CACI INTERNATIONAL INC /DE/ [CACI] Filings

10-Q 1 caci-10q_20221231.htm 10-Q caci-10q_20221231.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 31, 2022

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 001-31400

CACI International Inc

(Exact name of registrant as specified in its charter)

Delaware

54-1345888

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

12021 Sunset Hills Road, Reston, VA 20190

(Address of principal executive offices)

(703) 841-7800

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	CACI	New York Stock Exchange

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of January 12, 2023, there were 23,508,119 shares outstanding of CACI International Inc’s common stock, par value $0.10 per share.

CACI INTERNATIONAL INC

		PAGE
PART I:	FINANCIAL INFORMATION

Item 1.	Financial Statements (Unaudited)

	Condensed Consolidated Statements of Operations	3

	Condensed Consolidated Statements of Comprehensive Income	4

	Condensed Consolidated Balance Sheets	5

	Condensed Consolidated Statements of Cash Flows	6

	Condensed Consolidated Statements of Shareholders’ Equity	7

	Notes to Condensed Consolidated Financial Statements	8

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	16

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	21

Item 4.	Controls and Procedures	22


PART II:	OTHER INFORMATION

Item 1.	Legal Proceedings	23

Item 1A.	Risk Factors	25

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	25

Item 3.	Defaults Upon Senior Securities	25

Item 4.	Mine Safety Disclosures	25

Item 5.	Other Information	25

Item 6.	Exhibits	26

	Signatures	27

PART I

FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

CACI INTERNATIONAL INC

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

	Three Months Ended				Six Months Ended
	December 31,				December 31,
	2022		2021		2022		2021
Revenues	$	1,649,416	$	1,485,778	$	3,255,175	$	2,976,676
Costs of revenues:
Direct costs		1,094,314		974,018		2,150,086		1,948,189
Indirect costs and selling expenses		388,303		354,977		770,384		712,083
Depreciation and amortization		35,932		32,676		71,035		65,268
Total costs of revenues		1,518,549		1,361,671		2,991,505		2,725,540
Income from operations		130,867		124,107		263,670		251,136
Interest expense and other, net		19,942		11,009		36,135		21,407
Income before income taxes		110,925		113,098		227,535		229,729
Income taxes		23,824		22,799		51,309		51,321
Net income	$	87,101	$	90,299	$	176,226	$	178,408
Basic earnings per share	$	3.71	$	3.86	$	7.51	$	7.60
Diluted earnings per share	$	3.68	$	3.83	$	7.44	$	7.52
Weighted-average basic shares outstanding		23,506		23,399		23,463		23,480
Weighted-average diluted shares outstanding		23,676		23,598		23,677		23,722

See Notes to Unaudited Condensed Consolidated Financial Statements

CACI INTERNATIONAL INC

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands)

	Three Months Ended					Six Months Ended
	December 31,					December 31,
	2022			2021		2022			2021
Net income	$	87,101		$	90,299	$	176,226		$	178,408
Other comprehensive income (loss):
Foreign currency translation adjustment		17,123			575		(366	)		(6,187	)
Change in fair value of interest rate swap agreements, net of tax		(1,516	)		5,424		14,013			7,638
Other comprehensive income, net of tax		15,607			5,999		13,647			1,451
Comprehensive income	$	102,708		$	96,298	$	189,873		$	179,859

See Notes to Unaudited Condensed Consolidated Financial Statements

CACI INTERNATIONAL INC

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except per share data)

