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| [March 12, 2013] |
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Engility Reports Fourth Quarter and Full Year 2012 Results; Establishes 2013 Guidance
CHANTILLY, Va. --(Business Wire)--
Engility Holdings, Inc. (NYSE: EGL), a global provider of technical and
professional services for the U.S. Government, today announced financial
results for the fourth quarter and full year ended December 31, 2012.
Fourth Quarter 2012 Results
Total revenue for the fourth quarter was $396 million and operating
income for the quarter was $27 million. Adjusted operating income for
the fourth quarter was $28 million. Net income attributable to Engility
was $41 million, or $2.38 per diluted share. Adjusted net income was $13
million, or $0.77 per diluted share. Information about Engility's use of
non-GAAP financial information is provided below under "Non-GAAP
Measures."
"Our fourth quarter was very solid, as we exceeded our internal top and
bottom line targets and won key IDIQ awards that will provide
opportunities for 2013 and beyond," said Tony Smeraglinolo, President
and CEO of Engility. "These achievements reflect the strength of our
business model and validate that Engility is well positioned to meet the
challenges of today's budget constrained environment. During the fourth
quarter, we also completed our significant cost reduction initiatives
ahead of schedule. This, along with the organizational realignment we
implemented on January 1st, enhances our competitive position
in the market."
"The federal government market remains challenging given current budget
uncertainties. Nevertheless, our long-standing success in supporting our
customers' missions, combined with our enhanced operating efficiencies
and disruptive pricing model is differentiating us from our competition.
These characteristics also are enabling us to provide the mission
critical services our customers require at prices that can ease their
budget constraints. As we enter fiscal year 2013, we will remain focused
on our pure-play services strategy and leveraging our strong current
pipeline of opportunities to further increase shareholder value."
Key Performance Indicators
-
Funded backlog as of December 31, 2012 was $856 million, compared to
$788 million as of the end of the September 2012 quarter.
-
Contract funded orders in the fourth quarter of 2012 were $461
million, representing a book-to-bill ratio of 1.2.
-
Contract funded orders for the full year 2012 were $1.7 billion,
representing a book-to-bill ratio of 1.0.
-
Days sales outstanding at the end of the 2012 fourth quarter were 84
days, compared to 82 days at the end of the September 2012 quarter.
Significant Fourth Quarter 2012 Awards
Key indefinite delivery/indefinite quantity (IDIQ) awards won during the
fourth quarter of 2012, which highlight the breadth of our value-added
service offerings, include:
-
A prime position on a $900 million multiple-award IDIQ contract for
new work to provide Production, Installation, and In-Service Support
(PII) services to the Space and Naval Warfare Systems Center
(SPAWARSYSCEN) Atlantic, Charleston, SC. Under this five year
contract, we will provide a wide array of services, including design,
acquisition, production, integration, testing, installation, lifecycle
support, and configuration management of certified Command, Control,
Communications, Computers, Combat Systems, Intelligence, Surveillance,
and Reconnaissance (C5ISR) capabilities.
-
A prime position on a $750 million multiple-award IDIQ contract for
new work to support the Space and Naval Warfare Systems Center
(SPAWARSYSCEN) Atlantic, Charleston, S.C. Under this five year
contract, we will provide Command, Control, Communications, Computers,
Intelligence, Surveillance and Reconnaissance (C4ISR) and Information
Technical (IT) expertise in support of customers in Charleston,
central Europe and other locations outside the continental United
States.
-
A prime position on a $350 million multiple-award IDIQ contract for
the U.S. Agency for International Development's (USAID) Clean Energy
contract for Non-Critical Priority Countries. Under this five year
contract, we will provide a range of critical activities, from energy
sector reform to increasing human resource capacity related to energy
services and fostering private sector participation and investment.
This new work represents an expansion of energy support services that
our highly skilled team of professionals has been providing on USAID's
behalf for the past 34 years; and
-
A prime position on four domain areas of a multi-million dollar
contract to support the Joint Program Executive Office for Chemical
and Biological Defense (JPEO-CBD). The potential value of this
six-domain IDIQ five year contract is $495 million. For this new work
award, we were selected to provide services in the fields of
engineering and technical support, business and analytical assistance,
information technology and logistics.
Fiscal Year 2012 Results
For fiscal year 2012, the Company reported total revenue of $1.66
billion and a GAAP operating loss of $329 million. Fiscal year 2012
adjusted operating income was $129 million, which excludes a total of
$458 million before tax in spin-off related transaction costs,
realignment costs, legal and settlement costs, and a non-cash goodwill
impairment charge. GAAP net loss attributable to Engility was $350
million, or $21.52 per diluted share. Excluding the above charges,
adjusted net income attributable to Engility was $67 million, or $4.06
per diluted share. We exceeded the revenue and adjusted diluted earnings
per share guidance we issued on November 13, 2012, primarily as a result
of stronger than expected revenue, lower overall costs, and a lower than
anticipated share count. Information about Engility's use of non-GAAP
financial information is provided below under "Non-GAAP Measures."
