Document and Entity Information
Document and Entity Information - shares shares in Millions | 6 Months Ended | |
Jun. 30, 2023 | Jul. 31, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-35636 | |
Entity Registrant Name | ASGN Inc | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 95-4023433 | |
Entity Address, Address Description | 4400 Cox Road, Suite 110 | |
Entity Address, City or Town | Glen Allen | |
Entity Address, State or Province | VA | |
Entity Address, Postal Zip Code | 23060 | |
City Area Code | 888 | |
Local Phone Number | 482-8068 | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | ASGN | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 48.4 | |
Entity Central Index Key | 0000890564 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 93.8 | $ 70.3 |
Accounts and Financing Receivable, after Allowance for Credit Loss, Current | 828.9 | 853.6 |
Prepaid expenses and income taxes | 33.2 | 39.9 |
Other current assets | 16.4 | 17.3 |
Total current assets | 972.3 | 981.1 |
Property and equipment, net | 76.1 | 66.3 |
Operating lease right-of-use assets | 53 | 51.1 |
Identifiable intangible assets, net | 533.5 | 569.6 |
Goodwill | 1,894 | 1,892 |
Other non-current assets | 32.4 | 25.6 |
Total assets | 3,561.3 | 3,585.7 |
Current liabilities: | ||
Accounts payable | 24.3 | 35.2 |
Accrued payroll | 266.5 | 285.1 |
Operating lease liabilities | 19.7 | 22.9 |
Other current liabilities | 106.1 | 98.7 |
Total current liabilities | 416.6 | 441.9 |
Long-term debt | 1,035.7 | 1,066.6 |
Operating lease liabilities | 37.4 | 32.3 |
Deferred income tax liabilities | 129.2 | 129.2 |
Other long-term liabilities | 15.8 | 14.4 |
Total liabilities | 1,634.7 | 1,684.4 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred Stock, Value, Issued | 0 | 0 |
Common Stock, Value, Issued | 0.5 | 0.5 |
Paid-in capital | 702.8 | 703.5 |
Retained earnings | 1,223.6 | 1,200 |
Accumulated other comprehensive loss | (0.3) | (2.7) |
Total stockholders’ equity | 1,926.6 | 1,901.3 |
Total liabilities and stockholders’ equity | $ 3,561.3 | $ 3,585.7 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares shares in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred Stock, shares authorized (in shares) | 1 | 1 |
Preferred Stock, shares issued (in shares) | 0 | 0 |
Common Stock, Shares Outstanding | 48.5 | 49.5 |
Common Stock, shares authorized (in shares) | 75 | 75 |
Common Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Revenues | $ 1,130.9 | $ 1,141.8 | $ 2,259.7 | $ 2,232.8 |
Cost of services | 804.6 | 797.8 | 1,607 | 1,562.2 |
Gross profit | 326.3 | 344 | 652.7 | 670.6 |
Selling, general and administrative expenses | 210.5 | 220.4 | 434.6 | 432.5 |
Amortization of intangible assets | 17.9 | 13.5 | 36 | 27.4 |
Operating income | 97.9 | 110.1 | 182.1 | 210.7 |
Interest expense | (15.8) | (10.1) | (31.2) | (19.4) |
Income before Income Taxes | 82.1 | 100 | 150.9 | 191.3 |
Provision for income taxes | 22 | 27.4 | 41.3 | 51.1 |
Income from continuing operations | 60.1 | 72.6 | 109.6 | 140.2 |
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | 0 | (0.1) | 0 | (0.9) |
Net income | $ 60.1 | $ 72.5 | $ 109.6 | $ 139.3 |
Basic — | ||||
Earnings Per Share Basic Continuing Operation | $ 1.23 | $ 1.42 | $ 2.23 | $ 2.73 |
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Basic Share | 0 | 0 | 0 | (0.01) |
Basic earnings per share: | 1.23 | 1.42 | 2.23 | 2.72 |
Diluted — | ||||
Earnings Per Share Diluted Continuing Operation | 1.22 | 1.41 | 2.21 | 2.70 |
Earnings Per Share Diluted Discontinued Operations | 0 | 0 | 0 | (0.01) |
Diluted earnings per share: | $ 1.22 | $ 1.41 | $ 2.21 | $ 2.69 |
Number of shares and share equivalents used to calculate earnings per share: | ||||
Weighted-average number of common shares outstanding — basic | 49 | 51 | 49.1 | 51.3 |
Diluted | 49.2 | 51.6 | 49.5 | 52 |
Reconciliation of net income to comprehensive income: | ||||
Net income | $ 60.1 | $ 72.5 | $ 109.6 | $ 139.3 |
Foreign currency translation adjustment | 1.4 | (1.7) | 2.4 | (1.7) |
Comprehensive income | $ 61.5 | $ 70.8 | $ 112 | $ 137.6 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDER'S EQUITY - USD ($) shares in Millions, $ in Millions | Total | Common Stock | Paid-in Capital | Retained Earnings | Other |