	December 31,			June 30,
	2022			2022
ASSETS
Current assets:
Cash and cash equivalents	$	114,738		$	114,804
Accounts receivable, net		868,629			926,144
Prepaid expenses and other current assets		191,811			168,690
Total current assets		1,175,178			1,209,638
Goodwill		4,063,834			4,058,291
Intangible assets, net		543,058			581,385
Property, plant and equipment, net		195,567			205,622
Operating lease right-of-use assets		301,012			317,359
Supplemental retirement savings plan assets		95,752			96,114
Accounts receivable, long-term		11,843			10,199
Other long-term assets		168,305			150,823
Total assets	$	6,554,549		$	6,629,431
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Current portion of long-term debt	$	30,625		$	30,625
Accounts payable		270,768			303,443
Accrued compensation and benefits		345,779			405,722
Other accrued expenses and current liabilities		334,476			287,571
Total current liabilities		981,648			1,027,361
Long-term debt, net of current portion		1,534,961			1,702,148
Supplemental retirement savings plan obligations, net of current portion		103,512			102,127
Deferred income taxes		273,626			356,841
Operating lease liabilities, noncurrent		296,637			315,315
Other long-term liabilities		113,919			72,096
Total liabilities	$	3,304,303		$	3,575,888
COMMITMENTS AND CONTINGENCIES
Shareholders’ equity:
Preferred stock $0.10 par value, 10,000 shares authorized, no shares issued or outstanding		—			—
Common stock $0.10 par value, 80,000 shares authorized; 42,911 shares issued and 23,508 outstanding at December 31, 2022 and 42,820 shares issued and 23,416 outstanding at June 30, 2022		4,291			4,282
Additional paid-in capital		578,470			571,650
Retained earnings		3,732,107			3,555,881
Accumulated other comprehensive loss		(17,429	)		(31,076	)
Treasury stock, at cost (19,404 and 19,404 shares, respectively)		(1,047,328	)		(1,047,329	)
Total CACI shareholders’ equity		3,250,111			3,053,408
Noncontrolling interest		135			135
Total shareholders’ equity		3,250,246			3,053,543
Total liabilities and shareholders’ equity	$	6,554,549		$	6,629,431

See Notes to Unaudited Condensed Consolidated Financial Statements

CACI INTERNATIONAL INC

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

	Six Months Ended
	December 31,
	2022			2021
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	176,226		$	178,408
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		71,035			65,268
Amortization of deferred financing costs		1,126			1,147
Loss on extinguishment of debt		—			891
Non-cash lease expense		34,909			33,943
Stock-based compensation expense		20,196			14,698
Deferred income taxes		(48,320	)		(1,962	)
Changes in operating assets and liabilities, net of effect of business acquisitions:
Accounts receivable, net		55,518			72,650
Prepaid expenses and other assets		(30,322	)		(24,701	)
Accounts payable and other accrued expenses		28,157			39,535
Accrued compensation and benefits		(59,917	)		(89,752	)
Income taxes payable and receivable		(5,110	)		46,402
Operating lease liabilities		(40,050	)		(34,169	)
Long-term liabilities		3,642			6,407
Net cash provided by operating activities		207,090			308,765
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures		(25,670	)		(21,632	)
Acquisition of businesses, net of cash acquired		—			(609,356	)
Other		—			923
Net cash used in investing activities		(25,670	)		(630,065	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from borrowings under bank credit facilities		1,101,500			1,735,095
Principal payments made under bank credit facilities		(1,269,813	)		(1,356,230	)
Payment of financing costs under bank credit facilities		—			(6,286	)
Proceeds from employee stock purchase plans		5,288			5,221
Repurchases of common stock		(5,286	)		(4,995	)
Payment of taxes for equity transactions		(13,269	)		(13,956	)
Net cash (used in) provided by financing activities		(181,580	)		358,849
Effect of exchange rate changes on cash and cash equivalents		94			(1,477	)
Net change in cash and cash equivalents		(66	)		36,072
Cash and cash equivalents at beginning of period		114,804			88,031
Cash and cash equivalents at end of period	$	114,738		$	124,103
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the period for income taxes, net of refunds	$	100,400		$	4,509
Cash paid during the period for interest	$	27,654		$	19,042
Non-cash financing and investing activities:
Landlord sponsored tenant incentives	$	1,908		$	1,178
Accrued capital expenditures	$	736		$	813

