provide greater operational and financial flexibility to the Company. Pursuant to the Amendment, with MUFG Bank, Ltd. as Lead Left Arranger and Administrative Agent, Bank of America, N.A. as Syndication Agent, JPMorgan Chase Bank, N.A., Mizuho Bank, Ltd. and PNC Bank, National Association as Documentation Agents, and MUFG Bank, Ltd., BofA Securities, Inc., JPMorgan Chase Bank, N.A., PNC Capital Markets, LLC and Mizuho Bank, Ltd. as Lead Arrangers, the maturities of the Pro-Rata Facilities (Term Loan A Facilities and the Revolving Credit Facility) were extended by 15 months each. The Amendment also provided for, among other things: • changes to certain terms and conditions, including modifying the financial covenant total net leverage ratio to a maximum of 4.50 x (unchanged), with a stepdown to 4.25 x (previously 3.75 x) after 12 months, and, thereafter, with a step up to 4.50 x (previously 4.00 x) for a 12 month period following a Permitted Acquisition greater than $100 million ; • a $46 million increase in the Term Loan A Tranche 2 from $1,568 million to $1,614 million , the proceeds of which were used to reduce Term Loan A Tranche 1 from $246 million to $200 million ; • an extension of the maturity of the Term Loan A Tranche 1 from May 31, 2021 to August 31, 2022; • an extension of the maturity of the Term Loan A Tranche 2 from May 31, 2023 to August 31, 2024; and • a $150 million increase in the Revolving Credit Facility to $750 million and an extension of the maturity from May 31, 2023 to August 31, 2024. |
Leases
Leases | 6 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Leases | Leases As described in Note 2 – “ Recent Accounting Pronouncements ,” effective April 1, 2019, we adopted ASC 842 using the optional transition method. In accordance with the optional transition method, we did not recast the prior period financial statements, and all prior period amounts and disclosures are presented under ASC 840. The Company leases certain real and personal property under non-cancelable operating leases. Lease assets under finance leases is comprised primarily of computers and related equipment. Finance lease obligations primarily consist of contractual arrangements with HPE Financial Services. Under ASC 842, an arrangement is determined to be a lease at inception if it conveys the right to control the use of an identified asset for a period of time in exchange for consideration. At inception, we determine whether the contract is or contains a lease and, if so, whether the lease should be classified as an operating or a finance lease. The Company recognizes a ROU asset and a lease liability based on the present value of the future minimum lease payments over the lease term at the commencement date, adjusted for any lease incentives, initial direct costs, and potential impairment. At the commencement date, a single discount rate is applied to a group of leases with the same durations. The rate is updated quarterly for new leases that commence during the period, unless a triggering event occurs requiring more frequent reassessment. We define the initial lease term to include renewal options determined to be reasonably certain. Lease assets are evaluated for impairment in a manner consistent with the treatment of other long-lived assets. Certain leases require us to pay property taxes, insurance and routine maintenance, which are included in variable lease expense. At September 30, 2019 , the Company did not have any lease agreements with residual value guarantees or material restrictions or covenants. The Company's lessor arrangements with its customers are immaterial to the results of operations and cash flows. The components of lease expense were as follows: (in millions) Statement of Operations Line Item(s) Three Months Ended September 30, 2019 Six Months Ended September 30, 2019 Finance lease expense Amortization of leased assets Depreciation and amortization $ 29 $ 65 Interest on lease obligations Interest expense, net 5 10 Total finance lease expense 34 75 Operating lease expense Cost of services and selling, general and administrative 16 30 Variable lease expense Cost of services and selling, general and administrative 2 4 Sublease income Cost of services and selling, general and administrative (1 ) (2 ) Total lease expense, net $ 51 $ 107 Supplemental balance sheet information related to leases was as follows: (in millions) Balance Sheet Line Item September 30, 2019 Assets Finance lease assets Property and equipment, net of accumulated depreciation of $120 $ 260 Operating lease assets Other assets 92 Total lease assets $ 352 Liabilities Current Finance leases Current finance lease obligations $ 119 Operating leases Current operating lease obligations 40 Non-current Finance leases Non-current finance lease obligations 164 Operating leases Other long-term liabilities 70 Total lease liabilities $ 393 Supplemental cash flow information related to leases was as follows: (in millions) Six Months Ended September 30, 2019 Cash paid for amounts included in the measurement of lease obligations: Operating cash flows from operating leases $ 27 Operating cash flows from finance leases 9 Financing cash flows from finance leases 77 The Company includes both the amortization of operating lease assets and changes in the lease liabilities in changes in other assets and liabilities, net on the statement of cash flows. The weighted average remaining lease terms and discount rates were as follows: September 30, 2019 Weighted average remaining lease term (in years): Finance leases 2.8 Operating leases 4.2 Weighted average discount rate: Finance leases 6.57 % Operating leases 4.71 % As of September 30, 2019 , future minimum lease payments required to be made under leases were as follows: Fiscal Year (in millions) Operating Leases Finance Leases Remainder of fiscal year 2020 $ 23 $ 77 2021 35 107 2022 22 76 2023 17 37 2024 8 11 Thereafter 17 1 Total minimum lease payments 122 309 Less: Amount representing interest (12 ) (26 ) Present value of net minimum lease payments $ 110 $ 283 As of September 30, 2019 , the Company has aggregate rent obligations of $42 million for operating leases and $5 million for finance leases, for leases that have not commenced, with terms ranging from one to 10 years. |
Leases | Leases As described in Note 2 – “ Recent Accounting Pronouncements ,” effective April 1, 2019, we adopted ASC 842 using the optional transition method. In accordance with the optional transition method, we did not recast the prior period financial statements, and all prior period amounts and disclosures are presented under ASC 840. The Company leases certain real and personal property under non-cancelable operating leases. Lease assets under finance leases is comprised primarily of computers and related equipment. Finance lease obligations primarily consist of contractual arrangements with HPE Financial Services. Under ASC 842, an arrangement is determined to be a lease at inception if it conveys the right to control the use of an identified asset for a period of time in exchange for consideration. At inception, we determine whether the contract is or contains a lease and, if so, whether the lease should be classified as an operating or a finance lease. The Company recognizes a ROU asset and a lease liability based on the present value of the future minimum lease payments over the lease term at the commencement date, adjusted for any lease incentives, initial direct costs, and potential impairment. At the commencement date, a single discount rate is applied to a group of leases with the same durations. The rate is updated quarterly for new leases that commence during the period, unless a triggering event occurs requiring more frequent reassessment. We define the initial lease term to include renewal options determined to be reasonably certain. Lease assets are evaluated for impairment in a manner consistent with the treatment of other long-lived assets. Certain leases require us to pay property taxes, insurance and routine maintenance, which are included in variable lease expense. At September 30, 2019 , the Company did not have any lease agreements with residual value guarantees or material restrictions or covenants. The Company's lessor arrangements with its customers are immaterial to the results of operations and cash flows. The components of lease expense were as follows: (in millions) Statement of Operations Line Item(s) Three Months Ended September 30, 2019 Six Months Ended September 30, 2019 Finance lease expense Amortization of leased assets Depreciation and amortization $ 29 $ 65 Interest on lease obligations Interest expense, net 5 10 Total finance lease expense 34 75 Operating lease expense Cost of services and selling, general and administrative 16 30 Variable lease expense Cost of services and selling, general and administrative 2 4 Sublease income Cost of services and selling, general and administrative (1 ) (2 ) Total lease expense, net $ 51 $ 107 Supplemental balance sheet information related to leases was as follows: (in millions) Balance Sheet Line Item September 30, 2019 Assets Finance lease assets Property and equipment, net of accumulated depreciation of $120 $ 260 Operating lease assets Other assets 92 Total lease assets $ 352 Liabilities Current Finance leases Current finance lease obligations $ 119 Operating leases Current operating lease obligations 40 Non-current Finance leases Non-current finance lease obligations 164 Operating leases Other long-term liabilities 70 Total lease liabilities $ 393 Supplemental cash flow information related to leases was as follows: (in millions) Six Months Ended September 30, 2019 Cash paid for amounts included in the measurement of lease obligations: Operating cash flows from operating leases $ 27 Operating cash flows from finance leases 9 Financing cash flows from finance leases 77 The Company includes both the amortization of operating lease assets and changes in the lease liabilities in changes in other assets and liabilities, net on the statement of cash flows. The weighted average remaining lease terms and discount rates were as follows: September 30, 2019 Weighted average remaining lease term (in years): Finance leases 2.8 Operating leases 4.2 Weighted average discount rate: Finance leases 6.57 % Operating leases 4.71 % As of September 30, 2019 , future minimum lease payments required to be made under leases were as follows: Fiscal Year (in millions) Operating Leases Finance Leases Remainder of fiscal year 2020 $ 23 $ 77 2021 35 107 2022 22 76 2023 17 37 2024 8 11 Thereafter 17 1 Total minimum lease payments 122 309 Less: Amount representing interest (12 ) (26 ) Present value of net minimum lease payments $ 110 $ 283 As of September 30, 2019 , the Company has aggregate rent obligations of $42 million for operating leases and $5 million for finance leases, for leases that have not commenced, with terms ranging from one to 10 years. |