Common Stock, Shares | 51.8 | ||||
Total stockholders’ equity at Dec. 31, 2021 | $ 1,865.4 | $ 0.5 | $ 690.8 | $ 1,174.4 | $ (0.3) |
Stock-based compensation expense | 24 | 24 | |||
Employee stock purchase plan, shares | 0.2 | ||||
Employee stock purchase plan, value | 10.4 | 10.4 | |||
Share-based Payment Arrangement, Decrease for Tax Withholding Obligation | (11.3) | (11.3) | |||
Vesting of restricted stock units, shares | 0 | ||||
Stock Repurchased and Retired During Period, Shares | (1.6) | ||||
Stock Repurchased and Retired During Period, Value | (170) | (21.8) | (148.2) | ||
Foreign currency translation adjustments | (1.7) | (1.7) | |||
Net income | 139.3 | 139.3 | |||
Shares Outstanding at Jun. 30, 2022 | 50.4 | ||||
Total stockholders’ equity at Jun. 30, 2022 | 1,856.1 | $ 0.5 | 692.1 | 1,165.5 | (2) |
Common Stock, Shares | 51.3 | ||||
Total stockholders’ equity at Mar. 31, 2022 | 1,869.2 | $ 0.5 | 696 | 1,173 | (0.3) |
Stock-based compensation expense | 11.2 | 11.2 | |||
Share-based Payment Arrangement, Decrease for Tax Withholding Obligation | (2.5) | (2.5) | |||
Vesting of restricted stock units, shares | 0 | ||||
Stock Repurchased and Retired During Period, Shares | (0.9) | ||||
Stock Repurchased and Retired During Period, Value | (92.6) | (12.6) | (80) | ||
Foreign currency translation adjustments | (1.7) | (1.7) | |||
Net income | 72.5 | 72.5 | |||
Shares Outstanding at Jun. 30, 2022 | 50.4 | ||||
Total stockholders’ equity at Jun. 30, 2022 | 1,856.1 | $ 0.5 | 692.1 | 1,165.5 | (2) |
Total stockholders’ equity at Dec. 31, 2022 | 1,901.3 | $ 0.5 | 703.5 | 1,200 | (2.7) |
Stock-based compensation expense | 23.4 | 23.4 | |||
Employee stock purchase plan, shares | 0.4 | ||||
Employee stock purchase plan, value | 11.1 | 11.1 | |||
Share-based Payment Arrangement, Decrease for Tax Withholding Obligation | (14.2) | (14.2) | |||
Vesting of restricted stock units, shares | 0 | ||||
Stock Repurchased and Retired During Period, Shares | (1.4) | ||||
Stock Repurchased and Retired During Period, Value | (107) | (21) | (86) | ||
Foreign currency translation adjustments | 2.4 | 2.4 | |||
Net income | 109.6 | 109.6 | |||
Shares Outstanding at Jun. 30, 2023 | 48.5 | ||||
Total stockholders’ equity at Jun. 30, 2023 | 1,926.6 | $ 0.5 | 702.8 | 1,223.6 | (0.3) |
Common Stock, Shares | 49.2 | ||||
Total stockholders’ equity at Mar. 31, 2023 | 1,923.5 | $ 0.5 | 714.4 | 1,210.3 | (1.7) |
Stock-based compensation expense | 11.3 | 11.3 | |||
Employee stock purchase plan, shares | 0.2 | ||||
Employee stock purchase plan, value | 0 | 0 | |||
Share-based Payment Arrangement, Decrease for Tax Withholding Obligation | (10) | (10) | |||
Vesting of restricted stock units, shares | 0 | ||||
Stock Repurchased and Retired During Period, Shares | (0.9) | ||||
Stock Repurchased and Retired During Period, Value | (59.7) | (12.9) | (46.8) | ||
Foreign currency translation adjustments | 1.4 | 1.4 | |||
Net income | 60.1 | 60.1 | |||
Shares Outstanding at Jun. 30, 2023 | 48.5 | ||||
Total stockholders’ equity at Jun. 30, 2023 | $ 1,926.6 | $ 0.5 | $ 702.8 | $ 1,223.6 | $ (0.3) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash Flows from Operating Activities | ||
Net income | $ 109.6 | $ 139.3 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 49.8 | 39.8 |
Stock-based compensation | 23.4 | 24 |
Other | 3.4 | 5.1 |
Changes in operating assets and liabilities, net of effects of acquisitions and divestiture: | ||
Accounts receivable | 24.7 | (136.7) |
Prepaid expenses and income taxes | 6.8 | 23.7 |
Accounts payable | (10.4) | 12.1 |
Accrued payroll | (19.3) | 31.9 |
Income taxes payable | 16.1 | 8 |
Other | (11.1) | (2.8) |
Net cash provided by operating activities | 193 | 144.4 |
Cash Flows from Investing Activities | ||
Cash paid for property and equipment | (22.9) | (18.4) |
Cash received from the sale of a business | 0 | 9.8 |
Other | (0.6) | 2.5 |
Net cash used in investing activities | (23.5) | (6.1) |
Cash Flows from Financing Activities | ||
Proceeds from long-term debt | 73 | 0 |
Repayments of Long-term Debt | 104.5 | 0 |
Proceeds from employee stock purchase plan | 11.1 | 10.4 |
Repurchases of common stock | (106.4) | (168.1) |
Payment of employment taxes related to release of restricted stock awards | (14.2) | (11.3) |