2013 Outlook
Our guidance for fiscal year 2013 does not reflect the potential impact
of sequestration since it remains uncertain how the current mandated
budget cuts may be implemented. However, our guidance does reflect the
challenging environment we have experienced over the last several months
leading up to the March 1, 2013 sequester deadline. The table below
summarizes our fiscal year 2013 guidance.
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2013 Fiscal Year Outlook
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Revenue
|
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$1.45 billion to $1.55 billion
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GAAP Diluted EPS
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$3.25 - $3.55 *
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Operating cash flow
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$80 million to $100 million
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* 2013 GAAP diluted EPS guidance assumes a weighted-average share count
of approximately 17.5 million shares and a full year effective tax rate
of 40%. Interest expense in 2013 is expected to be approximately $22
million, negatively impacting diluted EPS by approximately $0.38
compared to 2012.
Discontinued Operations
The Global Security Solutions business unit, which historically had been
managed by Engility under the Professional Support Services segment, was
retained by L-3 Communications Holdings, Inc. in connection with the
spin-off and is shown as discontinued operations in Engility's financial
statements.
Non-GAAP Measures
The tables under "Engility Holdings, Inc., Reconciliation of Non-GAAP
Measures" present Adjusted Operating Income, Adjusted Operating Margin,
Earnings before Interest, Taxes, Depreciation, and Amortization
(EBITDA), Adjusted EBITDA, EBITDA Margin, Adjusted EBITDA Margin,
Adjusted Net Income and Adjusted Diluted EPS, reconciled to their most
directly comparable GAAP measure. These financial measures are
calculated and presented on the basis of methodologies other than in
accordance with U.S. generally accepted accounting principles ("Non-GAAP
Measures"). Engility has provided these Non-GAAP Measures to adjust for
the impact of (i) goodwill impairment, (ii) transaction-related-spin-off
costs for the Company's July 2012 spin-off from L-3 Communications
Holdings, Inc., (iii) severance and other costs related to the Company's
strategic realignment announced in September 2012 and (iv) legal
settlement costs. These items have been adjusted because they are not
considered core to the Company's business or otherwise not considered
operational or because these charges are non-cash or non-recurring. The
Company presents these Non-GAAP Measures because management believes
that they are meaningful to understanding Engility's performance during
the periods presented and the Company's ongoing business. Non-GAAP
Measures are not prepared in accordance with GAAP and therefore are not
necessarily comparable to the financial results of other companies.
These Non-GAAP Measures should be considered a supplement to, not a
substitute for, or superior to, the corresponding financial measures
calculated in accordance with GAAP.
CONFERENCE CALL INFORMATION
Engility will host a conference call at 5 P.M. ET on Tuesday, March 12,
2013, to discuss the financial results for the fourth quarter and full
year 2012.
Listeners may access a webcast of the live conference call from the
Investor Relations section of the company's website at http://www.EngilityCorp.com.
Listeners may also access a slide presentation on the website that will
be utilized during the call. Listeners should go to the website at least
15 minutes before the live event to download and install any necessary
audio software.
Listeners may also participate in the conference call by dialing (800)
901-5231 (domestic) or (617) 786-2961 (international) and entering pass
code 51672805.
Approximately two hours after the conference call, a replay will be
available on the company's website. A telephonic replay will also be
available for one year at (888) 286-8010 (domestic) or 617-801-6888
(international) and entering pass code 11907854.
ABOUT ENGILITY CORPORATION
Engility is a "pure-play" government services contractor providing
highly-skilled personnel wherever and whenever they are needed, in a
cost effective manner. Headquartered in Chantilly, Va., Engility is a
leading provider of specialized technical consulting, program and
business support services, engineering and technology lifecycle support,
information technology modernization and sustainment, supply chain
services and logistics management, and training and education for the
U.S. government with approximately 7,800 employees worldwide and sales
of $1.66 billion in fiscal year 2012. To learn more about Engility,
please visit www.engilitycorp.com.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995,
including statements regarding Engility's future prospects, projected
financial results, business plans, and our strategic realignment
completed in the first quarter of 2013. Words such as "may," "will,"
"should," "likely," "anticipates," "expects," "intends," "plans,"
"projects," "believes," "estimates" and similar expressions are also
used to identify these forward-looking statements. These statements are
based on the current beliefs and expectations of Engility's management
and are subject to significant risks and uncertainties. Actual results
may differ from those set forth in the forward-looking statements.
Factors that could cause Engility's actual results to differ materially
from those described in the forward-looking statements can be found
under the heading "Risk Factors" in the Information Statement included
in our Registration Statement on Form 10, as amended, and Quarterly
Report on Form 10-Q for the quarter ended September 28, 2012, which have
been filed with the Securities and Exchange Commission (SEC) and are
available on Engility's website (http://www.engilitycorp.com/investor-relations.html)
and on the SEC's website (www.sec.gov).
