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8-K - EGL 15Q1 EARNINGS RELEASE - Engility Holdings, Inc.egl8-kearningsrelease15q1.htm
Exhibit 99.1

___________________________________________________________________

Engility Reports First Quarter 2015 Results

Closed the TASC acquisition and integration efforts progressing well; first quarter 2015 financial results include one month of TASC's performance and $28 million of acquisition-related expenses
First quarter 2015 revenue of $403 million
Adjusted diluted EPS of $0.40 and adjusted EBITDA of $33 million
Funded order book-to-bill ratio of 1.1x

CHANTILLY, VA - May 11, 2015, Engility Holdings, Inc. (NYSE: EGL) today announced financial results for the first quarter ended March 31, 2015, which include one month of TASC's performance and $28 million of acquisition-related expenses.
First Quarter 2015 Results
For the first quarter of 2015, the Company reported total revenue of $403 million. GAAP operating income was $0.3 million and GAAP operating margin was 0.1%. GAAP net loss attributable to Engility was $13 million, or $0.55 per diluted share. Cash flow used in operating activities was $48 million, which reflects $46 million of various acquisition-related payments in the quarter.
Adjusted operating income was $29 million and adjusted operating margin was 7.1%. Adjusted net income attributable to Engility was $10 million, or $0.40 per diluted share. Adjusted EBITDA was $33 million.
Adjusted net income, operating margin and EBITDA excludes $23 million of TASC acquisition and integration costs, and $1 million of restructuring and legal and settlement costs. Adjusted operating margin and net income also excludes $4 million of amortization of intangible asset expenses associated with the TASC and DRC acquisitions. In addition, adjusted net income excludes $5 million of bank fees previously capitalized and included in interest expense. Information about our use of non-GAAP financial information is provided below under "Non-GAAP Measures."
“I am pleased with our performance in the first quarter," said Tony Smeraglinolo, President and CEO of Engility. “We achieved financial results that were in-line with our expectations, and for the third consecutive quarter, we reported a funded order book-to-bill ratio that exceeded 1.0x. We also closed the TASC acquisition and our integration efforts are progressing well, which should enable us to achieve our synergy targets. While our proposal activity remains strong, we continue to encounter significant headwinds associated with the extended length of time it takes from proposal submission to contract award to revenue generation.”
Key Performance Indicators for the First Quarter of 2015
Contract funded orders were $430 million and the funded order book-to-bill ratio was 1.1x.
Funded backlog was $938 million.
Days sales outstanding (DSO), net of advanced payments and pro forma to include three months of revenue from TASC, was 63 days.
Significant First Quarter 2015 Awards
Awarded a $35 million contract to support tactical warfare training for the U.S. Navy's Pacific Theater forces. Under this contract, Engility will develop and execute simulation-based war games that will support training for the Tactical Training Group Pacific, Expeditionary Warfare Training Group Pacific and Tactical Training Group Pacific Detachment, Yokosuka, Japan. Specifically, Engility will configure and manage databases, interfaces between the simulations, networks and C4I systems. During war game execution, Engility also will conduct role-playing with the forces and interact with the training audience.
Awarded a $24 million contract by the U.S. Agency for International Development (USAID) to provide specialized technical assistance in Senegal, supporting the Feed the Future program and its goal to improve food security in developing countries. Under the Naatal Mbay project, Engility will provide on-the-ground support to strengthen and improve agricultural production, natural resource management and marketing in key agricultural value chains.
Awarded a prime position on the $7.2 billion Global Intelligence Support Services (GISS) Indefinite Delivery/Indefinite Quantity (IDIQ) multiple-award contract administered by the U.S. Army Intelligence and Security Command. Support