Payment of contingent consideration | (5) | (8.1) |
Net cash used in financing activities | (146) | (177.1) |
Effect of exchange rate changes on cash and cash equivalents | 0 | (0.2) |
Net increase (decrease) in cash and cash equivalents | 23.5 | (39) |
Cash and cash equivalents at beginning of year | 70.3 | 529.6 |
Cash and cash equivalents at end of period | 93.8 | 490.6 |
Supplemental Disclosure of Cash Flow Information | ||
Income taxes | 8 | 17.7 |
Interest | 30.1 | 18.4 |
Operating leases | 13.2 | 13.6 |
Noncash transactions — | ||
Operating lease right of use assets obtained in exchange for operating lease liabilities | $ 13.9 | $ 9.8 |
General (Notes)
General (Notes) | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Financial Statement Presentation | Basis of presentation — The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") and the rules of the Securities and Exchange Commission. Certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to those rules and regulations. The December 31, 2022 balance sheet was derived from audited financial statements. The financial statements include adjustments consisting of normal recurring items, which, in the opinion of management, are necessary for a fair presentation of the financial position of ASGN Incorporated and its subsidiaries ("ASGN" or the "Company") and its results of operations for the interim dates and periods set forth herein. The results for any of the interim periods are not necessarily indicative of the results to be expected for the full year or any other period. This Quarterly Report on Form 10-Q should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 ("2022 10-K"). |
Goodwill and Identifiable Asset
Goodwill and Identifiable Assets (Notes) | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Identifiable Intangible Assets | Goodwill and Identifiable Intangible Assets The following table summarizes the activity related to the carrying amount of goodwill by segment since December 31, 2021 (in millions). Commercial Federal Government Total Balance as of December 31, 2021 $ 829.3 $ 740.2 $ 1,569.5 2022 acquisitions 246.4 85.5 331.9 Purchase price adjustments 0.4 (8.5) (8.1) Translation adjustment (1.4) — (1.4) Balance as of December 31, 2022 1,074.7 817.2 1,891.9 Purchase price adjustments — 1.1 1.1 Translation adjustment 1.0 — 1.0 Balance as of June 30, 2023 $ 1,075.7 $ 818.3 $ 1,894.0 ________________________________ Approximately $250.7 million of the goodwill for the 2022 acquisitions is deductible for income tax purposes. Acquired identifiable intangible assets consisted of the following (in millions): June 30, 2023 December 31, 2022 Estimated Useful Life in Years Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer and contractual relationships 1 - 13 $ 589.3 $ 345.6 $ 243.7 $ 589.3 $ 315.7 $ 273.6 Contract backlog 1 - 3 44.1 40.3 3.8 44.1 36.5 7.6 Non-compete agreements 1 - 7 41.2 28.0 13.2 41.2 25.6 15.6 674.6 413.9 260.7 674.6 377.8 296.8 Not subject to amortization: Trademarks 272.8 — 272.8 272.8 — 272.8 Total $ 947.4 $ 413.9 $ 533.5 $ 947.4 $ 377.8 $ 569.6 Estimated future amortization expense follows (in millions): Remainder of 2023 $ 35.7 2024 58.1 2025 48.8 2026 41.8 2027 32.0 Thereafter 44.3 $ 260.7 |
Long-Term Debt (Notes)
Long-Term Debt (Notes) | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-term debt consisted of the following (in millions): June 30, December 31, Senior Secured Credit Facility: Borrowings under $460 million revolving credit facility, due November 2024 $ — $ 31.5 Term B loan facility, due April 2025 490.8 490.8 Unsecured Senior Notes, due May 2028 550.0 550.0 1,040.8 1,072.3 Unamortized deferred loan costs (5.1) (5.7) $ 1,035.7 $ 1,066.6 Senior Secured Credit Facility — The senior secured credit facility (the "facility") consists of a term B loan and a $460.0 million revolving credit facility (the "revolver"). Borrowings under the term B loan bear interest at the secured overnight financing rate plus a 10 basis points adjustment ("SOFR") plus 1.75 percent, or the bank’s base rate plus 0.75 percent. Borrowings under the revolver bear interest at SOFR plus 1.25 to 2.25 percent, or the bank’s base rate plus 0.25 to 1.25 percent, depending on leverage levels. A commitment fee of 0.20 to 0.35 percent is payable on the undrawn portion of the revolver. There are no required minimum payments on the facility. The revolver is limited to a maximum ratio of senior secured debt to trailing-twelve-months of lender-defined consolidated EBITDA of 3.75 to 1, which was 0.91 to 1 at June 30, 2023. The facility is secured by substantially all of the Company's assets and includes various restrictive covenants. At June 30, 2023, the Company was in compliance with its debt covenants. |
