Engility Reports Fourth Quarter and Full Year 2013 Results; Establishes 2014 Guidance

Engility Holdings, Inc. (NYSE: EGL) today announced financial results for the fourth quarter and full year ended December 31, 2013.

Fourth Quarter 2013 Results

Total revenue for the fourth quarter of 2013 was $329 million and operating income was $19 million. Adjusted operating income for the fourth quarter was $31 million. Operating margin for the fourth quarter of 2013 was 5.7% and adjusted operating margin for the same period was 9.3%. Net income attributable to Engility was $11 million, or $0.60 per diluted share. Adjusted net income was $18 million, or $1.00 per diluted share. Our adjusted net income and operating margin excludes $8 million for restructuring costs primarily related to lease impairments on facilities which are not being utilized, $1 million of legal and settlement costs, $2 million for a non-income tax expense, and $1 million in acquisition-related costs. Information about our use of non-GAAP financial information is provided below under “Non-GAAP Measures”.

“We had another solid quarter of profitability and cash flow. Our focus on increasing our profitability and velocity of cash enabled us to achieve adjusted EPS and cash flow results that were consistent with our guidance,” said Tony Smeraglinolo, President and CEO of Engility. “Our ability to generate strong cash flow also facilitated our acquisition of Dynamics Research Corporation (DRC) in January 2014. This acquisition adds scale to our business, and expands our addressable markets, customer base and capabilities. It also further diversifies our portfolio away from in-theater efforts to more high-end services in areas such as high performance computing, healthcare IT and financial and regulatory reform. In addition, it is expected to be accretive to our 2014 earnings and significantly accretive to 2015 earnings and beyond.”

“2013 was a year of great uncertainty within the government services market, and we anticipate continued pressure on the Department of Defense and Federal civilian agency budgets. However, we are optimistic that the Federal government’s ability to pass the Bipartisan Budget Act of 2013, which sets fiscal years 2014 and 2015 spending targets for DoD and Federal civilian agencies, will provide our customers with the fiscal clarity and program stability they need to make more timely and cost effective purchasing decisions. We will continue to focus on what we can control to ensure we optimize our business model to further differentiate ourselves from our competitors and provide maximum value to our customers and shareholders.”

Key Performance Indicators

  • Funded backlog at the end of the 2013 fourth quarter was $602 million, compared to $574 million at the end of the third quarter of 2013.
  • Contract funded orders in the fourth quarter of 2013 were $357 million, representing a book-to-bill ratio of 1.1. This compares to contract funded orders of $263 million, or a book-to-bill ratio of 0.8, for the third quarter of 2013.
  • Days sales outstanding (DSO), net of advanced payments, at the end of the 2013 fourth quarter was 73 days, compared to 77 days at the end of the third quarter of 2013.
  • Cash flow from operations was $41 million for the fourth quarter of 2013 and $151 million for fiscal year 2013.
  • Our net debt to trailing 12-month adjusted EBITDA leverage ratio was approximately 1.2 times as of December 31, 2013 (prior to the closing of the DRC acquisition).