services under the GISS contract will include the following areas: intelligence and security operations; information operations; mission support for facilities management, logistics, training and intelligence systems support; and sustainment services - including program management, strategic planning, administrative and requirements analysis services.
Awarded a prime position on a multiple-award IDIQ contract with a $1 billion ceiling value to provide technical advisory services to USAID. Under this contract, Engility will provide a range of technical services, including multi-year projects, to USAID/Washington bureaus and USAID missions worldwide. The focus of this work will be to promote food security and advance development through improvements to water, supply, sanitation and hygiene, and the sound management of water resources.
Awarded a prime position on the Network-Centric Solutions-2 (NETCENTS-2) Application Services Full and Open multiple-award IDIQ contract. This contract vehicle, which has a ceiling value of $960 million, was awarded by the U.S. Air Force Business and Enterprise Systems Directorate, and will support a range of activities, including network operations, network management and defense, and enterprise-level security, management, implementation and operations.
Fiscal Year 2015 Guidance
We are reiterating the fiscal year 2015 financial guidance we issued on March 24, 2015 based on our first quarter 2015 financial results and our outlook for the remainder of 2015. The table below summarizes our fiscal year 2015 guidance and includes approximately 10 months of TASC's expected financial results since the acquisition closed on February 26, 2015.
 
 
Outlook for Fiscal Year 2015
Revenue
 
$2.0 billion - $2.3 billion
GAAP Diluted EPS (1)
 
($0.05) - $0.45
Adjusted Diluted EPS (1)
 
$1.70 - $2.20
Adjusted EBITDA (1)
 
$190 million - $220 million
GAAP operating cash flow
 
$50 million - $60 million

(1) 2015 GAAP and adjusted diluted EPS guidance assumes weighted average outstanding shares of approximately 34 million. GAAP diluted EPS assumes a full-year effective tax rate of approximately 35 percent excluding non-deductible one-time costs associated with the TASC acquisition. Adjusted diluted EPS assumes 2015 net cash tax payments of approximately $5 million. Our adjusted diluted EPS and adjusted EBITDA guidance excludes approximately $70 million to $75 million of amortization of acquired intangible assets, and deal and integration costs associated with the TASC acquisition.
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, among other things, the impact of transaction and integration costs and amortization expenses related to our acquisitions of TASC and DRC, as well as restructuring and legal and 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 similarly titled metrics or 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 May 11, 2015, to discuss the financial results for our first quarter 2015.
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 also may access a slide presentation on the website which summarizes our 2015 first quarter results and our fiscal year 2015 guidance. Listeners should go to the website at least 15 minutes before the live event to download and install any necessary audio software.
Listeners also may participate in the conference call by dialing (866) 578-5771 (domestic) or (617) 213-8055 (international) and entering pass code 61518500.




A replay will be available on the Company's website approximately two hours after the conference call and continuing for one year. A telephonic replay also will be available through May 18, 2015 at (888) 286-8010 (domestic) or (617) 801-6888 (international) and entering pass code 29695969.
ABOUT ENGILITY
Engility is a pure-play government services provider that delivers highly skilled personnel wherever, whenever they are needed in a cost-efficient manner. The Company proudly serves customers that span the federal services market including the Department of Defense, the Intelligence community, Space and Federal Civilian agencies. Headquartered in Chantilly, Virginia, 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. 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, estimated integration costs and acquisition related amortization expenses, business plans, as well as the TASC transaction and its expected benefits and the timing of such benefits. 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" included in our Annual Report on Form 10-K for the year ended December 31, 2014, and more recent documents that have been filed with the Securities and Exchange Commission (SEC) and are available on the investor relations section of Engility’s website (http://www.engilitycorp.com) 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.
Media:                                Investor Relations:
Eric Ruff                            Dave Spille
Engility Holdings, Inc.                        Engility Holdings, Inc.
(703) 375-6463                            (703) 375-4221
eric.ruff@engilitycorp.com                     dave.spille@engilitycorp.com







ENGILITY HOLDINGS, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)

 
Three Months Ended
 
March 31, 2015
 
March 31, 2014
 
Change
Revenue
$
402,647

 
$
338,824

 
$
63,823

Costs and expenses
 
 
 
 
 
Cost of revenue
343,465

 
292,389

 
51,076

Selling, general and administrative expenses
58,879

 
26,750

 
32,129

Total costs and expenses
402,344

 
319,139

 
83,205

Operating income
303

 
19,685

 
(19,382
)
Interest expense, net
18,594

 
3,057

 
15,537

Other expenses, net
(27
)
 

 
(27
)
Income (loss) before income taxes
(18,318
)
 
16,628

 
(34,946
)
Provision (benefit) for income taxes
(5,677
)

6,811

 
(12,488
)
Net income (loss)
(12,641
)
 