Pension and Other Benefit Plans
Pension and Other Benefit Plans | 6 Months Ended |
Sep. 30, 2019 | |
Retirement Benefits [Abstract] | |
Pension and Other Benefit Plans | Pension and Other Benefit Plans The Company offers a defined benefit pension plan, a retiree medical plan, life insurance benefits, deferred compensation plans and defined contribution plans. The Company’s defined benefit pension and retiree medical plans are not admitting new participants; therefore, changes to pension and other postretirement benefit liabilities are primarily due to market fluctuations of investments, actuarial assumptions for the measurement of liabilities and changes in interest rates. The Company did not contribute to the defined benefit pension and other postretirement benefit plans during the three and six months ended September 30, 2019 or 2018 , and does not expect to contribute during the remainder of fiscal year 2020 . The components of net periodic pension expense (benefit) were: Three Months Ended Six Months Ended (in millions) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Service cost $ — $ — $ 1 $ — Interest cost 5 5 9 6 Expected return on assets (8 ) (7 ) (15 ) (9 ) Net periodic pension benefit $ (3 ) $ (2 ) $ (5 ) $ (3 ) Net periodic benefit cost for the Company’s retiree medical plan was not significant for the three and six months ended September 30, 2019 or 2018 . |
Income Taxes
Income Taxes | 6 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’s effective tax rate (“ETR”) was approximately 22% and 24% for the three and six months ended September 30, 2019 , respectively, as compared to 33% and 31% for the three and six months ended September 30, 2018 , respectively. For the three and six months ended September 30, 2019 , the primary drivers of our ETR were state income taxes, non-deductible transaction expenses, and the release of certain indemnified liabilities for uncertain tax benefits. For the three and six months ended September 30, 2018, the primary drivers of our ETR were state income taxes and non-deductible transaction expenses. The Tax Matters Agreement entered into with DXC in connection with the Spin-Off (the “TMA”) states each company’s rights and responsibilities with respect to payment of taxes, tax return filings and control of tax examinations. The Company is generally only responsible for tax assessments, penalties and interest allocable to periods (or portions of periods) related to USPS beginning after the Spin-Off and Mergers. The Company has income tax refunds receivable from the Internal Revenue Service (“IRS”) and various state tax authorities of approximately $75 million at September 30, 2019 , for which it must remit to DXC under the TMA, and has recorded a corresponding payable. The receivable is included in other receivables and other assets and the payable is included in accrued expenses and other long-term liabilities on our balance sheet. The Company’s entities included in the Spin-Off are currently under examination or in appeals in several tax jurisdictions. The calendar year 2008 and fiscal year 2010 and forward tax years remain open under applicable statutes of limitations, and are currently under review by the IRS and other taxing authorities. The IRS is not currently examining Vencore HC or KGS HC for any open years, but entities related to these businesses are open to examination in various state and local jurisdictions. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Sep. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Allocation of Corporate Expenses The statement of operations for the six months ended September 30, 2018 included corporate allocations of $24 million recorded within costs of services and selling, general and administrative. These allocations were for the period from April 1 to May 31, 2018 for general corporate expenses from Parent for certain management and support functions that were provided on a centralized basis within Parent prior to the Spin-Off. Parent Company Investment Parent company investment on the statements of cash flows and equity for the period from April 1 to May 31, 2018 represents Parent’s historical investment in USPS, the net effect of transactions with and allocations from Parent and USPS’s accumulated earnings prior to consummation of the Spin-Off. Related Party Transactions with DXC The Company recognized $3 million and $9 million of related party revenue from DXC and incurred obligations of $21 million and $78 million for related party transactions with DXC during the three and six months ended September 30, 2019 , respectively, compared to $4 million and $6 million of related party revenue from DXC and incurred obligations of $10 million and $12 million for the three and six months ended September 30, 2018 , respectively. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders ’ Equity Cash Dividends During the three and six months ended September 30, 2019 , the Board of Directors declared cash dividends to our stockholders of approximately $10 million ( $0.06 per common share) and $20 million ( $0.12 per common share), respectively. During the three and six months ended September 30, 2018 , the Board of Directors declared cash dividends to our stockholders of approximately $8 million ( $0.05 per common share) and $16 million ( $0.10 per common share) , respectively. The cash dividends were paid in the quarter following their declaration. On November 12, 2019, the Board of Directors declared a dividend of $0.06 per common share payable on January 14, 2020 to common stockholders of record at the close of business on December 4, 2019. Share Repurchase Program During the six months ended September 30, 2019 , the Company repurchased 1,357,859 shares of its common stock for aggregate cost of $32 million , of which approximately $1 million was settled subsequent to the end of the period. The shares are reported as treasury stock at cost. The total remaining authorization for future common stock repurchases under the share repurchase program was $308 million as of September 30, 2019 . Stock-based Compensation The Company recognized $10 million and $15 million in stock-based compensation expense during the three and six months ended September 30, 2019 , respectively, compared to $1 million and $3 million for the three and six months ended September 30, 2018 , respectively. During the six months ended September 30, 2019 , the Company granted approximately 558 thousand time-based restricted stock units (“RSUs”) and approximately 923 thousand performance-based restricted stock units (“PSUs”). The RSUs and PSUs are valued using the closing price on the trading day of the grant. The weighted average grant date fair value of the RSUs and PSUs granted during the six months ended September 30, 2019 was $23.17 and $23.01 , respectively. |
Segment Information
