CACI INTERNATIONAL INC /DE/ [CACI] Filings

10-Q 1 caci-10q_20220331.htm 10-Q caci-10q_20220331.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 March 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 April 13, 2022, there were 23,412,651 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 Shareholder’s Equity	7

	Notes to Condensed Consolidated Financial Statements	8

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	17

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	22

Item 4.	Controls and Procedures	23


PART II:	OTHER INFORMATION

Item 1.	Legal Proceedings	24

Item 1A.	Risk Factors	26

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	26

Item 3.	Defaults Upon Senior Securities	26

Item 4.	Mine Safety Disclosures	26

Item 5.	Other Information	26

Item 6.	Exhibits	27

	Signatures	28

PART I

FINANCIAL INFORMATION

Item 1. Financial Statements

CACI INTERNATIONAL INC

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

(in thousands, except per share data)

	Three Months Ended				Nine Months Ended
	March 31,				March 31,
	2022		2021		2022		2021
Revenues	$	1,583,980	$	1,551,918	$	4,560,656	$	4,480,135
Costs of revenues:
Direct costs		1,022,181		1,000,235		2,970,370		2,887,300
Indirect costs and selling expenses		402,227		369,015		1,114,310		1,071,826
Depreciation and amortization		34,216		31,230		99,484		93,608
Total costs of revenues		1,458,624		1,400,480		4,184,164		4,052,734
Income from operations		125,356		151,438		376,492		427,401
Interest expense and other, net		9,084		8,954		30,491		28,021
Income before income taxes		116,272		142,484		346,001		399,380
Income taxes		20,855		22,140		72,176		78,914
Net income	$	95,417	$	120,344	$	273,825	$	320,466
Basic earnings per share	$	4.08	$	4.83	$	11.67	$	12.81
Diluted earnings per share	$	4.04	$	4.78	$	11.56	$	12.66
Weighted-average basic shares outstanding		23,409		24,935		23,457		25,026
Weighted-average diluted shares outstanding		23,616		25,166		23,687		25,307

See Notes to Unaudited Condensed Consolidated Financial Statements

CACI INTERNATIONAL INC

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

(in thousands)

	Three Months Ended					Nine Months Ended
	March 31,					March 31,
	2022			2021		2022			2021
Net income	$	95,417		$	120,344	$	273,825		$	320,466
Other comprehensive income (loss):
Foreign currency translation adjustment		(5,087	)		440		(11,274	)		21,946
Change in fair value of interest rate swap agreements, net of tax		17,361			6,467		24,999			11,363
Other comprehensive income, net of tax		12,274			6,907		13,725			33,309
Comprehensive income	$	107,691		$	127,251	$	287,550		$	353,775

See Notes to Unaudited Condensed Consolidated Financial Statements

CACI INTERNATIONAL INC

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(in thousands, except per share data)

	March 31,			June 30,
	2022			2021
ASSETS
Current assets:
Cash and cash equivalents	$	125,074		$	88,031
Accounts receivable, net		857,181			879,851
Prepaid expenses and other current assets		210,988			363,294
Total current assets		1,193,243			1,331,176
Goodwill		4,069,954			3,632,578
Intangible assets, net		601,464			476,106
Property, plant and equipment, net		187,363			190,444
Operating lease right-of-use assets		332,844			356,887
Supplemental retirement savings plan assets		100,298			102,984
Accounts receivable, long-term		11,134			12,159
Other long-term assets		80,449			70,038
Total assets	$	6,576,749		$	6,172,372
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Current portion of long-term debt	$	30,625		$	46,920
Accounts payable		218,026			148,636
Accrued compensation and benefits		377,456			409,275
Other accrued expenses and current liabilities		301,335			279,970
Total current liabilities		927,442			884,801
Long-term debt, net of current portion		1,823,240			1,688,919
Supplemental retirement savings plan obligations, net of current portion		104,644			104,490
Deferred income taxes		350,309			327,230
Operating lease liabilities, noncurrent		332,338			363,302
Other long-term liabilities		77,890			138,352
Total liabilities	$	3,615,863		$	3,507,094
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; 42,817 shares issued and 23,413 outstanding at March 31, 2022 and 42,676 shares issued and 23,554 outstanding at June 30, 2021		4,282			4,268
Additional paid-in capital		563,452			484,260
Retained earnings		3,462,912			3,189,087
Accumulated other comprehensive loss		(22,566	)		(36,291	)
Treasury stock, at cost (19,404 and 19,122 shares, respectively)		(1,047,329	)		(976,181	)
Total CACI shareholders’ equity		2,960,751			2,665,143
Noncontrolling interest		135			135
Total shareholders’ equity		2,960,886			2,665,278
Total liabilities and shareholders’ equity	$	6,576,749		$	6,172,372