9,817

 
(22,458
)
Less: Net income attributable to non-controlling interest
726


946

 
(220
)
Net income (loss) attributable to Engility
$
(13,367
)

$
8,871

 
$
(22,238
)
 
 
 
 
 
 
Earnings (loss) per share attributable to Engility
 
 
 
 
 
Basic
$
(0.55
)
 
$
0.52

 
$
(1.07
)
Diluted
$
(0.55
)
 
$
0.50

 
$
(1.05
)
 
 
 
 
 
 
Weighted average number of shares outstanding
 
 
 
 
 
Basic
24,379

 
16,993

 
 
Diluted
24,379


17,894

 
 






ENGILITY HOLDINGS, INC.
UNAUDITED CONSOLIDATED BALANCE SHEETS
(in thousands)

 
As of
 
March 31, 2015
 
December 31, 2014
Assets:
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
32,223

 
$
7,123

Receivables, net
434,738

 
286,403

Prepaid and deferred income taxes, current, net
33,890

 
296

Other current assets
31,980

 
27,488

Total current assets
532,831

 
321,310

Property, plant and equipment, net
34,009

 
19,839

Goodwill
1,383,518

 
644,554

Identifiable intangible assets, net
477,403

 
123,549

Deferred tax assets
178,092

 
4,793

Other assets
27,168

 
8,591

Total assets
$
2,633,021

 
$
1,122,636

 
 
 
 
Liabilities and Equity:
 
 
 
Current liabilities:
 
 
 
Current portion of long-term debt
$
8,447

 
$
13,750

Accounts payable, trade
65,154

 
49,121

Accrued employment costs
99,278

 
47,824

Accrued expenses
101,231

 
71,582

Advance payments and billings in excess of costs incurred
42,124

 
22,300

Deferred income taxes, current and income taxes payable
551

 
9,810

Other current liabilities
55,703

 
21,098

Total current liabilities
372,488

 
235,485

Long-term debt
1,181,576

 
279,500

Income tax payable
82,580

 
79,713

Other liabilities
74,465

 
51,185

Total liabilities
1,711,109

 
645,883

 
 
 
 
Equity:
 
 
 
Preferred stock, par value $0.01 per share, 25,000 shares authorized, none issued or outstanding as of March 31, 2015 and December 31, 2014

 

Common stock, par value $0.01 per share, 175,000 shares authorized, 36,715 and 17,592 shares issued and outstanding as of March 31, 2015 and December 31, 2014, respectively
367

 
176

Additional paid in capital
1,228,219

 
770,764

Accumulated deficit
(308,910
)
 
(295,543
)
Accumulated other comprehensive income
(8,865
)
 
(9,018
)
Non-controlling interest
11,101

 
10,374

Total equity
921,912

 
476,753

Total liabilities and equity
$
2,633,021

 
$
1,122,636








ENGILITY HOLDINGS, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)

 
Three Months Ended
 
March 31, 2015
 
March 31, 2014
Operating activities:
 
 
 
Net income (loss)
$
(12,641
)
 
$
9,817

Share-based compensation
5,293

 
2,727

Depreciation and amortization
8,457

 
4,643

Amortization of bank debt fees
5,724

 
405

Deferred income taxes
9,049

 
2,195

Changes in operating assets and liabilities, excluding acquired amounts:
 
 
 
Receivables
(363
)
 
1,224

Other assets
144

 
(2,416
)
Accounts payable, trade
(18,370
)
 
1,928

Accrued employment costs
(40,942
)
 
(2,048
)
Accrued expenses
(2,871
)
 
(4,656
)
Advance payments and billings in excess of costs incurred
1,820

 
2,104

Other liabilities
(3,009
)
 
(4,241
)
Net cash (used in) provided by operating activities
(47,709
)
 
11,682

Investing activities:
 
 
 
Acquisition, net of cash acquired
25,478

 
(207,250
)
Capital expenditures
(246
)
 
(286
)
Net cash provided by (used in) investing activities
25,232

 
(207,536
)
Financing activities:
 
 
 
Gross borrowings from issuance of long-term debt
585,000

 
75,000

Repayment of long-term debt
(337,337
)
 
(3,438
)
Gross borrowings from revolving credit facility
107,000

 
190,500

Repayments of revolving credit facility
(60,000
)
 