Segment Information | 6 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information We operate based on two reportable segments: (1) Defense and Intelligence, and (2) Civilian and Health Care. Our reportable segments and their respective operations are defined as follows: Defense and Intelligence Through its Defense and Intelligence business, Perspecta provides cybersecurity, data analytics, digital transformation, information technology modernization, and agile software development, as well as technology to support intelligence, surveillance, and reconnaissance services to the DoD, intelligence community, branches of the U.S. Armed Forces, and other DoD agencies. Key competitive differentiators for the Defense and Intelligence segment include global scale, solution objectivity, depth of industry expertise, strong partnerships, vendor and product independence and end-to-end solutions and capabilities. Evolving business demands such as globalization, fast-developing economies, government regulation and growing concerns around risk, security, and compliance drive demand for these offerings. Civilian and Health Care Through its Civilian and Health Care business, Perspecta provides enterprise IT transformation and modernization, application development and modernization, enterprise security, risk decision support, operations and sustainment, systems engineering, applied research, cyber services, and cloud transformation to the Departments of Homeland Security, Justice, and Health and Human Services, as well as other federal civilian and state and local government agencies. Segment Measures The following table summarizes operating results regularly provided to the chief operating decision maker by reportable segment: Three Months Ended Six Months Ended (in millions) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Revenue Defense and Intelligence $ 777 $ 702 $ 1,529 $ 1,139 Civilian and Health Care 395 366 750 722 Total revenue $ 1,172 $ 1,068 $ 2,279 $ 1,861 Segment profit (1) Defense and Intelligence $ 113 $ 87 $ 231 $ 123 Civilian and Health Care 40 41 73 102 Total segment profit $ 153 $ 128 $ 304 $ 225 Depreciation and amortization Defense and Intelligence $ 24 $ 18 $ 49 $ 37 Civilian and Health Care 16 20 44 40 Amortization of acquired intangible assets 50 36 98 61 Total depreciation and amortization $ 90 $ 74 $ 191 $ 138 (1) The segment profit for the three and six months ended September 30, 2018 was revised to reflect the change to exclude the amortization expense on intangible assets acquired in business combinations as disclosed in Note 19 – “Segment Information” to the financial statements of our Annual Report on Form 10‑K for the year ended March 31, 2019 . Reconciliation of Reportable Segment Profit to the Statements of Operations The Company’s management uses segment profit as the measure for assessing performance of its segments. Segment profit is defined as segment revenue less segment cost of services, selling, general and administrative and depreciation and amortization, excluding certain operating expenses managed at the corporate level. These unallocated costs include certain corporate function costs, stock-based compensation expense, amortization of acquired intangible assets, certain nonrecoverable restructuring costs, separation, transaction and integration-related costs and net periodic benefit cost. Three Months Ended Six Months Ended (in millions) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Total segment profit $ 153 $ 128 $ 304 $ 225 Not allocated to segments: Stock-based compensation (10 ) (1 ) (15 ) (3 ) Amortization of acquired intangible assets (50 ) (36 ) (98 ) (61 ) Restructuring costs (2 ) — (4 ) — Separation, transaction and integration-related costs (20 ) (21 ) (39 ) (65 ) Interest expense, net (36 ) (37 ) (71 ) (47 ) Other unallocated, net 2 3 2 28 Income before taxes $ 37 $ 36 $ 79 $ 77 Management does not use total assets by segment to evaluate segment performance or allocate resources. As a result, assets are not tracked by segment and therefore, total assets by segment is not disclosed. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company is a party to or has responsibility under various lawsuits, claims, investigations and proceedings involving disputes or potential disputes related to commercial, employment and regulatory matters that arise in the ordinary course of business. The Separation and Distribution Agreement (the “SDA”) between Perspecta and DXC includes provisions that allocate liability and financial responsibility for litigation involving DXC and the Company and that provide for cross-indemnification of the parties for liabilities a party may incur that are allocated to the other party under the SDA. In addition, under the SDA, DXC and the Company have agreed to cooperate with each other in managing litigation that relates to both parties’ businesses. The SDA also contains provisions that allocate liability and financial responsibility for such litigation. The Company records a liability when it believes that it is both probable that a liability has been incurred and the amount of loss can be reasonably estimated. Significant judgment is required to determine both the probability of having incurred a liability and the estimated amount of the liability. The Company reviews these matters at least quarterly and adjusts these liabilities to reflect the impact of negotiations, settlements, rulings, advice of legal counsel and other updated information and events pertaining to a particular matter. Litigation is inherently unpredictable. However, the Company believes it has valid defenses with respect to legal matters pending against it. Nevertheless, cash flows or results of operations could be materially affected in any particular period by the resolution of one or more of these contingencies. The Company believes it has recorded adequate provisions for any such matters and, as of September 30, 2019 , it was not reasonably possible that a material loss had been incurred in connection with such matters in excess of the amounts recognized in its financial statements. Litigation, Proceedings and Investigations Forsyth, et al. v. HP Inc. and Hewlett Packard Enterprise: This purported class and collective action was filed on August 18, 2016 in the U.S. District Court for the Northern District of California, against HP Inc. and Hewlett Packard Enterprise Company (“HPE”) alleging violations of the Federal Age Discrimination in Employment Act (“ADEA”), the California Fair Employment and Housing Act, California public policy and the California Business and Professions Code. Plaintiffs filed an amended complaint on December 19, 2016. Plaintiffs seek to certify a nationwide class action under the ADEA comprised of all U.S. residents employed by defendants who had their employment terminated pursuant to a work force reduction (“WFR”) plan on or after December 9, 2014 (deferral states) and April 8, 2015 (non-deferral states), and who were 40 years of age or older at the time of termination. Plaintiffs also seek to represent a Rule 23 class under California law comprised of all persons 40 years or older employed by defendants in the state of California and terminated pursuant to a WFR plan on or after August 18, 2012. The case has remained stayed while the parties have engaged in mediation with opt-in plaintiffs who are subject to mandatory, individual arbitration agreements. Two mediation sessions have taken place. In October 2018, a settlement was reached with 16 named and opt-in plaintiffs; that settlement has been completed. On June 26-27, 2019, a second mediation was held, involving 145 opt-in plaintiffs. Discussions continue. Former business units of HPE now owned by the Company will be liable in this matter for any recovery by plaintiffs previously associated with the USPS business of HPE. In addition to the matter noted above, the Company is currently subject in the normal course of business to various claims and contingencies arising from, among other things, disputes with customers, vendors, employees, contract counter parties and other parties, and inquiries and investigations by regulatory authorities and government agencies. Some of these disputes involve or may involve litigation. The financial statements reflect the treatment of claims and contingencies based on management’s view of the expected outcome. The Company consults with outside legal counsel on issues related to litigation and regulatory compliance and seeks input from other experts and advisors with respect to matters in the ordinary course of business. Although the outcome of these and other matters cannot be predicted with certainty, and the impact of the final resolution of these and other matters on the Company’s results of operations in a particular subsequent reporting period could be material and adverse, management does not believe, based on information currently available to the Company, that the resolution of any of the matters currently pending against the Company will have a material adverse effect on the financial position of the Company or the ability of the Company to meet its financial obligations as they become due. Unless otherwise noted, the Company is unable to determine at this time a reasonable estimate of a possible loss or range of losses associated with the foregoing disclosed contingent matters. Guarantees The Company uses stand-by letters of credit, in lieu of cash, to support various risk management insurance policies, which are cash collateralized. These letters of credit represent a contingent liability and the Company would only be liable if it defaults on its payment obligations on these policies. The Company’s stand-by letters of credit outstanding were less than $1 million as of September 30, 2019 . As of September 30, 2019 , the Company had $34 million in outstanding surety bonds, of which less than $1 million expire in each of fiscal years 2020 and 2021, and $33 million expire in fiscal year 2022. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Sep. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On October 4, 2019, we completed a sale and leaseback transaction of our Herndon, Virginia facility. The land and buildings sold had a carrying value of $23 million , which was included in assets held for sale on our balance sheets as of September 30, 2019 and March 31, 2019. We will recognize a gain on sale of assets of approximately $30 million during the third quarter of fiscal year 2020. The leaseback period will facilitate the Company’s exit from the facility. Effective October 31, 2019, the Company completed the fourth amendment and joinder to the MARPA Facility to extend the maturity of the facility through October 30, 2020 and to amend certain other terms. |
Recent Accounting Pronounceme_2
Recent Accounting Pronouncements (Policies) | 6 Months Ended |