Commitments and Contingencies (
Commitments and Contingencies (Notes) | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | The Company is involved in various legal proceedings, claims and litigation arising in the ordinary course of business, and collective class and Private Attorneys General Act ("PAGA") actions alleging violations of wage and hour laws. The Company does not believe that the disposition of matters that are pending or asserted will have a material effect on its consolidated financial statements |
Income Taxes (Notes)
Income Taxes (Notes) | 6 Months Ended |
Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | For interim reporting periods, the Company’s provision for income taxes is calculated using its annualized estimated effective tax rate for the year. This rate is based on its estimated full year income and the related income tax expense for each jurisdiction in which the Company operates. The effective tax rate can be affected by changes in the geographical mix, permanent differences and the estimate of full year pretax accounting income. This rate is adjusted for the effects of discrete items occurring in the period. |
Earnings Per Share (Notes)
Earnings Per Share (Notes) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Earnings per share | The following table shows the calculation of basic and diluted earnings per share (in millions, except per share data). Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Income from continuing operations $ 60.1 $ 72.6 $ 109.6 $ 140.2 Loss from discontinued operations, net of income taxes — (0.1) — (0.9) Net income $ 60.1 $ 72.5 $ 109.6 $ 139.3 Weighted-average number of common shares outstanding — basic 49.0 51.0 49.1 51.3 Dilutive effect of common share equivalents 0.2 0.6 0.4 0.7 Weighted-average number of common shares and share equivalents outstanding — diluted 49.2 51.6 49.5 52.0 Basic earnings per share: Continuing operations $ 1.23 $ 1.42 $ 2.23 $ 2.73 Discontinued operations — — — (0.01) $ 1.23 $ 1.42 $ 2.23 $ 2.72 Diluted earnings per share: Continuing operations $ 1.22 $ 1.41 $ 2.21 $ 2.70 Discontinued operations — — — (0.01) $ 1.22 $ 1.41 $ 2.21 $ 2.69 |
Segment Reporting (Notes)
Segment Reporting (Notes) | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure | ASGN provides information technology ("IT") services and professional solutions, including technology and creative digital marketing, across the commercial and government sectors. ASGN operates through two segments, Commercial and Federal Government. The Commercial Segment, which is the largest segment, provides consulting, creative digital marketing and permanent placement services primarily to large enterprises and Fortune 1000 companies. The Federal Government Segment provides mission-critical solutions to the Department of Defense, the intelligence community and federal civilian agencies. Virtually all of the Company's revenues are generated in the United States. Management evaluates the performance of each segment primarily based on revenues, gross profit and operating income derived directly from internal financial reporting of the segments used for corporate management purposes, which is presented below by segment (in millions): Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Commercial Revenues $ 811.3 $ 850.6 $ 1,643.4 $ 1,683.5 Gross profit 260.9 281.7 523.3 554.3 Operating income 91.7 106.0 175.6 211.0 Depreciation 4.9 3.5 9.5 7.1 Amortization 8.7 5.6 17.5 11.3 Federal Government Revenues $ 319.6 $ 291.2 $ 616.3 $ 549.3 Gross profit 65.4 62.3 129.4 116.3 Operating income 25.1 25.7 47.7 42.7 Depreciation 1.5 1.4 2.9 2.9 Amortization 9.2 7.9 18.5 16.2 Consolidated Revenues $ 1,130.9 $ 1,141.8 $ 2,259.7 $ 2,232.8 Gross profit 326.3 344.0 652.7 