Forward-looking statements are made only as of the date hereof, and we
undertake no obligation to update or revise the forward-looking
statements, whether as a result of new information, future events or
otherwise, except as required by law. In addition, historical
information should not be considered as an indicator of future
performance.
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ENGILITY HOLDINGS, INC.
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UNAUDITED CONSOLIDATED AND COMBINED STATEMENTS OF OPERATIONS
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(in thousands, except per share data)
|
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Three Months Ended
|
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Twelve Months Ended
|
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December 31,
2012
|
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December 31,
2011
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Change
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December 31,
2012
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December 31,
2011
|
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Change
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Revenue
|
|
|
$
|
395,684
|
|
|
|
$
|
427,127
|
|
|
|
$
|
(31,443
|
)
|
|
|
$
|
1,555,310
|
|
|
|
$
|
1,903,370
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|
|
$
|
(348,060
|
)
|
|
Revenue from former affiliated entities
|
|
|
|
-
|
|
|
|
|
47,909
|
|
|
|
|
(47,909
|
)
|
|
|
|
100,034
|
|
|
|
|
167,411
|
|
|
|
(67,377
|
)
|
|
Total revenue
|
|
|
|
395,684
|
|
|
|
|
475,036
|
|
|
|
|
(79,352
|
)
|
|
|
|
1,655,344
|
|
|
|
|
2,070,781
|
|
|
|
(415,437
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Costs and expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenue
|
|
|
|
333,641
|
|
|
|
|
369,685
|
|
|
|
|
(36,044
|
)
|
|
|
|
1,315,352
|
|
|
|
|
1,618,421
|
|
|
|
(303,069
|
)
|
|
Cost of revenue from former affiliated entities
|
|
|
|
-
|
|
|
|
|
47,909
|
|
|
|
|
(47,909
|
)
|
|
|
|
100,034
|
|
|
|
|
167,411
|
|
|
|
(67,377
|
)
|
|
Total cost of revenue
|
|
|
|
333,641
|
|
|
|
|
417,594
|
|
|
|
|
(83,953
|
)
|
|
|
|
1,415,386
|
|
|
|
|
1,785,832
|
|
|
|
(370,446
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Selling, general and administrative expenses
|
|
|
|
34,851
|
|
|
|
|
23,316
|
|
|
|
|
11,535
|
|
|
|
|
142,440
|
|
|
|
|
115,908
|
|
|
|
26,532
|
|
|
Goodwill impairment charge
|
|
|
|
-
|
|
|
|
|
76,600
|
|
|
|
|
(76,600
|
)
|
|
|
|
426,436
|
|
|
|
|
76,600
|
|
|
|
349,836
|
|
|
Total costs and expenses
|
|
|
|
368,492
|
|
|
|
|
517,510
|
|
|
|
|
(149,018
|
)
|
|
|
|
1,984,262
|
|
|
|
|
1,978,340
|
|
|
|
5,922
|
|
|
Operating income (loss)
|
|
|
|
27,192
|
|
|
|
|
(42,474
|
)
|
|
|
|
69,666
|
|
|
|
|
(328,918
|
)
|
|
|
|
92,441
|
|
|
|
(421,359
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense
|
|
|
|
(5,830
|
)
|
|
|
|
-
|
|
|
|
|
(5,830
|
)
|
|
|
|
(10,857
|
)
|
|
|
|
-
|
|
|
|
(10,857
|
)
|
|
Other income (expense), net
|
|
|
|
188
|
|
|
|
|
(36
|
)
|
|
|
|
224
|
|
|
|
|
136
|
|
|
|
|
148
|
|
|
|
(12
|
)
|
|
Income (loss) from continuing operations before income taxes
|
|
|
|
21,550
|
|
|
|
|
(42,510
|
)
|
|
|
|
64,060
|
|
|
|
|
(339,639
|
)
|
|
|
|
92,589
|
|
|
|
(432,228
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision (benefit) for income taxes
|
|
|
|
(19,841
|
)
|
|
|
|
13,978
|
|
|
|
|
(33,819
|
)
|
|
|
|
5,156
|
|
|
|
|
66,562
|
|
|
|
(61,406
|
)
|
|
Income (loss) from continuing operations
|
|
|
|
41,391
|
|
|
|
|
(56,488
|
)
|
|
|
|
97,879
|
|
|
|
|
(344,795
|
)
|
|
|
|
26,027
|
|
|
|
(370,822
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from discontinued operations before income taxes
|
|
|
|
-
|
|
|
|
|
(759
|
)
|
|
|
|
759
|
|
|
|
|
(1,017
|
)
|
|
|
|
5,735
|
|
|
|
(6,752
|
)
|
|
Provision (benefit) for income taxes
|
|
|
|
-
|
|
|
|
|
249
|
|
|
|
|
(249
|
)
|
|
|
|
(391
|
)
|
|
|
|
2,777
|
|
|
|
(3,168
|
)
|
|
Income (loss) from discontinued operations, net of tax
|
|
|
|
-
|
|
|
|
|
(1,008
|
)
|
|
|
|
1,008
|
|
|
|
|
(626
|
)
|
|
|
|
2,958
|
|
|
|
(3,584
|
)
|
|
Net income (loss)
|
|
|
$
|
41,391
|
|
|
|
$
|
(57,496
|
)
|
|
|
$
|
98,887
|
|
|
|
$
|
(345,421
|
)
|
|
|
$
|
28,985
|
|
|
$
|
(374,406
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less: Net income attributable to non-controlling interest
|
|
|
|
442
|
|
|
|
|
96
|
|
|
|
|
346
|
|
|
|
|
4,952
|
|
|
|
|
3,126
|
|
|
|
1,826
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) attributable to Engility
|
|
|
$
|
40,949
|
|
|
|
$
|
(57,592
|
)
|
|
|
$
|
98,541
|
|
|
|
$
|
(350,373
|
)
|
|
|
$
|
25,859
|
|
|
$
|
(376,232
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) per share allocable to Engility Holdings, Inc.