Sep. 30, 2019 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated combined financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). As discussed above, the Spin-Off and the Mergers were not consummated until May 31, 2018. In the period prior to consummation of the Spin-Off and Mergers, these financial statements include the combined financial statements of USPS, derived from the consolidated combined financial statements and accounting records of Parent as if USPS were operated on a stand-alone basis during the periods presented and were prepared in accordance with GAAP and, subsequent to the Spin-Off and Mergers, these financial statements represent the consolidated financial statements of Perspecta and its subsidiaries. Accordingly, the accompanying unaudited financial statements are presented as described below. The period prior to the Spin-Off and Mergers includes the combined financial results and cash flows of USPS for the period from April 1, 2018 to May 31, 2018. The periods subsequent to the Spin-Off and Mergers include: • the consolidated financial statements of Perspecta for the period from June 1, 2018 to September 30, 2018 ; • the consolidated financial statements of Perspecta for the period from April 1, 2019 to September 30, 2019 ; and • the consolidated financial position of Perspecta as of September 30, 2019 and March 31, 2019 . After the Spin-Off, DXC does not have any beneficial ownership of Perspecta or USPS. The chairman of the board of directors and former chief executive officer of DXC also serves as chairman of the board of directors of Perspecta (the “Board of Directors”). Consequently, transactions between DXC and Perspecta are reflected as related party transactions pursuant to the disclosure requirements of Accounting Standards Codification (“ASC”) Topic 850, Related Party Disclosures. For additional information about the allocation of expenses from DXC prior to the Spin-Off and certain continuing responsibilities between the Company and DXC, see Note 13 – “ Related Party Transactions .” Principles of Consolidation and Combination The unaudited condensed consolidated combined financial statements as of and for the three and six months ended September 30, 2019 and 2018 reflect the financial position and results of operations of the Company and its consolidated subsidiaries. The combined financial statements as of and for periods prior to the consummation of the Spin-Off, reflect the financial position and results of operations of USPS as described above. The financial statements for the periods prior to the Spin-Off are prepared on a carved-out and combined basis from the financial statements of DXC. The unaudited condensed consolidated combined statements of operations of USPS reflect allocations of general corporate expenses from DXC, including, but not limited to, executive management, finance, legal, IT, employee benefits administration, treasury, risk management, procurement and other shared services. These allocations were made on a direct usage basis when identifiable, with the remainder allocated on the basis of revenue, expenses, headcount or other relevant measures. Management of Perspecta considers these allocations to be a reasonable reflection of the utilization of services by, or the benefits provided to, USPS. The allocations may not, however, reflect the expense USPS would have incurred as a stand-alone company for the periods presented. Actual costs that may have been incurred if USPS had been a stand-alone company would depend on a number of factors, including the chosen organizational structure, what functions were outsourced or performed by employees and strategic decisions made in areas such as IT and infrastructure. Prior to consummation of the Spin-Off, USPS generated cash in the normal course of its business. Parent swept the cash USPS generated via transfers to Parent’s cash management system. Parent’s receivables sales facility and long-term debt, other than capital lease obligations, have not been attributed to USPS for the periods prior to consummation of the Spin-Off because Parent’s borrowings were not the legal obligation of USPS. The unaudited condensed consolidated combined financial statements for prior periods, included herein, may not be indicative of the financial position, results of operations and cash flows of the Company in the future or if USPS had been operated as a consolidated group during all periods presented. In the opinion of management of the Company, the accompanying interim unaudited condensed consolidated combined financial statements contain all adjustments, including normal recurring adjustments, necessary to present fairly our results of operations and cash flows. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842) Section A—Leases (“ASU 2016-02”). ASU 2016-02, along with related amendments (“ASC 842”), requires lessees to record, at lease inception, a lease liability for the obligation to make lease payments and a right-of-use (“ROU”) asset for the right to use the underlying asset for the lease term on their balance sheets. Management developed a detailed implementation plan, which included, among other things, implementation of a new lease accounting system, an update to our policies, development of disclosures, evaluation of our controls, and application of the guidance across our contract population. The Company adopted the standard on April 1, 2019 using the optional transition method. Under this method, the Company applied the standard through a cumulative-effect adjustment in the period of adoption. In addition, the Company has elected to adopt additional practical expedients, including combining lease and non-lease components, applying the discount rate to a portfolio of leases with similar lease durations based on the original lease duration, and maintaining prior lease classification upon adoption. The adoption of ASC 842 resulted in the recognition of $114 million and $130 million of ROU assets and lease liabilities, respectively, on our balance sheet related to operating leases. The adoption did not have a material impact on our statements of operations, changes in stockholders’ equity or cash flows. See Note 10 – “ Leases ” for further details. Recently Issued Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). The guidance, along with related amendments, changes the impairment model for most financial assets. The new model uses a forward-looking expected loss method, which requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. ASU 2016-13 is effective for annual periods beginning after December 15, 2019, and early adoption is permitted for annual and interim periods beginning after December 15, 2018. The Company will adopt ASU 2016-13 on April 1, 2020 and is currently assessing the impact that this guidance will have on its trade receivables and financial arrangements when adopted; however, given the concentration of receivables with the U.S. government, the adoption is not expected to have a material effect on Perspecta’s financial statements. In August 2018, the FASB issued ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350- 40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (“ASU 2018-15”). ASU 2018-15 provides guidance for determining when a cloud computing arrangement includes a software license and makes changes to the requirements for capitalizing implementation costs incurred in a hosting arrangement that is as a service contract. The amendment is effective for public entities for fiscal years beginning after December 15, 2019, and early adoption is permitted. The update should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. The Company will adopt ASU 2018-15 on April 1, 2020 and is currently evaluating the method and impact of adoption on its financial statements and related disclosures. Other recently issued ASUs effective after September 30, 2019 are not expected to have a material effect on Perspecta’s financial statements. |
Leases | Leases As described in Note 2 – “ Recent Accounting Pronouncements ,” effective April 1, 2019, we adopted ASC 842 using the optional transition method. In accordance with the optional transition method, we did not recast the prior period financial statements, and all prior period amounts and disclosures are presented under ASC 840. The Company leases certain real and personal property under non-cancelable operating leases. Lease assets under finance leases is comprised primarily of computers and related equipment. Finance lease obligations primarily consist of contractual arrangements with HPE Financial Services. Under ASC 842, an arrangement is determined to be a lease at inception if it conveys the right to control the use of an identified asset for a period of time in exchange for consideration. At inception, we determine whether the contract is or contains a lease and, if so, whether the lease should be classified as an operating or a finance lease. The Company recognizes a ROU asset and a lease liability based on the present value of the future minimum lease payments over the lease term at the commencement date, adjusted for any lease incentives, initial direct costs, and potential impairment. At the commencement date, a single discount rate is applied to a group of leases with the same durations. The rate is updated quarterly for new leases that commence during the period, unless a triggering event occurs requiring more frequent reassessment. We define the initial lease term to include renewal options determined to be reasonably certain. Lease assets are evaluated for impairment in a manner consistent with the treatment of other long-lived assets. Certain leases require us to pay property taxes, insurance and routine