Significant Fourth Quarter 2013 Awards and Other Highlights

  • Awarded a prime position on a $4 billion multi-award contract by the Defense Threat Reduction Agency (DTRA) to provide technology and engineering services to support research and development for combating weapons of mass destruction. Under this ten-year contract (five base years plus five option years), we will provide a range of work, including systems engineering, systems survivability, and weapons of mass destruction medical counter measures and physical counter measures. We also will provide technical nuclear forensics, nuclear detection, standoff detection, treaty and verification technologies and nuclear sensor platforms.
  • Awarded a $142 million option year to provide professional, financial and legal support to the Department of Justice’s (DOJ) Asset Forfeiture Program. This contract was awarded to Forfeiture Support Associates (FSA) LLC, a joint venture Engility has with AECOM Government Services Group. Under this single-award IDIQ contract, we provide analytical, legal and other program and business support services at various DOJ offices that are responsible for the administration of Federal Asset Forfeiture programs.
  • Awarded a prime position on a $50 million multi-award contract to provide a range of engineering and technology support for U.S. Navy anti-submarine warfare (ASW) sensor systems. Under this new contract, which was awarded by the Naval Air Warfare Aircraft Division based in Patuxent River, MD, we will provide technical and scientific research, development, integration, analysis, assessment, and test and evaluation of ASW sensor systems. Tasks will include work on manned and unmanned platform avionics and sensors overseen by the Acoustics Systems Division and the Electro-Optics and Special Mission Systems Division.
  • Awarded a $29.6 million single-award contract to provide engineering and technology support to the U.S. Navy’s Aircraft Launch and Recovery Equipment (ALRE) program. This new contract, which was awarded by the Naval Air Warfare Aircraft Division based in Lakehurst, NJ, will accommodate incumbent work from other contract vehicles and is also expected to create opportunities for additional work. This contract has a base period of approximately $9.8 million and two options years that, if exercised, will total $29.6 million.
  • Engility was ranked among the top 100 Military Friendly Employers by Victory Media, publisher of G.I. Jobs and Military Spouse magazines. This designation was based upon a data-driven survey of more than 5,000 companies and assesses a company's long-term commitment to hiring former military personnel, as well as having the presence of special military recruitment programs, among other items.

Fiscal Year 2013 Results

For fiscal year 2013, total revenue was $1.4 billion and operating income was $108 million. Adjusted operating income for fiscal year 2013 was $123 million. Operating margin for the 2013 full year was 7.7% and adjusted operating margin for the same period was 8.7%. Net income attributable to Engility was $50 million, or $2.81 per diluted share. Adjusted net income was $61 million, or $3.45 per diluted share. Our adjusted net income and operating margin excludes $8 million for restructuring costs primarily related to lease impairments on facilities which are not being utilized, $4 million of legal and settlement costs, $2 million for a non-income tax expense, and $1 million in acquisition-related costs. Information about our use of non-GAAP financial information is provided below under “Non-GAAP Measures”.

2014 Outlook

The table below summarizes our fiscal year 2014 guidance.

2014 Fiscal Year Outlook
Revenue $1.45 billion - $1.55 billion
Adjusted Diluted EPS (1) (2) $2.70 - $3.20
GAAP Diluted EPS (1) $2.24 - $2.70
Operating cash flow $95 million - $105 million

(1) 2014 GAAP and adjusted diluted EPS guidance assumes weighted-average outstanding shares of approximately 18.4 million and a full year effective tax rate of 39.0%. It also includes eleven months of DRC’s expected financial results since the acquisition closed on January 31, 2014.

(2) Our adjusted diluted EPS guidance excludes an estimated $5.8 million, or $0.19 per share, of additional amortization of intangible asset expenses, and approximately $8.0 to $9.0 million, or $0.27 to $0.30 per share, of estimated integration costs associated with the DRC 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, Adjusted Diluted EPS and Adjusted Diluted EPS Guidance, 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 charge during 2012, (ii) transaction-related-spin-off costs for the Company’s July 2012 spin-off from L-3 Communications Holdings, Inc., (iii) realignment and restructuring costs, (iv) legal and settlement costs, (v) non-income tax related expenses, (vi) transaction costs and amortization expenses related to our acquisition of Dynamics Research Corporation, and (vii) the write-off of bank debt fees associated with the refinancing of our senior secured credit facility. 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 March 13, 2014, to discuss the financial results for the fourth quarter and full year 2013.

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 which summarizes our 2013 fourth quarter and full year results. 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 (877) 546-5019 (domestic) or (857) 244-7551 (international) and entering pass code 81293360.

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 March 20, 2014 at (888) 286-8010 (domestic) or (617) 801-6888 (international) and entering pass code 58982744.

ABOUT ENGILITY CORPORATION

Engility is a pure-play government services contractor providing highly skilled personnel wherever, whenever they are needed in a cost-effective manner. 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, and business plans. 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, 2012, and our more recent periodic reports, which 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.