See Notes to Unaudited Condensed Consolidated Financial Statements

CACI INTERNATIONAL INC

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

(in thousands)

	Nine Months Ended
	March 31,
	2022			2021
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	273,825		$	320,466
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		99,484			93,608
Amortization of deferred financing costs		1,712			1,743
Loss on extinguishment of debt		891			—
Non-cash lease expense		51,449			57,800
Stock-based compensation expense		23,085			23,841
Deferred income taxes		2,813			(585	)
Changes in operating assets and liabilities, net of effect of business acquisitions:
Accounts receivable, net		66,953			(18,826	)
Prepaid expenses and other assets		(27,227	)		(27,068	)
Accounts payable and other accrued expenses		23,056			27,933
Accrued compensation and benefits		(84,466	)		41,691
Income taxes payable and receivable		201,112			10,102
Operating lease liabilities		(54,575	)		(55,274	)
Long-term liabilities		14,901			25,085
Net cash provided by operating activities		593,013			500,516
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures		(38,742	)		(51,273	)
Acquisition of businesses, net of cash acquired		(615,769	)		(355,452	)
Other		923			2,744
Net cash used in investing activities		(653,588	)		(403,981	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from borrowings under bank credit facilities		2,087,095			2,478,500
Principal payments made under bank credit facilities		(1,965,386	)		(2,062,690	)
Payment of financing costs under bank credit facilities		(6,286	)		—
Proceeds from employee stock purchase plans		7,398			6,840
Repurchases of common stock		(7,301	)		(506,629	)
Payment of taxes for equity transactions		(14,685	)		(19,567	)
Net cash provided by (used in) financing activities		100,835			(103,546	)
Effect of exchange rate changes on cash and cash equivalents		(3,217	)		5,366
Net change in cash and cash equivalents		37,043			(1,645	)
Cash and cash equivalents at beginning of period		88,031			107,236
Cash and cash equivalents at end of period	$	125,074		$	105,591
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid (refunds received) during the period for income taxes	$	(146,985	)	$	48,855
Cash paid during the period for interest	$	27,298		$	25,405
Non-cash financing and investing activities:
Landlord sponsored tenant incentives	$	2,256		$	15,468
Accrued capital expenditures	$	952		$	1,075

See Notes to Unaudited Condensed Consolidated Financial Statements

CACI INTERNATIONAL INC

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (UNAUDITED)

(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 December 31, 2021		42,810	$	4,281	$	555,968		$	3,367,495	$	(34,840	)		19,404		$	(1,047,329	)	$	2,845,575		$	135	$	2,845,710
Net income		—		—		—			95,417		—			—			—			95,417			—		95,417
Stock-based compensation expense		—		—		8,387			—		—			—			—			8,387			—		8,387
Tax withholdings on restricted share vestings		7		1		(773	)		—		—			—			—			(772	)		—		(772	)
Other comprehensive income, net of tax		—		—		—			—		12,274			—			—			12,274			—		12,274
Repurchases of common stock		—		—		(130	)		—		—			9			(2,176	)		(2,306	)		—		(2,306	)
Treasury stock issued under stock purchase plans		—		—		—			—		—			(9	)		2,176			2,176			—		2,176
Balance at March 31, 2022		42,817	$	4,282	$	563,452		$	3,462,912	$	(22,566	)		19,404		$	(1,047,329	)	$	2,960,751		$	135	$	2,960,886

Balance at December 31, 2020		42,663	$	4,266	$	570,176		$	2,931,766	$	(45,883	)		17,432		$	(576,181	)	$	2,884,144		$	135	$	2,884,279
Net income		—		—		—			120,344		—			—			—			120,344			—		120,344
Stock-based compensation expense		—		—		8,800			—		—			—			—			8,800			—		8,800
Tax withholdings on restricted share vestings		9		1		(905	)		—		—			—			—			(904	)		—		(904	)
Other comprehensive income, net of tax		—		—		—			—		6,907			—			—			6,907			—		6,907
Repurchases of common stock		—		—		(100,032	)		—		—			1,699			(402,177	)		(502,209	)		—		(502,209	)
Treasury stock issued under stock purchase plans

CACI INTERNATIONAL INC /DE/ [CACI] Filings
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]