maintenance, which are included in variable lease expense. At September 30, 2019 , the Company did not have any lease agreements with residual value guarantees or material restrictions or covenants. The Company's lessor arrangements with its customers are immaterial to the results of operations and cash flows. |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Summary of Pro Forma Information | The following unaudited pro forma financial information presents results as if the Spin-Off and the Mergers and the related financing had occurred on April 1, 2017. The historical consolidated financial information of Perspecta has been adjusted in the pro forma information to give effect to the events that are (1) directly attributable to the transactions, (2) factually supportable and (3) expected to have a continuing impact on the combined results. The effects of the Spin-Off are primarily attributable to interest expense associated with the incurrence of debt in connection with the Spin-Off. The effects of the Mergers primarily relate to amortization of acquired intangible assets. The consolidated financial information of Perspecta includes merger and integration-related costs that are not expected to recur and impact the combined results over the long term. The unaudited pro forma results do not reflect future events that have occurred or may occur after the transactions, including but not limited to, the impact of any actual or anticipated synergies expected to result from the Mergers. Accordingly, the unaudited pro forma financial information is not necessarily indicative of the results of operations as they would have been had the transactions been effected on April 1, 2017, nor is it necessarily an indication of future operating results. Six Months Ended September 30, 2018 Historical Perspecta (1) Period from April 1, 2018 to May 31, 2018 Historical Vencore Six Months Ended September 30, 2018 (in millions, except per share amounts) Effects of the Spin-Off Effects of the Mergers Pro Forma Combined for the Spin-Off and Mergers Revenue $ 1,861 $ 244 $ — $ — $ 2,105 Net income (loss) $ 53 $ (57 ) $ (7 ) $ 12 $ 1 Earnings per common share (2) : Basic $ 0.32 $ 0.01 Diluted $ 0.32 $ 0.01 (1) Revenue and pre-tax income includes $490 million and $71 million associated with Vencore for the period of June 1, 2018 through September 30, 2018 . The pre-tax income excludes amortization of acquired intangible assets, acquisition financing and the allocation of certain corporate overhead costs. (2) Historical and pro forma combined earnings per common share information is computed based on 165.54 million basic weighted average shares and 165.82 million diluted shares. See Note 5 – “ Earnings Per Share .” |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenues | Revenue by contract type was as follows: Three Months Ended September 30, 201 9 Three Months Ended September 30, 201 8 (in millions) Defense and Civilian and Total Defense and Civilian and Total Cost-reimbursable $ 267 $ 25 $ 292 $ 231 $ 20 $ 251 Fixed-price 411 251 662 367 240 607 Time-and-materials 99 119 218 104 106 210 Total $ 777 $ 395 $ 1,172 $ 702 $ 366 $ 1,068 Six Months Ended September 30, 2019 Six Months Ended September 30, 2018 (in millions) Defense and Civilian and Total Defense and Civilian and Total Cost-reimbursable $ 535 $ 51 $ 586 $ 340 $ 41 $ 381 Fixed-price 783 465 1,248 612 470 1,082 Time-and-materials 211 234 445 187 211 398 Total $ 1,529 $ 750 $ 2,279 $ 1,139 $ 722 $ 1,861 Revenue by prime or subcontractor was as follows: Three Months Ended September 30, 201 9 Three Months Ended September 30, 201 8 (in millions) Defense and Civilian and Total Defense and Civilian and Total Prime contractor $ 733 $ 372 $ 1,105 $ 660 $ 315 $ 975 Subcontractor 44 23 67 42 51 93 Total $ 777 $ 395 $ 1,172 $ 702 $ 366 $ 1,068 Six Months Ended September 30, 2019 Six Months Ended September 30, 2018 (in millions) Defense and Civilian and Total Defense and Civilian and Total Prime contractor $ 1,441 $ 695 $ 2,136 $ 1,077 $ 650 $ 1,727 Subcontractor 88 55 143 62 72 134 Total $ 1,529 $ 750 $ 2,279 $ 1,139 $ 722 $ 1,861 Revenue by customer type was as follows: Three Months Ended September 30, 201 9 Three Months Ended September 30, 201 8 (in millions) Defense and Civilian and Total Defense and Civilian and Total U.S. federal government, including independent agencies $ 773 $ 322 $ 1,095 $ 700 $ 298 $ 998 Non-federal (state, local and other) 4 73 77 2 68 70 Total $ 777 $ 395 $ 1,172 $ 702 $ 366 $ 1,068 Six Months Ended September 30, 2019 Six Months Ended September 30, 2018 (in millions) Defense and Civilian and Total Defense and Civilian and Total U.S. federal government, including independent agencies $ 1,521 $ 614 $ 2,135 $ 1,136 $ 591 $ 1,727 Non-federal (state, local and other) 8 136 144 3 131 134 Total $ 1,529 $ 750 $ 2,279 $ 1,139 $ 722 $ 1,861 |
Schedule of Contract Assets and Contract Liabilities | Contract assets and contract liabilities were as follows: (in millions) Balance Sheets Line Item September 30, 2019 March 31, 2019 Contract assets: Unbilled receivables Receivables, net of allowance for doubtful accounts $ 310 $ 301 Contract liabilities: Current portion of deferred revenue and advance contract payments Other current liabilities $ 26 $ 33 Non-current portion of deferred revenue and advance contract payments Other long-term liabilities 6 12 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings per Share | The following table reflects the calculation of basic and diluted EPS: Three Months Ended Six Months Ended (in millions, except per share amounts) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Net income $ 29 $ 24 $ 60 $ 53 Common share information: Basic weighted average common shares outstanding 162.22 165.49 162.51 165.54 Dilutive effect of equity awards 0.68 0.30 0.58 0.28 Diluted weighted average common shares outstanding 162.90 165.79 163.09 165.82 Earnings per common share: Basic $ 0.18 $ 0.15 $ 0.37 $ 0.32 Diluted $ 0.18 $ 0.14 $ 0.37 $ 0.32 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The following is a summary of the Company’s outstanding debt: (in millions) Interest Rates Maturities September 30, 2019 March 31, 2019 Revolving Credit Facility LIBOR + 1.50% August 2024 $ 175 $ — Term Loan A Facilities (Tranche 1) LIBOR + 1.375% August 2022 200 246 Term Loan A Facilities (Tranche 2) LIBOR + 1.50% August 2024 1,593 1,588 Term Loan B Facility LIBOR + 2.25% May 2025 494 497 Subtotal senior secured credit facilities 2,462 2,331 Senior unsecured EDS Notes 7.45% October 2029 66 66 Other secured borrowings 14 — Total debt 2,542 2,397 Less: current maturities of long-term debt, net (1) (87 ) (80 ) Less: unamortized debt issuance costs and premiums (2) (20 ) (20 ) Total long-term debt, net of current maturities $ 2,435 $ 2,297 (1) Current maturities of long-term debt are presented net of $6 million and $8 million of debt issuance costs associated with the Term Loan A Facilities and Term Loan B Facility as of September 30, 2019 and March 31, 2019 , respectively. (2) Includes $11 million and $12 million as of September 30, 2019 and March 31, 2019 , respectively, of unamortized premiums on the assumed Electronic Data Systems Corporation (“EDS”) Notes. |
Schedule of Expected Maturities of Long-term Debt | Expected maturities of long-term debt are as follows: Fiscal Year (in millions) Remainder of fiscal year 2020 $ 48 2021 91 2022 90 2023 290 2024 89 Thereafter 1,934 Total $ 2,542 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Components of Lease Expense and Supplemental Cash Flow Information | Supplemental cash flow information related to leases was as follows: (in millions) Six Months Ended September 30, 2019 Cash paid for amounts included in the measurement of lease obligations: Operating cash flows from operating leases $ 27 Operating cash flows from finance leases 9 Financing cash flows from finance leases 77 The components of lease expense were as follows: (in millions) Statement of Operations Line Item(s) Three Months Ended September 30, 2019 Six Months Ended September 30, 2019 Finance lease expense Amortization of leased assets Depreciation and amortization $ 29 $ 65 Interest on lease obligations Interest expense, net 5 10 Total finance lease expense 34 75 Operating lease expense Cost of services and selling, general and administrative 16 30 Variable lease expense Cost of services and selling, general and administrative 2 4 Sublease income Cost of services and selling, general and administrative (1 ) (2 ) Total lease expense, net $ 51 $ 107 |
Supplemental Balance Sheet Information and Weighted Average Remaining Lease Terms and Discount Rates | The weighted average remaining lease terms and discount rates were as follows: September 30, 2019 Weighted average remaining lease term (in years): Finance leases 2.8 Operating leases 4.2 Weighted average discount rate: Finance leases 6.57 % Operating leases 4.71 % Supplemental balance sheet information related to leases was as follows: (in millions) Balance Sheet Line Item September 30, 2019 Assets Finance lease assets Property and equipment, net of accumulated depreciation of $120 $ 260 Operating lease assets Other assets 92 Total lease assets $ 352 Liabilities Current Finance leases Current finance lease obligations $ 119 Operating leases Current operating lease obligations 40 Non-current Finance leases Non-current finance lease obligations 164 Operating leases Other long-term liabilities 70 Total lease liabilities $ 393 |