common shareholders
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
$
|
2.47
|
|
|
|
$
|
(3.57
|
)
|
|
|
$
|
6.04
|
|
|
|
$
|
(21.52
|
)
|
|
|
$
|
1.60
|
|
|
$
|
(23.12
|
)
|
|
Diluted
|
|
|
$
|
2.38
|
|
|
|
$
|
(3.57
|
)
|
|
|
$
|
5.95
|
|
|
|
$
|
(21.52
|
)
|
|
|
$
|
1.60
|
|
|
$
|
(23.12
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Engility Holdings, Inc. weighted average common shares outstanding
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
|
16,596
|
|
|
|
|
16,118
|
|
|
|
|
|
|
|
|
|
16,281
|
|
|
|
|
16,118
|
|
|
|
|
|
|
Diluted
|
|
|
|
17,228
|
|
|
|
|
16,118
|
|
|
|
|
|
|
|
|
|
16,281
|
|
|
|
|
16,118
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ENGILITY HOLDINGS, INC.
|
|
UNAUDITED CONSOLIDATED AND COMBINED BALANCE SHEETS
|
|
(in thousands, except per share data)
|
|
|
|
|
|
|
|
|
December 31, 2012
|
|
|
December 31, 2011
|
|
Assets:
|
|
|
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
|
27,021
|
|
|
|
|
13,688
|
|
Receivables, net
|
|
|
|
366,236
|
|
|
|
|
394,842
|
|
Other current assets
|
|
|
|
30,658
|
|
|
|
|
23,114
|
|
Income taxes
|
|
|
|
4,174
|
|
|
|
|
-
|
|
Total current assets
|
|
|
|
428,089
|
|
|
|
|
431,644
|
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment, net
|
|
|
|
11,941
|
|
|
|
|
12,629
|
|
Goodwill
|
|
|
|
477,604
|
|
|
|
|
904,040
|
|
Identifiable intangible assets, net
|
|
|
|
100,929
|
|
|
|
|
114,035
|
|
Other assets
|
|
|
|
8,887
|
|
|
|
|
5,473
|
|
Assets related to discontinued operations
|
|
|
|
-
|
|
|
|
|
35,426
|
|
Total assets
|
|
|
$
|
1,027,450
|
|
|
|
$
|
1,503,247
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Equity:
|
|
|
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
Current portion of long-term debt
|
|
|
$
|
50,250
|
|
|
|
$
|
-
|
|
Accounts payable, trade
|
|
|
|
20,725
|
|
|
|
|
53,299
|
|
Accrued employment costs
|
|
|
|
63,278
|
|
|
|
|
72,541
|
|
Accrued expenses
|
|
|
|
76,955
|
|
|
|
|
73,604
|
|
Advance payments and billings in excess of costs incurred
|
|
|
|
24,855
|
|
|
|
|
26,273
|
|
Deferred income taxes, current and income taxes payable
|
|
|
|
10,607
|
|
|
|
|
26,750
|
|
Other current liabilities
|
|
|
|
19,311
|
|
|
|
|
19,170
|
|
Total current liabilities
|
|
|
|
265,981
|
|
|
|
|
271,637
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-term debt
|
|
|
|
284,750
|
|
|
|
|
-
|
|
Deferred income taxes
|
|
|
|
-
|
|
|
|
|
41,636
|
|
Income tax payable
|
|
|
|
68,725
|
|
|
|
|
58,288
|
|
Other liabilities
|
|
|
|
19,683
|
|
|
|
|
29,710
|
|
Liabilities related to discontinued operations
|
|
|
|
-
|
|
|
|
|
8,373
|
|
Total liabilities
|
|
|
|
639,139
|
|
|
|
|
409,644
|
|
|
|
|
|
|
|
|
|
|
|
|
Commitments and contingencies
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity:
|
|
|
|
|
|
|
|
|
|
|
Preferred stock, par value $0.01 per share, 25,000 shares
authorized, none issued or outstanding as of December 31, 2012 and
2011.
