SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended March 31, 2003
Commission File Number 0-8401
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.) |
1100 North Glebe Road, Arlington, VA 22201
(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 |
Name of each exchange on which registered | |
| None |
None |
Securities registered pursuant to Section 12(g) of the Act:
CACI International Inc Common Stock, $0.10 par value
(Title of each class)
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 x No ¨.
Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of April 30, 2003: CACI International Inc Common Stock, $0.10 par value, 28,722,146 shares.
CACI INTERNATIONAL INC AND SUBSIDIARIES
| PART I: FINANCIAL INFORMATION |
Page | |||
| Item 1. |
Financial Statements |
|||
| 3 | ||||
| 4 | ||||
| Condensed Consolidated Balance Sheets as of March 31, 2003 (Unaudited) and June 30, 2002 |
5 | |||
| 6 | ||||
| 7 | ||||
| Notes to Unaudited Condensed Consolidated Financial Statements |
8 | |||
| Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
15 | ||
| PART II: OTHER INFORMATION |
||||
| Item 3. |
20 | |||
| Item 4. |
20 | |||
| Item 5. |
21 | |||
| Item 6. |
21 | |||
| Exhibit 99. |
22 | |||
| 24 | ||||
| 25 | ||||
2
PART 1
FINANCIAL INFORMATION
Item 1. Financial Statements
CACI INTERNATIONAL INC AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(in thousands, except per share data)
| Three Months Ended March 31, | |||||||
| 2003 |
2002 | ||||||
| Revenue |
$ |
222,016 |
|
$ |
182,818 | ||
| Costs and expenses |
|||||||
| Direct costs |
|
139,427 |
|
|
114,112 | ||
| Indirect costs and selling expenses |
|
61,696 |
|
|
51,053 | ||
| Depreciation and amortization |
|
3,040 |
|
|
3,088 | ||
| Total operating expenses |
|
204,163 |
|
|
168,253 | ||
| Income from operations |
|
17,853 |
|
|
14,565 | ||
| Interest (income) expense |
|
(477 |
) |
|
718 | ||
| Income before income taxes |
|
18,330 |
|
|
13,847 | ||
| Income taxes |
|
6,872 |
|
|
5,259 | ||
| Net income |
$ |
11,458 |
|
$ |
8,588 | ||
| Basic earnings per share |
$ |
0.40 |
|
|
0.34 | ||
| Average shares outstanding |
|
28,718 |
|
|
25,141 | ||
| Diluted earnings per share |
$ |
0.39 |
|
|
0.33 | ||
| Average shares and equivalent shares outstanding |
|
29,461 |
|
|
26,033 | ||
See notes to condensed consolidated financial statements (unaudited)
3
CACI INTERNATIONAL INC AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(in thousands, except per share data)
| Nine Months Ended March 31, |
||||||||
| 2003 |
2002 |
|||||||
| Revenue |
$ |
614,505 |
|
$ |
490,962 |
| ||
| Costs and expenses |
||||||||
| Direct costs |
|
380,038 |
|
|
302,199 |
| ||
| Indirect costs and selling expenses |
|
176,398 |
|
|
141,716 |
| ||
| Depreciation and amortization |
|
8,730 |
|
|
8,635 |
| ||
| Total operating expenses |
|
565,166 |
|
|
452,550 |
| ||
| Income from operations |
|
49,339 |
|
|
38,412 |
| ||
| Interest (income) expense |
|
(958 |
) |
|
1,939 |
| ||
| Income before income taxes |
|
50,297 |
|
|
36,473 |
| ||
| Income taxes |
|
18,863 |
|
|
13,856 |
| ||
| Income from continuing operations |
|
31,434 |
|
|
22,617 |
| ||
| Discontinued operations |
||||||||
| Loss from operations from discontinued Marketing Systems Group (less applicable income tax benefit of $128) |
|
— |
|
|
(209 |
) | ||
| Loss on disposal of Marketing Systems Group including provision of $284 for operating losses during phase-out period (less applicable income tax benefit of $766) |
|
— |
|
|
(1,250 |
) | ||
| Net income |
$ |
31,434 |
|
$ |
21,158 |
| ||
| Basic earnings per share |
||||||||
| Income from continuing operations |
$ |
1.10 |
|
$ |
0.95 |
| ||
| Loss from discontinued operations of Marketing Systems Group |
|
— |
|
|
(0.01 |
) | ||
| Loss on disposal of Marketing Systems Group |
|
— |
|
|
(0.05 |
) | ||
| Net Income |
$ |
1.10 |
|
$ |
0.89 |
| ||
| Average shares outstanding |
|
28,620 |
|
|
23,850 |
| ||
| Diluted earnings per share |
||||||||
| Income from continuing operations |
$ |
1.07 |
|
$ |
0.92 |
| ||
| Loss from discontinued operations of Marketing Systems Group |
|
— |
|
|
(0.01 |
) | ||
| Loss on disposal of Marketing Systems Group |
|
— |
|
|
(0.05 |
) | ||
| Net income |
$ |
1.07 |
|
$ |
0.86 |
| ||
| Average shares and equivalent shares outstanding |
|
29,420 |
|
|
24,663 |
| ||
See notes to condensed consolidated financial statements (unaudited)
4
CACI INTERNATIONAL INC AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(dollars in thousands)
| March 31, 2003 |
June 30, 2002 |
|||||||
| ASSETS |
|
(unaudited |
) |
|||||
| Current assets |
||||||||
| Cash and equivalents |
$ |
92,659 |
|
$ |
131,049 |
| ||
| Marketable securities |
|
15,265 |
|
|
20,019 |
| ||
| Accounts receivable: |
||||||||
| Billed |
|
167,702 |
|
|
137,296 |
| ||
| Unbilled |
|
17,162 |
|
|
10,482 |
| ||
| Total accounts receivable |
|
184,864 |
|
|
147,778 |
| ||
| Deferred income taxes |
|
384 |
|
|
364 |
| ||
| Deferred contract costs |
|
2,517 |
|
|
1,949 |
| ||
| Prepaid expenses and other |
|
4,805 |
|
|
4,970 |
| ||
| Total current assets |
|
300,494 |
|
|
306,129 |
| ||
| Property and equipment, net |
|
15,362 |
|
|
14,973 |
| ||
| Accounts receivable, long term |
|
7,961 |
|
|
8,198 |
| ||
| Goodwill |
|
158,927 |
|
|
124,219 |
| ||
| Other assets |
|
17,513 |
|
|
15,168 |
| ||
| Intangible assets |
|
22,136 |
|
|
10,228 |
| ||
| Deferred contract costs, long term |
|
562 |
|
|
0 |
| ||
| Deferred income taxes |
|
0 |
|
|
1,749 |
| ||
| Total assets |
$ |
522,955 |
|
$ |
480,664 |
| ||
| LIABILITIES AND SHAREHOLDERS’ EQUITY |
||||||||
| Current liabilities |
||||||||
| Notes payable |
$ |
8,220 |
|
$ |
8,667 |
| ||
| Accounts payable |
|
16,823 |
|
|
6,482 |
| ||
| Other accrued expenses |
|
29,284 |
|
|
20,448 |
| ||
| Accrued compensation and benefits |
|
38,456 |
|
|
33,644 |
| ||
| Income taxes payable |
|
4,549 |
|
|
4,648 |
| ||
| Deferred income taxes |
|
2,023 |
|
|
3,476 |
| ||
| Total current liabilities |
|
99,355 |
|
|
77,365 |
| ||