Future Minimum Lease Payments Required to be Made, Operating Leases | As of September 30, 2019 , future minimum lease payments required to be made under leases were as follows: Fiscal Year (in millions) Operating Leases Finance Leases Remainder of fiscal year 2020 $ 23 $ 77 2021 35 107 2022 22 76 2023 17 37 2024 8 11 Thereafter 17 1 Total minimum lease payments 122 309 Less: Amount representing interest (12 ) (26 ) Present value of net minimum lease payments $ 110 $ 283 |
Future Minimum Lease Payments Required to be Made, Finance Leases | As of September 30, 2019 , future minimum lease payments required to be made under leases were as follows: Fiscal Year (in millions) Operating Leases Finance Leases Remainder of fiscal year 2020 $ 23 $ 77 2021 35 107 2022 22 76 2023 17 37 2024 8 11 Thereafter 17 1 Total minimum lease payments 122 309 Less: Amount representing interest (12 ) (26 ) Present value of net minimum lease payments $ 110 $ 283 |
Pension and Other Benefit Pla_2
Pension and Other Benefit Plans (Tables) | 6 Months Ended |
Sep. 30, 2019 | |
Retirement Benefits [Abstract] | |
Schedule of Defined Benefit Plans Disclosures | The components of net periodic pension expense (benefit) were: Three Months Ended Six Months Ended (in millions) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Service cost $ — $ — $ 1 $ — Interest cost 5 5 9 6 Expected return on assets (8 ) (7 ) (15 ) (9 ) Net periodic pension benefit $ (3 ) $ (2 ) $ (5 ) $ (3 ) |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Operating Results by Reportable Segment | The following table summarizes operating results regularly provided to the chief operating decision maker by reportable segment: Three Months Ended Six Months Ended (in millions) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Revenue Defense and Intelligence $ 777 $ 702 $ 1,529 $ 1,139 Civilian and Health Care 395 366 750 722 Total revenue $ 1,172 $ 1,068 $ 2,279 $ 1,861 Segment profit (1) Defense and Intelligence $ 113 $ 87 $ 231 $ 123 Civilian and Health Care 40 41 73 102 Total segment profit $ 153 $ 128 $ 304 $ 225 Depreciation and amortization Defense and Intelligence $ 24 $ 18 $ 49 $ 37 Civilian and Health Care 16 20 44 40 Amortization of acquired intangible assets 50 36 98 61 Total depreciation and amortization $ 90 $ 74 $ 191 $ 138 (1) The segment profit for the three and six months ended September 30, 2018 was revised to reflect the change to exclude the amortization expense on intangible assets acquired in business combinations as disclosed in Note 19 – “Segment Information” to the financial statements of our Annual Report on Form 10‑K for the year ended March 31, 2019 . |
Reconciliation of Consolidated Operating Income to Income Before Taxes | Three Months Ended Six Months Ended (in millions) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Total segment profit $ 153 $ 128 $ 304 $ 225 Not allocated to segments: Stock-based compensation (10 ) (1 ) (15 ) (3 ) Amortization of acquired intangible assets (50 ) (36 ) (98 ) (61 ) Restructuring costs (2 ) — (4 ) — Separation, transaction and integration-related costs (20 ) (21 ) (39 ) (65 ) Interest expense, net (36 ) (37 ) (71 ) (47 ) Other unallocated, net 2 3 2 28 Income before taxes $ 37 $ 36 $ 79 $ 77 |
Overview and Basis of Present_2
Overview and Basis of Presentation (Details) | 6 Months Ended |
Sep. 30, 2019segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of reportable segments | 2 |
Recent Accounting Pronounceme_3
Recent Accounting Pronouncements - Narrative (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Apr. 01, 2019 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Operating lease assets | $ 92 | |
Present value of net minimum lease payments | $ 110 | |
Accounting Standards Update 2016-02 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Operating lease assets | $ 114 | |
Present value of net minimum lease payments | $ 130 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - USD ($) $ in Millions | Jul. 31, 2019 | Sep. 30, 2019 | Mar. 31, 2019 |
Business Acquisition [Line Items] | |||
Goodwill | $ 3,295 | $ 3,179 | |
Knight Point Systems, LLC | |||
Business Acquisition [Line Items] | |||
Purchase price | $ 265 | ||
Finite-lived Intangible Assets Acquired | 125 | ||
Goodwill | 116 | ||
Payments for acquisitions, net of cash acquired | 250 | ||
Knight Point Systems, LLC | Defense and Intelligence | |||
Business Acquisition [Line Items] | |||
Goodwill | 22 | ||
Knight Point Systems, LLC | Civilian and Health Care | |||
Business Acquisition [Line Items] | |||
Goodwill | $ 94 | ||
Minimum | Knight Point Systems, LLC | |||
Business Acquisition [Line Items] | |||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 10 years | ||
Maximum | Knight Point Systems, LLC | |||
Business Acquisition [Line Items] | |||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 12 years | ||
Program assets | Knight Point Systems, LLC | |||
Business Acquisition [Line Items] | |||
Finite-lived Intangible Assets Acquired | $ 102 | ||
Technology-Based Intangible Assets | Knight Point Systems, LLC | |||
Business Acquisition [Line Items] | |||
Finite-lived Intangible Assets Acquired | $ 18 | ||
Technology-Based Intangible Assets | Minimum | Knight Point Systems, LLC | |||
Business Acquisition [Line Items] | |||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 7 years | ||
Backlog | Knight Point Systems, LLC | |||
Business Acquisition [Line Items] | |||
Finite-lived Intangible Assets Acquired | $ 5 | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 1 year |
Acquisitions - Pro Forma Inform
Acquisitions - Pro Forma Information (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 1 Months Ended | 2 Months Ended | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | May 31, 2018 | Sep. 30, 2019 | Jun. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Business Acquisition, Pro Forma Information [Abstract] | |||||||
Revenue | $ 1,172 | $ 1,068 | $ 2,279 | $ 1,861 | |||
Net income (loss) | $ (20) | $ 49 | $ 29 | $ 31 | $ 24 | $ 60 | $ 53 |
Earnings per common share | |||||||
Basic (in dollars per share) | $ 0.18 | $ 0.15 | $ 0.37 | $ 0.32 | |||
Diluted (in dollars per share) | $ 0.18 | $ 0.14 | $ 0.37 | $ 0.32 | |||
Weighted average common shares outstanding for basic EPS (in shares) | 162,220 | 165,490 | 162,510 | 165,540 | |||
Weighted average common shares outstanding for diluted EPS (in shares) | 162,900 | 165,790 | 163,090 | 165,820 | |||
Vencore and KeyPoint | |||||||
Business Acquisition, Pro Forma Information [Abstract] | |||||||
Revenue | 244 | ||||||
Net income (loss) | $ (57) | ||||||
Vencore and KeyPoint | |||||||
Business Acquisition, Pro Forma Information [Abstract] | |||||||
Revenue | 490 | ||||||
Net income (loss) | $ 71 | ||||||
Vencore and KeyPoint | Pro Forma Combined for the Spin-Off and Mergers | |||||||
Business Acquisition, Pro Forma Information [Abstract] | |||||||
Revenue | $ 2,105 | ||||||
Net income (loss) | $ 1 | ||||||
Earnings per common share | |||||||
Basic (in dollars per share) | $ 0.01 | ||||||
Diluted (in dollars per share) | $ 0.01 | ||||||
Vencore and KeyPoint | Effects of the Spin-Off | |||||||
Business Acquisition, Pro Forma Information [Abstract] | |||||||
Revenue | $ 0 | ||||||
Net income (loss) | (7) | ||||||
Vencore and KeyPoint | Effects of the Mergers | |||||||
Business Acquisition, Pro Forma Information [Abstract] | |||||||
Revenue | 0 | ||||||
Net income (loss) | $ 12 |
Revenue - Schedule of Revenues
Revenue - Schedule of Revenues Disaggregated By Contract Type (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 1,172 | $ 1,068 | $ 2,279 | $ 1,861 |
Cost-reimbursable | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 292 | 251 | 586 | 381 |
Fixed-price | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 662 | 607 | 1,248 | 1,082 |
Time-and-materials | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 218 | 210 | 445 | 398 |
Defense and Intelligence | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 777 | 702 | 1,529 | 1,139 |
Defense and Intelligence | Cost-reimbursable | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 267 | 231 | 535 | 340 |
Defense and Intelligence | Fixed-price | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 411 | 367 | 783 | 612 |
Defense and Intelligence | Time-and-materials | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 99 | 104 | 211 | 187 |
Civilian and Health Care | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 395 | 366 | 750 | 722 |
Civilian and Health Care | Cost-reimbursable | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 25 | 20 | 51 | 41 |
Civilian and Health Care | Fixed-price | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 251 | 240 | 465 | 470 |
Civilian and Health Care | Time-and-materials | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 119 | $ 106 | $ 234 | $ 211 |
Revenue - Schedule of Revenue_2
Revenue - Schedule of Revenues Disaggregated By Prime or Subcontractor (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 1,172 | $ 1,068 | $ 2,279 | $ 1,861 |
Prime contractor | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 1,105 | 975 | 2,136 | 1,727 |
Subcontractor | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 67 | 93 | 143 | 134 |
Defense and Intelligence | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 777 | 702 | 1,529 | 1,139 |
Defense and Intelligence | Prime contractor | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 733 | 660 | 1,441 | 1,077 |
Defense and Intelligence | Subcontractor | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 44 | 42 | 88 | 62 |
Civilian and Health Care | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 395 | 366 | 750 | 722 |