670.6 Operating income 97.9 110.1 182.1 210.7 Depreciation 7.0 6.1 13.8 12.3 Amortization 17.9 13.5 36.0 27.4 _______ Consolidated operating income includes corporate operating expenses, which are not allocated to the segments. These include stock-based compensation expense, depreciation expense, compensation for corporate employees, acquisition, integration and strategic planning expenses and public company expenses. The majority of the revenues from the Commercial Segment are generated from time-and-materials ("T&M") contracts where payments are based on fixed hourly rates for each direct labor hour expended and reimbursements for allowable material costs and out-of-pocket expenses. Revenues from the Federal Government Segment are generated from: (i) firm-fixed-price, (ii) T&M and (iii) cost reimbursable contracts. Revenues by segment and by type are as follows (in millions): Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Commercial Assignment $ 530.2 $ 628.4 $ 1,090.6 $ 1,256.6 Consulting 281.1 222.2 552.8 426.9 811.3 850.6 1,643.4 1,683.5 Federal Government Firm-fixed-price 97.8 74.3 190.6 151.2 Time and materials 129.2 117.8 251.1 224.8 Cost reimbursable 92.6 99.1 174.6 173.3 319.6 291.2 616.3 549.3 Consolidated $ 1,130.9 $ 1,141.8 $ 2,259.7 $ 2,232.8 Federal Government Segment revenues by customer type are as follows (in millions): Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Department of Defense and Intelligence Agencies $ 155.0 $ 159.3 $ 287.9 $ 292.9 Federal Civilian 155.7 120.7 308.8 237.1 Other 8.9 11.2 19.6 19.3 $ 319.6 $ 291.2 $ 616.3 $ 549.3 |
Fair Value Measurements (Note)
Fair Value Measurements (Note) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | Fair Value Measurements Recurring Fair Value Measurements — The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and accrued payroll approximate their fair value based on their short-term nature. Nonrecurring Fair Value Measurements — Certain assets, such as goodwill and trademarks, are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances, such as, when there is evidence of impairment. There were no fair value adjustments for non-financial assets or liabilities during the three months ended June 30, 2023. The carrying amount of long-term debt recorded in the Company’s accompanying condensed consolidated balance sheet at June 30, 2023 was $1.0 billion (see Note 3. Long-Term Debt ) and its fair value, determined using quoted prices in active markets for identical liabilities (Level 1 inputs), was slightly less than the carrying amount. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Pay vs Performance Disclosure | ||||
Net income | $ 60.1 | $ 72.5 | $ 109.6 | $ 139.3 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Goodwill and Identifiable Ass_2
Goodwill and Identifiable Assets (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following table summarizes the activity related to the carrying amount of goodwill by segment since December 31, 2021 (in millions). Commercial Federal Government Total Balance as of December 31, 2021 $ 829.3 $ 740.2 $ 1,569.5 2022 acquisitions 246.4 85.5 331.9 Purchase price adjustments 0.4 (8.5) (8.1) Translation adjustment (1.4) — (1.4) Balance as of December 31, 2022 1,074.7 817.2 1,891.9 Purchase price adjustments — 1.1 1.1 Translation adjustment 1.0 — 1.0 Balance as of June 30, 2023 $ 1,075.7 $ 818.3 $ 1,894.0 ________________________________ Approximately $250.7 million of the goodwill for the 2022 acquisitions is deductible for income tax purposes. |
Schedule of Acquired Intangible Assets | Acquired identifiable intangible assets consisted of the following (in millions): June 30, 2023 December 31, 2022 Estimated Useful Life in Years Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer and contractual relationships 1 - 13 $ 589.3 $ 345.6 $ 243.7 $ 589.3 $ 315.7 $ 273.6 Contract backlog 1 - 3 44.1 40.3 3.8 44.1 36.5 7.6 Non-compete agreements 1 - 7 41.2 28.0 13.2 41.2 25.6 15.6 674.6 413.9 260.7 674.6 377.8 296.8 Not subject to amortization: Trademarks 272.8 — 272.8 272.8 — 272.8 Total $ 947.4 $ 413.9 $ 533.5 $ 947.4 $ 377.8 $ 569.6 |