|
|
|
|
-
|
|
|
|
|
-
|
|
Common stock, par value $0.01 per share, 175,000 shares authorized,
16,703 shares issued and outstanding as of December 31, 2012 and 0
shares issued and outstanding as of December 31, 2011
|
|
|
|
168
|
|
|
|
|
-
|
|
Additional paid in capital
|
|
|
|
755,638
|
|
|
|
|
-
|
|
Accumulated deficit
|
|
|
|
(380,438
|
)
|
|
|
|
-
|
|
Prior parent company investment
|
|
|
|
-
|
|
|
|
|
1,083,237
|
|
Non-controlling interest
|
|
|
|
12,943
|
|
|
|
|
10,366
|
|
Total equity
|
|
|
|
388,311
|
|
|
|
|
1,093,603
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and equity
|
|
|
$
|
1,027,450
|
|
|
|
$
|
1,503,247
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ENGILITY HOLDINGS, INC.
|
|
UNAUDITED CONSOLIDATED AND COMBINED STATEMENTS OF CASH FLOWS
|
|
(in thousands)
|
|
|
|
|
|
|
|
|
Twelve Months Ended
|
|
|
|
|
December 31, 2012
|
|
|
December 31, 2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
|
$
|
(345,421
|
)
|
|
|
$
|
28,985
|
|
|
Less: net income (loss) from discontinued operations
|
|
|
|
(626
|
)
|
|
|
|
2,958
|
|
|
Income (loss) from continuing operations
|
|
|
$
|
(344,795
|
)
|
|
|
$
|
26,027
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill impairment charge
|
|
|
|
426,436
|
|
|
|
|
76,600
|
|
|
Share-based compensation
|
|
|
|
7,487
|
|
|
|
|
-
|
|
|
Depreciation and amortization
|
|
|
|
18,001
|
|
|
|
|
22,594
|
|
|
Deferred income tax benefit
|
|
|
|
(63,375
|
)
|
|
|
|
(20,814
|
)
|
|
Losses on asset retirements
|
|
|
|
71
|
|
|
|
|
-
|
|
|
Changes in operating assets and liabilities
|
|
|
|
|
|
|
|
|
|
|
|
Receivables
|
|
|
|
28,606
|
|
|
|
|
45,159
|
|
|
Other assets
|
|
|
|
(193
|
)
|
|
|
|
7,400
|
|
|
Accounts payable, trade
|
|
|
|
(32,574
|
)
|
|
|
|
(4,070
|
)
|
|
Accrued employment costs
|
|
|
|
(9,263
|
)
|
|
|
|
(16,609
|
)
|
|
Accrued expenses
|
|
|
|
3,351
|
|
|
|
|
2,109
|
|
|
Advance payments and billings in excess of costs incurred
|
|
|
|
(1,418
|
)
|
|
|
|
9,335
|
|
|
Other liabilities
|
|
|
|
(128
|
)
|
|
|
|
12,700
|
|
|
Net cash provided by operating activities
|
|
|
$
|
32,206
|
|
|
|
$
|
160,431
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing activities:
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures
|
|
|
|
(2,164
|
)
|
|
|
|
(4,795
|
)
|
|
Proceeds from sale of property, plant, and equipment
|
|
|
|
680
|
|
|
|
|
-
|
|
|
Other investing activities
|
|
|
|
-
|
|
|
|
|
1,000
|
|
|
Net cash used in investing activities
|
|
|
$
|
(1,484
|
)
|
|
|
$
|
(3,795
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing activities:
|
|
|
|
|
|
|
|
|
|
|
|
Borrowings from issuance of long-term debt
|
|
|
|
335,000
|
|
|
|
|
-
|
|
|
Dividend paid to prior parent
|
|
|
|
(335,000
|
)
|
|
|
|
-
|
|
|
Borrowings from revolving credit facility
|
|
|
|
30,690
|
|
|
|
|
-
|
|
|
Repayments of revolving credit facility
|
|
|
|
(30,690
|
)
|
|
|
|
-
|
|
|
Debt issuance costs
|
|
|
|
(11,005
|
)
|
|
|
|
-
|
|
|
Proceeds from share-based payment arrangements
|
|
|
|
1,225
|
|
|
|
|
-
|
|
|
Net transfers to prior parent
|
|
|
|
(5,235
|
)
|
|
|
|
(161,800
|
)
|
|
Distributions to non-controlling interest member
|
|
|
|
(2,374
|
)
|
|
|
|
(1,546
|
)
|
|
Other financing activities
|
|
|
|
-
|
|
|
|
|
300
|
|
|
Net cash used in financing activities
|
|
|
$
|
(17,389
|
)
|
|
|
$
|
(163,046
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued Operations:
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities
|
|
|
|
25,952
|
|
|
|
|
4,023
|
|
|
Net cash provided by (used in) financing activities
|
|
|
|
(25,974
|
)
|
|
|
|
535
|
|
|
Cash balance of discontinued operations
|
|
|
|
22
|
|
|
|
|
(22
|
)
|
|
Net cash provided by discontinued operations
|
|
|
$
|
-
|
|
|
|
$
|
4,536
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and cash equivalents
|
|
|
$
|
13,333
|
|
|
|
$
|
(1,874
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents, beginning of period
|
|
|
$
|
13,688
|
|
|
|
$
|
15,562
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents, end of period
|
|
|
$
|
27,021
|
|
|
|
$
|
13,688
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental information
|
|
|
|
|
|
|
|
|
|
|
|
Taxes paid
|
|
|
$
|
15,973
|
|
|
|
$
|
-
|
|
|
Interest paid
|
|
|
$
|
9,167
|
|
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ENGILITY HOLDINGS, INC.