Civilian and Health Care | Prime contractor | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 372 | 315 | 695 | 650 |
Civilian and Health Care | Subcontractor | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 23 | $ 51 | $ 55 | $ 72 |
Revenue - Schedule of Revenue_3
Revenue - Schedule of Revenues Disaggregated By Customer Type (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 1,172 | $ 1,068 | $ 2,279 | $ 1,861 |
U.S. federal government, including independent agencies | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 1,095 | 998 | 2,135 | 1,727 |
Non-federal (state, local and other) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 77 | 70 | 144 | 134 |
Defense and Intelligence | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 777 | 702 | 1,529 | 1,139 |
Defense and Intelligence | U.S. federal government, including independent agencies | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 773 | 700 | 1,521 | 1,136 |
Defense and Intelligence | Non-federal (state, local and other) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 4 | 2 | 8 | 3 |
Civilian and Health Care | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 395 | 366 | 750 | 722 |
Civilian and Health Care | U.S. federal government, including independent agencies | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 322 | 298 | 614 | 591 |
Civilian and Health Care | Non-federal (state, local and other) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 73 | $ 68 | $ 136 | $ 131 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Contract assets increased due to recognition of revenue related to satisfaction of performance obligations | $ 9 | |||
Contract liabilities increased due to revenue recognized in excess of payments received | (13) | |||
Amount of contract liabilities recognized as revenue | $ 5 | $ 12 | 29 | $ 22 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-07-01 | ||||
Revenue from Contract with Customer [Abstract] | ||||
Revenue expected to be recognized | $ 4,140 | $ 4,140 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-10-01 | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue, remaining performance obligation, percent | 74.00% | 74.00% | ||
Period in which revenue is expected to be recognized | 12 months | 12 months | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-04-01 | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue, remaining performance obligation, percent | 85.00% | 85.00% | ||
Period in which revenue is expected to be recognized | 24 months | 24 months |
Revenue - Schedule of Contract
Revenue - Schedule of Contract Assets and Contract Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Mar. 31, 2019 |
Revenue from Contract with Customer [Abstract] | ||
Unbilled receivables | $ 310 | $ 301 |
Current portion of deferred revenue and advance contract payments | 26 | 33 |
Non-current portion of deferred revenue and advance contract payments | $ 6 | $ 12 |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Earnings Per Share [Abstract] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 0 | 0 | 0 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Earnings per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 1 Months Ended | 2 Months Ended | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | May 31, 2018 | Sep. 30, 2019 | Jun. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |||||||
Net income | $ (20) | $ 49 | $ 29 | $ 31 | $ 24 | $ 60 | $ 53 |
Common share information: | |||||||
Weighted average common shares outstanding for basic EPS (in shares) | 162,220 | 165,490 | 162,510 | 165,540 | |||
Dilutive effect of stock options and equity awards (in shares) | 680 | 300 | 580 | 280 | |||
Weighted average common shares outstanding for diluted EPS (in shares) | 162,900 | 165,790 | 163,090 | 165,820 | |||
Earnings per common share: | |||||||
Basic (in dollars per share) | $ 0.18 | $ 0.15 | $ 0.37 | $ 0.32 | |||
Diluted (in dollars per share) | $ 0.18 | $ 0.14 | $ 0.37 | $ 0.32 |
Sale of Receivables (Details)
Sale of Receivables (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Receivables [Abstract] | |||||
Billed and unbilled sold receivables | $ 720 | $ 714 | $ 1,410 | $ 1,400 | |
Receivable transfers as sales outstanding | $ 149 | $ 146 | 149 | ||
Collection of receivables sold | $ 11 | $ 25 |
Fair Value - Narrative (Details
Fair Value - Narrative (Details) - Level 2 - USD ($) $ in Millions | Sep. 30, 2019 | Mar. 31, 2019 |
Fair value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt fair value disclosure | $ 2,540 | $ 2,350 |
Carrying value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt fair value disclosure | $ 2,540 | $ 2,400 |
Derivative Instruments - Narrat
Derivative Instruments - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Mar. 31, 2019 | |
Derivative [Line Items] | |||||
Cash flow hedge adjustments, net of tax | $ (3,000,000) | $ 6,000,000 | $ (21,000,000) | $ 5,000,000 | |
Interest Rate Swap | |||||
Derivative [Line Items] | |||||
Pre-tax impact of gain (loss) on derivatives | (4,000,000) | 8,000,000 | (28,000,000) | $ 7,000,000 | |
Cash flow hedge adjustments, net of tax | (3,000,000) | (21,000,000) | |||
Interest Rate Swap | Interest Expense | |||||
Derivative [Line Items] | |||||
Gain on cash flow hedge ineffectiveness | $ (5,000,000) | ||||
Derivatives Designated for Hedge Accounting | Interest Rate Swap | |||||
Derivative [Line Items] | |||||
Cash Flow Hedge Gain (Loss) to be Reclassified within Twelve Months | 2,000,000 | 3,000,000 | |||
Foreign currency cash flow hedge gain to be reclassified during next 12 months | 18,000,000 | 18,000,000 | |||
Derivative liability, fair value | 55,000,000 | 55,000,000 | $ 26,000,000 | ||
Derivatives Designated for Hedge Accounting | Interest Rate Swap | Other Current Liabilities | |||||
Derivative [Line Items] | |||||
Derivative liability, fair value | 16,000,000 | 16,000,000 | 4,000,000 | ||
Derivatives Designated for Hedge Accounting | Interest Rate Swap | Other Liabilities | |||||
Derivative [Line Items] | |||||
Derivative liability, fair value | 39,000,000 | 39,000,000 | $ 22,000,000 | ||
Derivatives Designated for Hedge Accounting | Cash Flow Hedging | Interest Rate Swap | |||||
Derivative [Line Items] | |||||
Derivative notional amount | $ 1,600,000,000 | $ 1,600,000,000 |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Sep. 30, 2019 | Aug. 13, 2019 | Mar. 31, 2019 | |
Debt Instrument [Line Items] | |||
Total debt | $ 2,542 | $ 2,397 | |
Less: current maturities of long-term debt, net | (87) | (80) | |
Less: unamortized debt issuance costs and premiums | (20) | (20) | |
Total long-term debt, net of current maturities | 2,435 | 2,297 | |
Secured Debt | |||
Debt Instrument [Line Items] | |||
Total debt | 2,462 | 2,331 | |
Secured Debt | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Total debt | $ 175 | 0 | |
Secured Debt | Revolving Credit Facility | LIBOR | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.50% | ||
Secured Debt | Term Loan A Facilities (Tranche 1) | |||
Debt Instrument [Line Items] | |||
Total debt | $ 200 | $ 246 | 246 |
Secured Debt | Term Loan A Facilities (Tranche 1) | LIBOR | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.375% | ||
Secured Debt | Term Loan A Facilities (Tranche 2) | |||
Debt Instrument [Line Items] | |||
Total debt | $ 1,593 | 1,588 | |
Secured Debt | Term Loan A Facilities (Tranche 2) | LIBOR | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.50% | ||
Secured Debt | Term Loan B Facility | |||
Debt Instrument [Line Items] | |||
Total debt | $ 494 | 497 | |
Secured Debt | Term Loan B Facility | LIBOR | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 2.25% | ||
Secured Debt | Term Loan A and B Facilities | |||
Debt Instrument [Line Items] | |||
Debt issuance costs | $ 6 | 8 | |
Senior unsecured EDS Notes | |||
Debt Instrument [Line Items] | |||
Total debt | 66 | 66 | |
Other Long-term Debt | $ 14 | 0 | |
Stated interest rate | 7.45% | ||
Unamortized premiums | $ 11 | $ 12 |
Debt - Narrative (Details)
Debt - Narrative (Details) | Aug. 13, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019 | Mar. 31, 2019USD ($) |
Debt Instrument [Line Items] | ||||
Debt term extension | 15 months | |||
Principal amount | $ 2,542,000,000 | $ 2,397,000,000 | ||
Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Principal amount | 2,462,000,000 | 2,331,000,000 | ||
Term Loan A, Due 2024 | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Increase in the debt amount | $ 46,000,000 | |||
Term Loan A Facilities (Tranche 2) | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Principal amount | 1,593,000,000 | 1,588,000,000 | ||
Term Loan A Facilities (Tranche 1) | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Principal amount | 246,000,000 | $ 200,000,000 | $ 246,000,000 | |
Term Loan A, Due 2022 | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Principal amount | 200,000,000 | |||
Revolving Credit Facility, Due 2024 | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Increase to credit facility | 150,000,000 | |||
Maximum borrowing capacity | $ 750,000,000 | |||
Maximum | Revolving Credit Facility and Term Loan A | On or after September 30, 2018 | ||||
Debt Instrument [Line Items] | ||||
Debt covenant, ratio of indebtedness to EBITDA | 4.50 | |||
Maximum | Revolving Credit Facility and Term Loan A | No later than December 31, 2019 | ||||
Debt Instrument [Line Items] | ||||
Debt covenant, ratio of indebtedness to EBITDA | 4.25 | 3.75 | ||
Maximum | Revolving Credit Facility and Term Loan A | Acquisition in excess of $100 million | ||||
Debt Instrument [Line Items] | ||||
Debt covenant, ratio of indebtedness to EBITDA | 4.50 | 4 | ||