See Notes to Unaudited Condensed Consolidated Financial Statements

CACI INTERNATIONAL INC

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(in thousands)

	Common Stock Shares Amount				Additional Paid-in Capital			Retained Earnings		Accumulated Other Comprehensive Income (Loss)			Treasury Stock Shares Amount						Total CACI Shareholders’ Equity			Noncontrolling Interest		Total Shareholders’ Equity
Balance at September 30, 2022		42,826	$	4,283	$	579,511		$	3,645,006	$	(33,036	)		19,404		$	(1,047,329	)	$	3,148,435		$	135	$	3,148,570
Net income		—		—		—			87,101		—			—			—			87,101			—		87,101
Stock-based compensation expense		—		—		11,757			—		—			—			—			11,757			—		11,757
Tax withholdings on restricted share vestings		85		8		(12,679	)		—		—			—			—			(12,671	)		—		(12,671	)
Other comprehensive income, net of tax		—		—		—			—		15,607			—			—			15,607			—		15,607
Repurchases of common stock		—		—		(143	)		—		—			10			(2,496	)		(2,639	)		—		(2,639	)
Treasury stock issued under stock purchase plans		—		—		24			—		—			(10	)		2,497			2,521			—		2,521
Balance at December 31, 2022		42,911	$	4,291	$	578,470		$	3,732,107	$	(17,429	)		19,404		$	(1,047,328	)	$	3,250,111		$	135	$	3,250,246

Balance at September 30, 2021		42,710	$	4,271	$	561,688		$	3,277,196	$	(40,839	)		19,404		$	(1,047,329	)	$	2,754,987		$	135	$	2,755,122
Net income		—		—		—			90,299		—			—			—			90,299			—		90,299
Stock-based compensation expense		—		—		8,029			—		—			—			—			8,029			—		8,029
Tax withholdings on restricted share vestings		100		10		(13,536	)		—		—			—			—			(13,526	)		—		(13,526	)
Other comprehensive income, net of tax		—		—		—			—		5,999			—			—			5,999			—		5,999
Repurchases of common stock		—		—		(213	)		—		—			9			(2,310	)		(2,523	)		—		(2,523	)
Treasury stock issued under stock purchase plans		—		—		—			—		—			(9	)

CACI INTERNATIONAL INC /DE/ [CACI] Filings
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10-K	[2022-08-11]
10-Q	[2022-04-28]
10-Q	[2022-01-27]
10-Q	[2021-10-28]
10-K	[2021-08-17]
10-Q	[2021-04-22]
10-Q	[2021-01-28]
10-Q	[2020-10-30]
10-K	[2020-08-14]
10-Q	[2020-04-30]
10-Q	[2020-01-30]
10-Q	[2019-11-01]
10-K	[2019-08-21]
10-Q	[2019-05-02]
10-Q	[2019-02-01]
10-Q	[2018-11-02]
10-K	[2018-08-20]
10-Q	[2018-05-04]
10-Q	[2018-02-01]
10-Q	[2017-11-06]
10-K	[2017-08-21]
10-Q	[2017-05-05]
10-Q	[2017-02-03]
10-Q	[2016-10-28]
10-K	[2016-08-24]
10-Q	[2016-05-02]
10-Q	[2016-02-05]
10-Q	[2015-10-30]
10-K	[2015-08-21]
10-Q	[2015-05-01]
10-Q	[2015-01-30]
10-Q	[2014-11-04]
10-K	[2014-08-28]
10-Q	[2014-05-05]
10-Q	[2014-02-06]
10-Q	[2013-11-01]
10-K	[2013-08-27]
10-Q	[2013-05-06]
10-Q	[2013-02-01]
10-Q	[2012-11-02]
10-K	[2012-08-28]
10-Q	[2012-05-04]
10-Q	[2012-02-06]