|
|
RECONCILIATION OF NON-GAAP MEASURES
|
|
|
|
The following tables set forth a reconciliation of each of these
Non-GAAP Measures to the most directly comparable GAAP measure for
the periods presented (in thousands, except for ratio and per share
amounts).
|
|
|
|
|
|
ENGILITY HOLDINGS, INC.
|
|
Adjusted Operating Income and Adjusted Operating Margin
|
|
(dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
Twelve Months Ended
|
|
|
|
|
December 31, 2012
|
|
|
December 31, 2011
|
|
|
December 31, 2012
|
|
|
December 31, 2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss)
|
|
|
$
|
27,192
|
|
|
|
$
|
(42,474
|
)
|
|
|
$
|
(328,918
|
)
|
|
|
$
|
92,441
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill impairment charge
|
|
|
|
-
|
|
|
|
|
76,600
|
|
|
|
|
426,436
|
|
|
|
|
76,600
|
|
|
Transaction related spin-off costs
|
|
|
|
-
|
|
|
|
|
5,400
|
|
|
|
|
17,300
|
|
|
|
|
9,100
|
|
|
Realignment costs
|
|
|
|
662
|
|
|
|
|
-
|
|
|
|
|
8,222
|
|
|
|
|
-
|
|
|
Legal and settlement cost
|
|
|
|
272
|
|
|
|
|
-
|
|
|
|
|
5,552
|
|
|
|
|
-
|
|
|
|
|
|
|
934
|
|
|
|
|
82,000
|
|
|
|
|
457,510
|
|
|
|
|
85,700
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted operating income
|
|
|
$
|
28,126
|
|
|
|
$
|
39,526
|
|
|
|
$
|
128,592
|
|
|
|
$
|
178,141
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating margin
|
|
|
|
6.9
|
%
|
|
|
|
-8.9
|
%
|
|
|
|
-19.9
|
%
|
|
|
|
4.5
|
%
|
|
Adjusted operating margin
|
|
|
|
7.1
|
%
|
|
|
|
8.3
|
%
|
|
|
|
7.8
|
%
|
|
|
|
8.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ENGILITY HOLDINGS, INC.
|
|
Adjusted Earnings Per Share
|
|
(in thousands except per share data)
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
Twelve Months Ended
|
|
|
|
|
December 31, 2012
|
|
|
December 31, 2011
|
|
|
December 31, 2012
|
|
|
December 31, 2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted operating income
|
|
|
$
|
28,126
|
|
|
|
$
|
39,526
|
|
|
|
$
|
128,592
|
|
|
|
$
|
178,141
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other items
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense
|
|
|
|
(5,830
|
)
|
|
|
|
-
|
|
|
|
|
(10,857
|
)
|
|
|
|
-
|
|
|
Other income
|
|
|
|
188
|
|
|
|
|
(36
|
)
|
|
|
|
136
|
|
|
|
|
148
|
|
|
Income (loss) from discontinued operations
|
|
|
|
-
|
|
|
|
|
(1,008
|
)
|
|
|
|
(626
|
)
|
|
|
|
2,958
|
|
|
Net income attributable to non-controlling interest
|
|
|
|
(442
|
)
|
|
|
|
(96
|
)
|
|
|
|
(4,952
|
)
|
|
|
|
(3,126
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted net income before provision for income taxes
|
|
|
$
|
22,042
|
|
|
|
$
|
38,386
|
|
|
|
$
|
112,293
|
|
|
|
$
|
178,121
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Estimated provision for taxes (1)
|
|
|
|
8,817
|
|
|
|
|
15,354
|
|
|
|
|
44,917
|
|
|
|
|
71,248
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted net income
|
|
|
$
|
13,225
|
|
|
|
$
|
23,032
|
|
|
|
$
|
67,376
|
|
|
|
$
|
106,873
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Earnings per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) attributable to Engility
|
|
|
$
|
40,949
|
|
|
|
$
|
(57,592
|
)
|
|
|
$
|
(350,373
|
)
|
|
|
$
|
25,859
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) per share allocable to Engility Holdings, Inc.