Maximum | Term Loan A, Due 2024 | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 1,614,000,000 | |||
Minimum | Revolving Credit Facility and Term Loan A | ||||
Debt Instrument [Line Items] | ||||
Debt covenant, consideration transferred threshold amount | 100,000,000 | |||
Minimum | Term Loan A Facilities (Tranche 2) | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 1,568,000,000 |
Debt - Maturities of Long-Term
Debt - Maturities of Long-Term Debt (Details) $ in Millions | Sep. 30, 2019USD ($) |
Long-term Debt, Fiscal Year Maturity [Abstract] | |
Remainder of fiscal year 2020 | $ 48 |
2021 | 91 |
2022 | 90 |
2024 | 290 |
2023 | 89 |
Thereafter | 1,934 |
Total | $ 2,542 |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | |
Leases [Abstract] | ||
Amortization of leased assets | $ 29 | $ 65 |
Interest on lease obligations | 5 | 10 |
Total finance lease expense | 34 | 75 |
Operating lease expense | 16 | 30 |
Variable lease expense | 2 | 4 |
Sublease income | (1) | (2) |
Total lease expense, net | $ 51 | $ 107 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Mar. 31, 2019 |
Assets | ||
Finance lease assets | $ 260,000 | |
Finance lease assets, accumulated depreciation | 120 | |
Operating lease assets | 92,000 | |
Liabilities | 352,000 | |
Current | ||
Finance leases | 119,000 | $ 137,000 |
Operating leases | 40,000 | |
Non-current | ||
Finance leases | 164,000 | |
Operating leases | 70,000 | |
Total lease liabilities | $ 393,000 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flows (Details) $ in Millions | 6 Months Ended |
Sep. 30, 2019USD ($) | |
Cash paid for amounts included in the measurement of lease obligations: | |
Operating cash flows from operating leases | $ 27 |
Operating cash flows from finance leases | 9 |
Financing cash flows from finance leases | $ 77 |
Leases - Weighted Average Remai
Leases - Weighted Average Remaining Lease Terms and Discount Rate (Details) | Sep. 30, 2019 |
Weighted average remaining lease term (in years): | |
Finance leases | 2 years 9 months 6 days |
Operating leases | 4 years 2 months 6 days |
Weighted average discount rate: | |
Finance leases | 6.57% |
Operating leases | 4.71% |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payments (Details) $ in Millions | Sep. 30, 2019USD ($) |
Operating Leases | |
Remainder of fiscal year 2019 | $ 23 |
2020 | 35 |
2021 | 22 |
2022 | 17 |
2023 | 8 |
Thereafter | 17 |
Total minimum lease payments | 122 |
Less: Amount representing interest | (12) |
Present value of net minimum lease payments | 110 |
Finance Leases | |
Remainder of fiscal year 2020 | 77 |
2021 | 107 |
2022 | 76 |
2023 | 37 |
2024 | 11 |
Thereafter | 1 |
Total minimum lease payments | 309 |
Less: Amount representing interest | (26) |
Present value of net minimum lease payments | $ 283 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Millions | 6 Months Ended |
Sep. 30, 2019USD ($) | |
Operating Leased Assets [Line Items] | |
Operating leases not yet commenced | $ 42 |
Financing leases not yet commenced | $ 5 |
Minimum | |
Operating Leased Assets [Line Items] | |
Term of contracts not yet commenced | 1 year |
Maximum | |
Operating Leased Assets [Line Items] | |
Term of contracts not yet commenced | 10 years |
Pension and Other Benefit Pla_3
Pension and Other Benefit Plans - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Retirement Benefits [Abstract] | ||||
Employer contribution | $ 0 | $ 0 | $ 0 | $ 0 |
Expected employer contributions during the remainder of fiscal year | $ 0 | $ 0 |
Pension and Other Benefit Pla_4
Pension and Other Benefit Plans - Schedule of Components of Net Periodic Pension Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||||
Service cost | $ 0 | $ 0 | $ 1 | $ 0 |
Interest cost | 5 | 5 | 9 | 6 |
Expected return on assets | (8) | (7) | (15) | (9) |
Net periodic pension benefit | $ (3) | $ (2) | $ (5) | $ (3) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate | 22.00% | 33.00% | 24.00% | 31.00% |
Income taxes receivable to be paid to DXC upon receipt | $ 75 | $ 75 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Related Party Transactions [Abstract] | ||||
Corporate allocations from Parent for management and support functions | $ 24 | |||
Related party revenue | $ 3 | $ 4 | $ 9 | 6 |
Related party transactions | $ 21 | $ 10 | $ 78 | $ 12 |
Stockholders' Equity - Capital
Stockholders' Equity - Capital Stock, Cash Dividend and Share Repurchases (Details) - USD ($) $ / shares in Units, $ in Millions | Nov. 12, 2019 | Oct. 31, 2019 | Jun. 30, 2018 | Sep. 30, 2019 | Jun. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 |
Class of Stock [Line Items] | ||||||||
Dividends declared but not yet paid | $ 10 | $ 8 | $ 10 | $ 8 | ||||
Dividends declared | $ 8 | $ 10 | $ 10 | $ 8 | $ 20 | $ 16 | ||
Cash dividend per common share (in dollars per share) | $ 0.05 | $ 0.06 | $ 0.06 | $ 0.05 | $ 0.12 | $ 0.10 | ||
Number of shares repurchased during period (in shares) | 1,357,859 | |||||||
Repurchases of common stock | $ 32 | $ 21 | ||||||
Remaining shares authorized to be repurchased (in shares) | $ 308 | 308 | ||||||
Stock-based compensation | $ 10 | $ 5 | $ 1 | $ 15 | $ 3 | |||
RSUs | ||||||||
Class of Stock [Line Items] | ||||||||
Shares granted (in shares) | 558,000 | |||||||
Weighted average grant date fair value of shares (in dollars per share) | $ 23.17 | |||||||
PSUs | ||||||||
Class of Stock [Line Items] | ||||||||
Shares granted (in shares) | 923,000 | |||||||
Weighted average grant date fair value of shares (in dollars per share) | $ 23.01 | |||||||
Subsequent Event | ||||||||
Class of Stock [Line Items] | ||||||||
Cash dividend per common share (in dollars per share) | $ 0.06 | |||||||
Repurchases of common stock | $ 1 |
Segment Information - Schedule
Segment Information - Schedule of Operating Results By Segment (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)segment | Sep. 30, 2018USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of reportable segments | segment | 2 | |||
Revenue | $ 1,172 | $ 1,068 | $ 2,279 | $ 1,861 |
Acquired | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | 50 | 36 | 98 | 61 |
Defense and Intelligence | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 777 | 702 | 1,529 | 1,139 |
Civilian and Health Care | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 395 | 366 | 750 | 722 |
Operating segments | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 1,172 | 1,068 | 2,279 | 1,861 |
Segment profit | 153 | 128 | 304 | 225 |
Depreciation and amortization | 90 | 74 | 191 | 138 |
Operating segments | Defense and Intelligence | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 777 | 702 | 1,529 | 1,139 |
Segment profit | 113 | 87 | 231 | 123 |
Depreciation and amortization | 24 | 18 | 49 | 37 |
Operating segments | Civilian and Health Care | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 395 | 366 | 750 | 722 |
Segment profit | 40 | 41 | 73 | 102 |
Depreciation and amortization | $ 16 | $ 20 | $ 44 | $ 40 |
Segment Information - Schedul_2
Segment Information - Schedule of Reconciliation of Reportable Segment Profit to Consolidated Total (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Not allocated to segments: | ||||
Restructuring costs | $ 2 | $ 2 | $ 4 | $ 2 |
Separation, transaction and integration-related costs | 20 | 21 | 39 | 65 |
Interest expense, net | 36 | 37 | 71 | 47 |
Income before taxes | 37 | 36 | 79 | 77 |
Operating segments | ||||
Segment Reporting Information [Line Items] | ||||
Total segment profit | 153 | 128 | 304 | 225 |
Not allocated to segments: | ||||
Amortization of acquired intangible assets | 90 | 74 | 191 | 138 |
Corporate | ||||
Not allocated to segments: | ||||
Stock-based compensation | (10) | (1) | (15) | (3) |
Amortization of acquired intangible assets | (50) | (36) | (98) | (61) |
Restructuring costs | (2) | 0 | (4) | 0 |
Separation, transaction and integration-related costs | (20) | (21) | (39) | (65) |
Interest expense, net | (36) | (37) | (71) | (47) |
Other unallocated, net | $ 2 | $ 3 | $ 2 | $ 28 |
Commitments and Contingencies -
Commitments and Contingencies - Contingencies (Details) - Forsyth, et al. v. HP Inc and Hewlett Packard Enterprice - plaintiff | Jun. 27, 2019 | Aug. 18, 2016 | Oct. 31, 2018 |
Pending Litigation | |||
Loss Contingencies [Line Items] | |||
Age of plaintiff at time of termination | 40 years | ||
Settled Litigation | |||
Loss Contingencies [Line Items] | |||
Number of plaintiffs | 145 | 16 |
Commitments and Contingencies_2
Commitments and Contingencies - Guarantees (Details) $ in Millions | Sep. 30, 2019USD ($) |
Guarantor Obligations [Line Items] | |
Stand-by letters of credit outstanding (less than) | $ 1 |
Surety Bonds | |
Guarantor Obligations [Line Items] | |
Surety bond outstanding amount | 34 |
Surety Bonds | Guarantee Obligations | |
Guarantor Obligations [Line Items] | |
Surety bonds expire in fiscal 2020 | 1 |
Surety bonds expire in fiscal 2021 | 1 |
Surety bonds expire in fiscal 2022 | $ 33 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Millions | 3 Months Ended | |||
Dec. 31, 2019 | Oct. 04, 2019 | Sep. 30, 2019 | Mar. 31, 2019 | |
Subsequent Event [Line Items] | ||||
Assets held for sale | $ 49 | $ 23 | ||
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Gain on sale of assets | $ 30 | |||
Subsequent Event | Herndon, Virginia | ||||
Subsequent Event [Line Items] | ||||
Assets held for sale | $ 23 |
Uncategorized Items - prsp-2019
Label | Element | Value |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 4,000,000 |
Parent Company Investment [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 4,000,000 |