(79,500
)
Debt issuance costs
(42,425
)
 
(1,106
)
Equity issuance costs
(1,725
)


Proceeds from share-based payment arrangements
279

 
93

Payment of employee withholding taxes on share-based compensation
(5,953
)
 
(2,353
)
Excess tax deduction on share-based compensation
4,138

 
1,368

Dividends paid
(201,400
)
 

Distributions to non-controlling interest member

 
(2,495
)
Net cash provided by financing activities
47,577

 
178,069

Net change in cash and cash equivalents
25,100

 
(17,785
)
Cash and cash equivalents, beginning of period
7,123

 
29,003

Cash and cash equivalents, end of period
$
32,223

 
$
11,218








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.
Adjusted Operating Income and Adjusted Operating Margin
(dollars in thousands)
 
Three Months Ended
 
March 31, 2015
 
March 31, 2014
Operating income
$
303

 
$
19,685

 
 
 
 
Adjustments
 
 
 
Acquisition and integration-related expenses excluding amortization
23,126


2,143

Acquisition-related intangible amortization
4,378


1,122

Restructuring costs
759



Legal and settlement costs
154



 
28,417

 
3,265

 
 
 
 
Adjusted operating income
$
28,720

 
$
22,950

 
 
 
 
Operating margin
0.1
%
 
5.8
%
Adjusted operating margin
7.1
%
 
6.8
%







ENGILITY HOLDINGS, INC.
Adjusted Earnings Per Share
(in thousands, except per share data)
 
Three Months Ended
 
March 31, 2015
 
March 31, 2014
GAAP net income (loss) attributable to Engility
$
(13,367
)

$
8,871

Net income attributable to non-controlling interest
726


946

 
 
 
 
GAAP net income (loss)
(12,641
)
 
9,817

Provision (benefit) for income taxes
(5,677
)

6,811

Income tax rate
31.0
%
 
41.0
%
 
 
 
 
GAAP income (loss) before taxes
(18,318
)
 
16,628

 
 
 
 
Adjustments
 
 
 
Acquisition and integration-related expenses excluding amortization
23,126


2,143

Acquisition-related intangible amortization
4,378


1,122

Restructuring costs
759



Legal and settlement costs
154



Bank fees previously capitalized and included in interest expense
4,602



Total adjustments
33,019

 
3,265

 
 
 
 
Adjusted income before income tax
14,701

 
19,893

Adjusted provision for income taxes


8,148

Cash paid for income taxes
3,890



Adjusted income tax rate
26.5
%
 
41.0
%
 
 
 
 
Adjusted net income
10,811

 
11,745

Net income attributable to non-controlling interest
726

 
946

 
 
 
 
Adjusted net income attributable to Engility
$
10,085

 
$
10,799

 
 
 
 
Adjusted diluted earnings per share attributable to Engility
$
0.40

 
$
0.60

 
 
 
 
GAAP diluted earnings (loss) per share attributable to Engility
$
(0.55
)
 
$
0.50

 
 
 
 
Diluted weighted average number of shares outstanding - Adjusted
25,051

 
17,894

Diluted weighted average number of shares outstanding - GAAP
24,379


17,894








ENGILITY HOLDINGS, INC.
Earnings before interest, taxes, depreciation, and amortization (EBITDA) and Adjusted EBITDA
(dollars in thousands)
 
Three Months Ended
 
March 31, 2015
 
March 31, 2014
Net income (loss)
$
(12,641
)
 
$
9,817

 
 
 
 
Interest, taxes, and depreciation and amortization
 
 
 
Interest expense
18,594

 
3,057

Provision for income taxes
(5,677
)
 
6,811

Depreciation and amortization
8,457

 
4,643

EBITDA
8,733

 
24,328

 
 
 
 
Adjustments to EBITDA
 
 
 
Acquisition and integration-related expenses excluding amortization
23,126

 
2,143

Restructuring costs
759

 

Legal and settlement costs
154

 

 
24,039

 
2,143

 
 
 
 
Adjusted EBITDA
$
32,772

 
$
26,471

 
 
 
 
EBITDA Margin
2.2
%
 
7.2
%
Adjusted EBITDA Margin
8.1
%
 
7.8
%