common shareholders
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
$
|
2.47
|
|
|
|
$
|
(3.57
|
)
|
|
|
$
|
(21.52
|
)
|
|
|
$
|
1.60
|
|
|
Diluted
|
|
|
$
|
2.38
|
|
|
|
$
|
(3.57
|
)
|
|
|
$
|
(21.52
|
)
|
|
|
$
|
1.60
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Engility Holdings, Inc. weighted average common shares outstanding
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
|
16,596
|
|
|
|
|
16,118
|
|
|
|
|
16,281
|
|
|
|
|
16,118
|
|
|
Diluted
|
|
|
|
17,228
|
|
|
|
|
16,118
|
|
|
|
|
16,281
|
|
|
|
|
16,118
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted earnings per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
$
|
0.80
|
|
|
|
$
|
1.43
|
|
|
|
$
|
4.14
|
|
|
|
$
|
6.63
|
|
|
Diluted
|
|
|
$
|
0.77
|
|
|
|
$
|
1.43
|
|
|
|
$
|
4.06
|
|
|
|
$
|
6.63
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted averages shares outstanding
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
|
16,596
|
|
|
|
|
16,118
|
|
|
|
|
16,281
|
|
|
|
|
16,118
|
|
|
Diluted
|
|
|
|
17,228
|
|
|
|
|
16,118
|
|
|
|
|
16,577
|
|
|
|
|
16,118
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) The estimated provision for taxes assumes a 40% tax rate.
|
|
|
|
|
|
ENGILITY HOLDINGS, INC.
|
|
Earnings before interest, taxes, depreciation, and amortization
(EBITDA) and Adjusted EBITDA
|
|
(dollars in thousands)
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
Twelve Months Ended
|
|
|
|
|
December 31, 2012
|
|
|
December 31, 2011
|
|
|
December 31, 2012
|
|
|
December 31, 2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations
|
|
|
$
|
41,391
|
|
|
|
$
|
(56,488
|
)
|
|
|
$
|
(344,795
|
)
|
|
|
$
|
26,027
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest, taxes, depreciation, and amortization
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense
|
|
|
|
5,830
|
|
|
|
|
-
|
|
|
|
|
10,857
|
|
|
|
|
-
|
|
|
Provision (benefit) for income taxes
|
|
|
|
(19,841
|
)
|
|
|
|
13,978
|
|
|
|
|
5,156
|
|
|
|
|
66,562
|
|
|
Depreciation and amortization
|
|
|
|
5,158
|
|
|
|
|
5,103
|
|
|
|
|
18,001
|
|
|
|
|
22,594
|
|
|
EBITDA
|
|
|
$
|
32,538
|
|
|
|
$
|
(37,407
|
)
|
|
|
$
|
(310,781
|
)
|
|
|
$
|
115,183
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments to EBITDA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill Impairment charge
|
|
|
|
-
|
|
|
|
|
76,600
|
|
|
|
|
426,436
|
|
|
|
|
76,600
|
|
|
Transaction related spin-off costs
|
|
|
|
-
|
|
|
|
|
5,400
|
|
|
|
|
17,300
|
|
|
|
|
9,100
|
|
|
Realignment costs
|
|
|
|
662
|
|
|
|
|
-
|
|
|
|
|
8,222
|
|
|
|
|
-
|
|
|
Legal and settlement costs
|
|
|
|
272
|
|
|
|
|
-
|
|
|
|
|
5,552
|
|
|
|
|
-
|
|
|
|
|
|
|
934
|
|
|
|
|
82,000
|
|
|
|
|
457,510
|
|
|
|
|
85,700
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
|
|
$
|
33,472
|
|
|
|
$
|
44,593
|
|
|
|
$
|
146,729
|
|
|
|
$
|
200,883
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA Margin
|
|
|
|
8.2
|
%
|
|
|
|
-7.9
|
%
|
|
|
|
-18.8
|
%
|
|
|
|
5.6
|
%
|
|
Adjusted EBITDA Margin
|
|
|
|
8.5
|
%
|
|
|
|
9.4
|
%
|
|
|
|
8.9
|
%
|
|
|
|
9.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ENGILITY HOLDINGS, INC.