Schedule of Estimated Future Amortization Expense | Estimated future amortization expense follows (in millions): Remainder of 2023 $ 35.7 2024 58.1 2025 48.8 2026 41.8 2027 32.0 Thereafter 44.3 $ 260.7 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt consisted of the following (in millions): June 30, December 31, Senior Secured Credit Facility: Borrowings under $460 million revolving credit facility, due November 2024 $ — $ 31.5 Term B loan facility, due April 2025 490.8 490.8 Unsecured Senior Notes, due May 2028 550.0 550.0 1,040.8 1,072.3 Unamortized deferred loan costs (5.1) (5.7) $ 1,035.7 $ 1,066.6 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table shows the calculation of basic and diluted earnings per share (in millions, except per share data). Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Income from continuing operations $ 60.1 $ 72.6 $ 109.6 $ 140.2 Loss from discontinued operations, net of income taxes — (0.1) — (0.9) Net income $ 60.1 $ 72.5 $ 109.6 $ 139.3 Weighted-average number of common shares outstanding — basic 49.0 51.0 49.1 51.3 Dilutive effect of common share equivalents 0.2 0.6 0.4 0.7 Weighted-average number of common shares and share equivalents outstanding — diluted 49.2 51.6 49.5 52.0 Basic earnings per share: Continuing operations $ 1.23 $ 1.42 $ 2.23 $ 2.73 Discontinued operations — — — (0.01) $ 1.23 $ 1.42 $ 2.23 $ 2.72 Diluted earnings per share: Continuing operations $ 1.22 $ 1.41 $ 2.21 $ 2.70 Discontinued operations — — — (0.01) $ 1.22 $ 1.41 $ 2.21 $ 2.69 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting Information [Line Items] | |
Schedule of Segment Reporting Information, by Segment | Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Commercial Revenues $ 811.3 $ 850.6 $ 1,643.4 $ 1,683.5 Gross profit 260.9 281.7 523.3 554.3 Operating income 91.7 106.0 175.6 211.0 Depreciation 4.9 3.5 9.5 7.1 Amortization 8.7 5.6 17.5 11.3 Federal Government Revenues $ 319.6 $ 291.2 $ 616.3 $ 549.3 Gross profit 65.4 62.3 129.4 116.3 Operating income 25.1 25.7 47.7 42.7 Depreciation 1.5 1.4 2.9 2.9 Amortization 9.2 7.9 18.5 16.2 Consolidated Revenues $ 1,130.9 $ 1,141.8 $ 2,259.7 $ 2,232.8 Gross profit 326.3 344.0 652.7 670.6 Operating income 97.9 110.1 182.1 210.7 Depreciation 7.0 6.1 13.8 12.3 Amortization 17.9 13.5 36.0 27.4 _______ Consolidated operating income includes corporate operating expenses, which are not allocated to the segments. These include stock-based compensation expense, depreciation expense, compensation for corporate employees, acquisition, integration and strategic planning expenses and public company expenses. |
Disaggregation of Revenue | Revenues by segment and by type are as follows (in millions): Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Commercial Assignment $ 530.2 $ 628.4 $ 1,090.6 $ 1,256.6 Consulting 281.1 222.2 552.8 426.9 811.3 850.6 1,643.4 1,683.5 Federal Government Firm-fixed-price 97.8 74.3 190.6 151.2 Time and materials 129.2 117.8 251.1 224.8 Cost reimbursable 92.6 99.1 174.6 173.3 319.6 291.2 616.3 549.3 Consolidated $ 1,130.9 $ 1,141.8 $ 2,259.7 $ 2,232.8 |
Revenue from External Customers by Products and Services | Federal Government Segment revenues by customer type are as follows (in millions): Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Department of Defense and Intelligence Agencies $ 155.0 $ 159.3 $ 287.9 $ 292.9 Federal Civilian 155.7 120.7 308.8 237.1 Other 8.9 11.2 19.6 19.3 $ 319.6 $ 291.2 $ 616.3 $ 549.3 |
Goodwill and Identifiable Ass_3
Goodwill and Identifiable Assets (Goodwill) (Details) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Goodwill [Roll Forward] | |||
Gross goodwill | $ 1,894 | $ 1,891.9 | $ 1,569.5 |
Goodwill, Purchase Accounting Adjustments | 1.1 | (8.1) | |
Translation adjustment | 1 | (1.4) | |
Commercial Business | |||
Goodwill [Roll Forward] | |||
Gross goodwill | 1,075.7 | 1,074.7 | 829.3 |
Goodwill, Purchase Accounting Adjustments | 0 | 0.4 | |
Translation adjustment | 1 | (1.4) | |
Federal Government Business | |||
Goodwill [Roll Forward] | |||
Gross goodwill | 818.3 | 817.2 | $ 740.2 |
Goodwill, Purchase Accounting Adjustments | 1.1 | (8.5) | |
Translation adjustment | $ 0 | 0 | |
2022 Acquisitions | |||
Goodwill [Roll Forward] | |||
Goodwill, Acquired During Period | 331.9 | ||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | 250.7 | ||
2022 Acquisitions | Commercial Business | |||