ENGILITY HOLDINGS, INC.
CONSOLIDATED AND COMBINED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

Three Months EndedYear Ended
December 31,December 31,
20132012Change20132012Change
Revenue $ 329,063 $ 395,684 $ (66,621 ) $ 1,407,372 $ 1,555,310 $ (147,938 )
Revenue from former affiliated entities 100,034 (100,034 )
Total revenue 329,063 395,684 (66,621 ) 1,407,372 1,655,344 (247,972 )
Costs and expenses
Cost of revenue 281,707 333,641 (51,934 ) 1,214,581 1,315,352 (100,771 )
Cost of revenue from former affiliated entities 100,034 (100,034 )
Total cost of revenue 281,707 333,641 (51,934 ) 1,214,581 1,415,386 (200,805 )
Selling, general and administrative expenses 28,501 34,851 (6,350 ) 84,635 142,440 (57,805 )
Goodwill impairment charge 426,436 (426,436 )
Total costs and expenses 310,208 368,492 (58,284 ) 1,299,216 1,984,262 (685,046 )
Operating income (loss) 18,855 27,192 (8,337 ) 108,156 (328,918 ) 437,074
Interest expense, net 2,549 5,830 (3,281 ) 21,648 10,857 10,791
Other income, net 527 188 339 793 136 657
Income (loss) from continuing operations before income taxes 16,833 21,550 (4,717 ) 87,301 (339,639 ) 426,940
Provision for income taxes 5,240 (19,841 ) (25,081 ) 32,584 5,156 27,428
Income (loss) from continuing operations 11,593 41,391 (29,798 ) 54,717 (344,795 ) 399,512
Loss from discontinued operations before income taxes (1,017 ) 1,017
Benefit for income taxes (391 ) 391
Loss from discontinued operations (626 ) 626
Net income (loss) $ 11,593 $ 41,391 $ (29,798 ) $ 54,717 $ (345,421 ) $ 400,138
Less: Net income attributable to noncontrolling interest 914 442 472 5,190 4,952 238
Net income (loss) attributable to Engility $ 10,679 $ 40,949 $ (30,270 ) $ 49,527 $ (350,373 ) $ 399,900
Earnings (loss) per share allocable to Engility Holdings, Inc. common shareholders – Basic
Net income (loss) per share from continuing operations less noncontrolling interest $ 0.63 $ 2.47 $ (1.84 ) $ 2.94 $ (21.48 ) $ 24.42
Net income (loss) per share from discontinued operations (0.04 ) 0.04
Net income (loss) per share attributable to Engility $ 0.63 $ 2.47 $ (1.84 ) $ 2.94 $ (21.52 ) $ 24.46
Earnings (loss) per share allocable to Engility Holdings, Inc. common shareholders – Diluted
Net income (loss) per share from continuing operations less noncontrolling interest $ 0.60 $ 2.38 $ (1.78 ) $ 2.81 $ (21.48 ) $ 24.29
Net income (loss) per share from discontinued operations (0.04 ) 0.04
Net income (loss) per share attributable to Engility $ 0.60 $ 2.38 $ (1.78 ) $ 2.81 $ (21.52 ) $ 24.33
Weighted average number of shares outstanding
Basic 16,928 16,596 16,873 16,281
Diluted 17,835 17,228 17,653 16,281
ENGILITY HOLDINGS, INC.
CONSOLIDATED BALANCE SHEETS

(in thousands)