|
|
Segment Information
|
|
(in thousands)
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
|
Year Ended December 31,
|
|
|
|
|
2012
|
|
|
2011
|
|
|
2012
|
|
|
2011
|
|
Revenue
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Professional Support Services
|
|
|
$
|
212,438
|
|
|
|
$
|
264,943
|
|
|
|
$
|
905,320
|
|
|
|
$
|
1,102,430
|
|
|
Mission Support Services
|
|
|
|
193,000
|
|
|
|
|
212,408
|
|
|
|
|
772,928
|
|
|
|
|
978,106
|
|
|
Elimination of intercompany revenue
|
|
|
|
(9,754
|
)
|
|
|
|
(2,315
|
)
|
|
|
|
(22,904
|
)
|
|
|
|
(9,755
|
)
|
|
Total
|
|
|
$
|
395,684
|
|
|
|
$
|
475,036
|
|
|
|
$
|
1,655,344
|
|
|
|
$
|
2,070,781
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Professional Support Services
|
|
|
$
|
8,438
|
|
|
|
$
|
23,768
|
|
|
|
$
|
(331,550
|
)
|
|
|
$
|
90,461
|
|
|
Mission Support Services
|
|
|
|
12,870
|
|
|
|
|
(60,842
|
)
|
|
|
|
26,837
|
|
|
|
|
11,081
|
|
|
Elimination of intercompany income and corporate allocations
|
|
|
|
5,884
|
|
|
|
|
(5,400
|
)
|
|
|
|
(24,205
|
)
|
|
|
|
(9,101
|
)
|
|
Segment total
|
|
|
$
|
27,192
|
|
|
|
$
|
(42,474
|
)
|
|
|
$
|
(328,918
|
)
|
|
|
$
|
92,441
|
|
|
Spin-off-related transaction, costs, goodwill, realignment, and
legal and settlement costs
|
|
|
|
934
|
|
|
|
|
82,000
|
|
|
|
|
457,510
|
|
|
|
|
85,700
|
|
|
Total
|
|
|
$
|
28,126
|
|
|
|
$
|
39,526
|
|
|
|
$
|
128,592
|
|
|
|
$
|
178,141
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ENGILITY HOLDINGS, INC.
|
|
Revision to Costs and Expenses
|
|
(in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Month Period Ending March 30, 2012
|
|
For the Three Month Period Ending June 29, 2012
|
|
For the Three Month Period Ending September 28, 2012
|
|
For the Three
Month Period
Ending
December 31,
2012
|
|
For the Twelve
Month Period
Ending
December 31,
2012
|
|
|
|
Reported
|
|
Adjustment
|
|
Revised
|
|
Reported
|
|
Adjustment
|
|
Revised
|
|
Reported
|
|
Adjustment
|
|
Revised
|
|
Actual
|
|
Actual
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Costs and expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenue
|
|
326,666
|
|
(2,498
|
)
|
|
324,168
|
|
307,674
|
|
(2,195
|
)
|
|
305,479
|
|
354,147
|
|
(2,084
|
)
|
|
352,063
|
|
333,642
|
|
1,315,352
|
|
Cost of revenue from affiliated entities
|
|
48,733
|
|
-
|
|
|
48,733
|
|
46,413
|
|
-
|
|
|
46,413
|
|
4,888
|
|
-
|
|
|
4,888
|
|
-
|
|
100,034
|
|
Total cost of revenue
|
|
375,399
|
|
(2,498
|
)
|
|
372,901
|
|
354,087
|
|
(2,195
|
)
|
|
351,892
|
|
359,035
|
|
(2,084
|
)
|
|
356,951
|
|
333,642
|
|
1,415,386
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general and administrative expenses
|
|
30,729
|
|
2,498
|
|
|
33,227
|
|
33,471
|
|
2,195
|
|
|
35,666
|
|
36,612
|
|
2,084
|
|
|
38,696
|
|
34,851
|
|
142,440
|
|
Goodwill impairment charge
|
|
-
|
|
-
|
|
|
-
|
|
-
|
|
-
|
|
|
-
|
|
426,436
|
|
-
|
|
|
426,436
|
|
-
|
|
426,436
|
|
Total costs and expenses
|
|
406,128
|
|
2,498
|
|
|
406,128
|
|
387,558
|
|
2,195
|
|
|
387,558
|
|
822,083
|
|
2,084
|
|
|
822,083
|
|
368,493
|
|
1,984,262
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Impact of the revision on cost and expenses
|
|
-
|
|
-
|
|
|
-
|
|
-
|
|
-
|
|
|
-
|
|
-
|
|
-
|
|
|
-
|
|
-
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note - During the process of finalizing the year end financial
statements, the Company determined during the first three quarters
of 2012 we improperly classified certain amounts in cost of revenue
that were selling, general and administrative in nature. We have
assessed the impact of the adjustments on the statements of
operations and determined that the periods were not materially
misstated. These changes did not impact the balance sheet or
statements of cash flows. All periods presented in this release have
been revised to reflect this correction.
|
|
|

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|