Goodwill [Roll Forward] | |||
Goodwill, Acquired During Period | 246.4 | ||
2022 Acquisitions | Federal Government Business | |||
Goodwill [Roll Forward] | |||
Goodwill, Acquired During Period | $ 85.5 |
Goodwill and Identifiable Ass_4
Goodwill and Identifiable Assets (Acquired Intangible Assets) (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Intangible assets subject to amortization: | ||
Other Finite-Lived Intangible Assets, Gross | $ 674.6 | $ 674.6 |
Accumulated Amortization | 413.9 | 377.8 |
Net Carrying Amount | 260.7 | 296.8 |
Intangible assets not subject to amortization: | ||
Trademarks, Carrying Amount | 272.8 | 272.8 |
Intangible Assets, Gross (Excluding Goodwill) | 947.4 | 947.4 |
Intangible Assets, Net (Excluding Goodwill), Total | 533.5 | 569.6 |
Customer and Contractual Relationships | ||
Intangible assets subject to amortization: | ||
Other Finite-Lived Intangible Assets, Gross | 589.3 | 589.3 |
Accumulated Amortization | 345.6 | 315.7 |
Net Carrying Amount | $ 243.7 | 273.6 |
Customer and Contractual Relationships | Minimum [Member] | ||
Intangible Assets [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 1 year | |
Customer and Contractual Relationships | Maximum [Member] | ||
Intangible Assets [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 13 years | |
Backlog | ||
Intangible assets subject to amortization: | ||
Other Finite-Lived Intangible Assets, Gross | $ 44.1 | 44.1 |
Accumulated Amortization | 40.3 | 36.5 |
Net Carrying Amount | $ 3.8 | 7.6 |
Backlog | Minimum [Member] | ||
Intangible Assets [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 1 year | |
Backlog | Maximum [Member] | ||
Intangible Assets [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 3 years | |
Noncompete Agreements | ||
Intangible assets subject to amortization: | ||
Other Finite-Lived Intangible Assets, Gross | $ 41.2 | 41.2 |
Accumulated Amortization | 28 | 25.6 |
Net Carrying Amount | $ 13.2 | $ 15.6 |
Noncompete Agreements | Minimum [Member] | ||
Intangible Assets [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 1 year | |
Noncompete Agreements | Maximum [Member] | ||
Intangible Assets [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 7 years |
Goodwill and Identifiable Ass_5
Goodwill and Identifiable Assets (Future Amortization Expense) (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
Net Carrying Amount | $ 260.7 | $ 296.8 |
Remainder of 2023 | 35.7 | |
2023 | 58.1 | |
2024 | 48.8 | |
2025 | 41.8 | |
2026 | 32 | |
Thereafter | $ 44.3 |
Long-Term Debt - Schedule of De
Long-Term Debt - Schedule of Debt (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 | Nov. 22, 2019 |
Debt Instrument [Line Items] | |||
Long-Term Line of Credit | $ 0 | $ 31.5 | |
Senior Notes | 550 | 550 | $ 550 |
Long-term Debt, Gross | 1,040.8 | 1,072.3 | |
Unamortized Debt Issuance Expense | 5.1 | 5.7 | |
Long-term debt | 1,035.7 | 1,066.6 | |
$490.8 Million Term B Loan Facility, due April 2025 | |||
Debt Instrument [Line Items] | |||
Secured Debt | $ 490.8 | $ 490.8 |
Long-term Debt - Narrative (Det
Long-term Debt - Narrative (Details) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 USD ($) | Jun. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) | Nov. 22, 2022 USD ($) | Nov. 22, 2019 USD ($) | |
Debt Instrument [Line Items] | |||||
Debt Covenant, Maximum Senior Secured Debt to EBIDTA Ratio [Abstract] | 3.75 | 3.75 | |||
leverage ratio | 0.91 | ||||
Senior Notes | $ 550 | $ 550 | $ 550 | $ 550 | |
$490.8 Million Term B Loan Facility, due April 2025 | |||||
Debt Instrument [Line Items] | |||||
Secured Debt | $ 490.8 | $ 490.8 | $ 490.8 | ||
$490.8 Million Term B Loan Facility, due April 2025 | Bank base rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | ||||
$490.8 Million Term B Loan Facility, due April 2025 | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | ||||
Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 4.625% | ||||
$460 Million Revolving Credit Facility, Due November 2024 | |||||
Debt Instrument [Line Items] | |||||
Secured Debt | $ 460 | ||||
$460 Million Revolving Credit Facility, Due November 2024 | Bank base rate [Member] | Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | 0.25% | ||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.20% | ||||