December 31,
20132012
ASSETS
Current assets:
Cash and cash equivalents $ 29,003 $ 27,021
Receivables, net 286,272 366,236
Other current assets 25,892 34,832
Total current assets 341,167 428,089
Property, plant and equipment, net 11,895 11,941
Goodwill 477,604 477,604
Identifiable intangible assets, net 92,205 100,929
Other assets 7,183 8,887
Total assets $ 930,054 $ 1,027,450
LIABILITIES AND EQUITY
Current liabilities:
Current portion of long-term debt $ 10,000 $ 50,250
Accounts payable, trade 28,286 16,861
Accrued employment costs 49,582 63,278
Accrued expenses 63,843 77,457
Advance payments and billings in excess of costs incurred 19,087 27,530
Deferred income taxes, current and income taxes payable 10,693 10,607
Other current liabilities 17,928 19,310
Total current liabilities 199,419 265,293
Long-term debt 187,500 284,750
Income tax payable 77,494 68,725
Other liabilities 22,487 20,371
Total liabilities 486,900 639,139
Commitments and contingencies
Equity:
Preferred stock, par value $0.01 per share, 25,000 shares authorized, none issued or outstanding as of December 31, 2013 or December 31, 2012
Common stock, par value $0.01 per share, 175,000 shares authorized, 17,238 and 16,703 shares issued and outstanding as of December 31, 2013 and 2012, respectively 172 168
Additional paid in capital 761,119 755,638
Accumulated deficit (330,911 ) (380,438 )
Non-controlling interest 12,774 12,943
Total equity 443,154 388,311
Total liabilities and equity $ 930,054 $ 1,027,450
ENGILITY HOLDINGS, INC.
CONSOLIDATED AND COMBINED STATEMENTS OF CASH FLOWS

(in thousands)

Year Ended December 31,
20132012
Operating activities:
Net income (loss) $ 54,717 $ (345,421 )
Less: income (loss) from discontinued operations, net of tax (626 )
Income (loss) from continuing operations 54,717 (344,795 )
Goodwill impairment charge 426,436
Share-based compensation 8,691 7,487
Depreciation and amortization 12,106 16,410
Amortization of bank debt fees 6,264 1,662
Deferred income tax benefit (1,377 ) (63,375 )
Changes in operating assets and liabilities, excluding acquired amounts:
Receivables 79,964 28,606
Other assets 7,590 (122 )
Accounts payable, trade 11,425 (32,574 )
Accrued employment costs (13,696 ) (9,263 )
Accrued expenses (13,614 ) 3,351
Advance payments and billings in excess of costs incurred (8,443 ) 1,944
Other liabilities 7,213 (1,783 )
Net cash provided by operating activities from continuing operations 150,840 33,984
Investing activities:
Capital expenditures (3,336 ) (2,164 )
Proceeds from sale of property, plant, and equipment 680
Net cash used in investing activities from continuing operations (3,336 ) (1,484 )
Financing activities:
Gross borrowings from issuance of long-term debt 200,000 335,000
Repayments of long term debt (337,500 )
Gross borrowings from revolving credit facility 196,000 30,690
Repayments of revolving credit facility (196,000 ) (30,690 )
Debt issuance costs (2,493 ) (11,005 )
Distributions to non-controlling interest member (5,359 ) (2,374 )
Proceeds from share-based payment arrangements 936 1,225
Payment of employee withholding taxes on share-based compensation (1,106 ) (1,778 )
Dividend to prior parent company (335,000 )
Net transfers to prior parent company (5,235 )
Net cash used in financing activities from continuing operations (145,522 ) (19,167 )
Discontinued Operations:
Net cash provided by operating activities 25,952
Net cash provided by (used in) financing activities (25,974 )
Cash balance of discontinued operations 22
Net cash provided by (used in) discontinued operations
Net increase in cash and cash equivalents 1,982 13,333
Cash and cash equivalents, beginning of the year 27,021 13,688
Cash and cash equivalents, end of the year $ 29,003 $ 27,021
Supplemental cash flow disclosure:
Cash paid for taxes $ 31,503 $ 15,972
Cash paid for interest $ 14,623 $ 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).