$460 Million Revolving Credit Facility, Due November 2024 | Bank base rate [Member] | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | 1.25% | ||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.35% | ||||
$460 Million Revolving Credit Facility, Due November 2024 | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | 1.25% | ||||
$460 Million Revolving Credit Facility, Due November 2024 | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% |
Calculation of Basic and Dilute
Calculation of Basic and Diluted Earnings per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Calculation of Basic and Diluted Earnings per Share [Abstract] | ||||
Net Income from Continuing Operations | $ 60.1 | $ 72.6 | $ 109.6 | $ 140.2 |
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | 0 | (0.1) | 0 | (0.9) |
Net income | $ 60.1 | $ 72.5 | $ 109.6 | $ 139.3 |
Weighted-average number of common shares outstanding — basic | 49 | 51 | 49.1 | 51.3 |
Dilutive effect of common share equivalents | 0.2 | 0.6 | 0.4 | 0.7 |
Weighted-average number of common shares and share equivalents outstanding — diluted | 49.2 | 51.6 | 49.5 | 52 |
Continuing operations | $ 1.23 | $ 1.42 | $ 2.23 | $ 2.73 |
Basic earnings per share: | 1.23 | 1.42 | 2.23 | 2.72 |
Continuing operations | 1.22 | 1.41 | 2.21 | 2.70 |
Discontinued operations | 0 | 0 | 0 | (0.01) |
Diluted earnings per share: | $ 1.22 | $ 1.41 | $ 2.21 | $ 2.69 |
Segment Reporting (Segment Repo
Segment Reporting (Segment Reporting Information) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Revenues: | ||||
Revenues | $ 1,130.9 | $ 1,141.8 | $ 2,259.7 | $ 2,232.8 |
Gross Profit: | ||||
Total Gross Profit | 326.3 | 344 | 652.7 | 670.6 |
Operating Income (Loss): | ||||
Total Operating Income | 97.9 | 110.1 | 182.1 | 210.7 |
Depreciation | 7 | 6.1 | 13.8 | 12.3 |
Amortization of intangible assets | 17.9 | 13.5 | 36 | 27.4 |
Commercial Business | ||||
Revenues: | ||||
Revenues | 811.3 | 850.6 | 1,643.4 | 1,683.5 |
Gross Profit: | ||||
Total Gross Profit | 260.9 | 281.7 | 523.3 | 554.3 |
Operating Income (Loss): | ||||
Total Operating Income | 91.7 | 106 | 175.6 | 211 |
Depreciation | 4.9 | 3.5 | 9.5 | 7.1 |
Amortization of intangible assets | 8.7 | 5.6 | 17.5 | 11.3 |
Federal Government Business | ||||
Revenues: | ||||
Revenues | 319.6 | 291.2 | 616.3 | 549.3 |
Gross Profit: | ||||
Total Gross Profit | 65.4 | 62.3 | 129.4 | 116.3 |
Operating Income (Loss): | ||||
Total Operating Income | 25.1 | 25.7 | 47.7 | 42.7 |
Depreciation | 1.5 | 1.4 | 2.9 | 2.9 |
Amortization of intangible assets | 9.2 | 7.9 | 18.5 | 16.2 |
Assignment | Commercial Business | ||||
Revenues: | ||||
Revenues | 530.2 | 628.4 | 1,090.6 | 1,256.6 |
Consulting | Commercial Business | ||||
Revenues: | ||||
Revenues | 281.1 | 222.2 | 552.8 | 426.9 |
Firm-fixed-price | Federal Government Business | ||||
Revenues: | ||||
Revenues | 97.8 | 74.3 | 190.6 | 151.2 |
Time and materials | Federal Government Business | ||||
Revenues: | ||||
Revenues | 129.2 | 117.8 | 251.1 | 224.8 |
Cost reimbursable | Federal Government Business | ||||
Revenues: | ||||
Revenues | $ 92.6 | $ 99.1 | $ 174.6 | $ 173.3 |
Segment Reporting Revenue by Cu
Segment Reporting Revenue by Customer Type (details) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Revenue from External Customer [Line Items] | ||||
Revenues | $ 1,130.9 | $ 1,141.8 | $ 2,259.7 | $ 2,232.8 |
Department of Defense and Intelligence Agencies | ||||
Revenue from External Customer [Line Items] | ||||
Revenues | 155 | 159.3 | 287.9 | 292.9 |
Federal Civilian | ||||
Revenue from External Customer [Line Items] | ||||
Revenues | 155.7 | 120.7 | 308.8 | 237.1 |
Other | ||||
Revenue from External Customer [Line Items] | ||||
Revenues | $ 8.9 | $ 11.2 | $ 19.6 | $ 19.3 |
Fair Value Measurements (Fair V
Fair Value Measurements (Fair Value Inputs, Liabilities, Quantitative Information) (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2023 | Dec. 31, 2022 | |
Fair Value Inputs, Liabilities, Quantitative Information | ||
Long-term Debt, Gross | $ 1,040.8 | $ 1,072.3 |
Long-term debt | $ 1,035.7 | $ 1,066.6 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value Inputs, Liabilities, Quantitative Information | ||
Fair value level 1 inputs | Level 1 inputs |