Adjusted Operating Income and Adjusted Operating Margin

(in thousands)

Three Months EndedYear Ended
December 31,December 31,
2013201220132012
Operating income$18,855$27,192$108,156$(328,918)
Adjustments
Goodwill impairment charge 426,436
Transaction-related-spin-off costs 17,300
Restructuring costs (1) 7,939 662 7,939 8,222
Legal and settlement costs 1,065 272 4,293 5,552
Non-income tax expense 1,769 1,769
Acquisition-related expenses 903 903
Total adjustments 11,676 934 14,904 457,510
Adjusted operating income$30,531$28,126$123,060$128,592
Operating margin 5.7 % 6.9 % 7.7 % (19.9 )%
Adjusted operating margin 9.3 % 7.1 % 8.7 % 7.8 %
(1) Restructuring costs for 2013 include $7.5 million in lease impairment costs and $0.4 million in severance costs. Restructuring costs for 2012 are primarily severance costs related to our strategic realignment.
ENGILITY HOLDINGS, INC.
Adjusted Earnings Per Share

(in thousands, except per share data)

Three Months EndedYear Ended
December 31,December 31,
2013201220132012
Adjusted operating income$30,531$28,126$123,060$128,592
Other items
Interest expense, net 2,549 5,830 21,648 10,857
Other income, net 527 188 793 136
Adjustment to operating income
Bank fees previously capitalized and included in interest expense 3,684
Adjusted income from continuing operations before income tax 28,509 22,484 105,853 117,871
Provision for income taxes (1) 9,724 8,817 39,727 44,917
Adjusted income from continuing operations 18,785 13,667 66,126 72,954
Loss from discontinued operations (626 )
Net income attributable to non-controlling interest 914 442 5,190 4,952
Adjusted net income attributable to Engility Holdings, Inc.$17,871$13,225$60,936$67,376
GAAP earnings per share
Net income (loss) attributable to Engility Holdings, Inc. $ 10,679 $ 40,949 $ 49,527 $ (350,373 )
Earnings (loss) per share attributable to Engility Holdings, Inc. common shareholders
Basic $ 0.63 $ 2.47 $ 2.94 $ (21.52 )
Diluted $ 0.60 $ 2.38 $ 2.81 $ (21.52 )
Weighted average common shares outstanding
Basic 16,928 16,596 16,873 16,281
Diluted 17,835 17,228 17,653 16,281
Adjusted earnings per share attributable to Engility Holdings, Inc. common shareholders
Basic $ 1.06 $ 0.80 $ 3.61 $ 4.14
Diluted $ 1.00 $ 0.77 $ 3.45 $ 4.06
Weighted average number of shares outstanding
Basic 16,928 16,596 16,873 16,281
Diluted 17,835 17,228 17,653 16,577
(1) Current period end tax provision is calculated at the associated actual period end effective tax rate. For the fourth quarter and full year 2013, the tax provision was adjusted by $849,000 to remove a favorable foreign income tax settlement.
ENGILITY HOLDINGS, INC.
Earnings before interest, taxes, depreciation, and amortization (EBITDA) and Adjusted EBITDA

(in thousands)

Three Months EndedYear Ended
December 31,December 31,
2013201220132012
Income (loss) from continuing operations$11,593$41,391$54,717$(344,795)
Interest, taxes, depreciation, and amortization
Interest expense 2,549 5,830 21,648 10,857
Provision for income taxes 5,240 (19,841 ) 32,584 5,156
Depreciation and amortization 3,051 4,045 12,106 16,410
EBITDA$22,433$31,425$121,055$(312,372)
Adjustments to EBITDA
Goodwill impairment charge 426,436
Transaction-related-spin-off costs 17,300
Restructuring costs 7,939 662 7,939 8,222
Legal and settlement costs 1,065 272 4,293 5,552
Non-income tax expense 1,769 1,769
Acquisition-related costs 903 903
Total adjustments 11,676 934 14,904 457,510
Adjusted EBITDA$34,109$32,359$135,959$145,138
EBITDA Margin 6.8 % 7.9 % 8.6 % (18.9 )%
Adjusted EBITDA Margin 10.4 % 8.2 % 9.7 % 8.8 %

Contacts:

Corporate Communications and Media:
Engility Holdings, Inc.
Eric Ruff, 703-375-6463
eric.ruff@engilitycorp.com
or
Investor Relations:
Engility Holdings, Inc.
Dave Spille, 703-375-4221
dave.spille@engilitycorp.com

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