caci-20231231

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________________________

FORM 10-Q

_________________________________

(Mark One)


x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 31, 2023


o			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 x No o

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 x No o

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. o

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

As of January 11, 2024, there were 22,285,108 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 Shareholders’ Equity	7

	Notes to Condensed Consolidated Financial Statements	8

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	16

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	20

Item 4.	Controls and Procedures	20

PART II:	OTHER INFORMATION	22

Item 1.	Legal Proceedings	22

Item 1A.	Risk Factors	24

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	24

Item 3.	Defaults Upon Senior Securities	24

Item 4.	Mine Safety Disclosures	24

Item 5.	Other Information	24

Item 6.	Exhibits	25

	Signatures	26

PART I

FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

CACI INTERNATIONAL INC

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)


	Three Months Ended December 31,				Six Months Ended December 31,
	2023		2022		2023		2022
Revenues	$	1,833,934	$	1,649,416	$	3,684,081	$	3,255,175
Costs of revenues:
Direct costs	1,255,251		1,094,314		2,528,169		2,150,086
Indirect costs and selling expenses	409,355		388,303		813,988		770,384
Depreciation and amortization	36,023		35,932		71,270		71,035
Total costs of revenues	1,700,629		1,518,549		3,413,427		2,991,505
Income from operations	133,305		130,867		270,654		263,670
Interest expense and other, net	27,519		19,942		53,090		36,135
Income before income taxes	105,786		110,925		217,564		227,535
Income taxes	21,916		23,824		47,647		51,309
Net income	$	83,870	$	87,101	$	169,917	$	176,226
Basic earnings per share	$	3.76	$	3.71	$	7.56	$	7.51
Diluted earnings per share	$	3.74	$	3.68	$	7.50	$	7.44
Weighted-average basic shares outstanding	22,282		23,506		22,464		23,463
Weighted-average diluted shares outstanding	22,407		23,676		22,650		23,677

See Notes to Unaudited Condensed Consolidated Financial Statements

CACI INTERNATIONAL INC

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands)


	Three Months Ended December 31,				Six Months Ended December 31,
	2023		2022		2023		2022
Net income	$	83,870	$	87,101	$	169,917	$	176,226
Other comprehensive income (loss):
Foreign currency translation adjustment	11,446		17,123		2,245		(366)
Change in fair value of interest rate swap agreements, net of tax	(19,222)		(1,516)		(13,790)		14,013
Total other comprehensive income (loss), net of tax	(7,776)		15,607		(11,545)		13,647
Comprehensive income	$	76,094	$	102,708	$	158,372	$	189,873

See Notes to Unaudited Condensed Consolidated Financial Statements

CACI INTERNATIONAL INC

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except per share data)


	December 31, 2023		June 30, 2023
ASSETS
Current assets:
Cash and cash equivalents	$	128,851	$	115,776
Accounts receivable, net	947,452		894,946
Prepaid expenses and other current assets	227,501		199,315
Total current assets	1,303,804		1,210,037
Goodwill	4,106,113		4,084,705
Intangible assets, net	474,964		507,835
Property, plant and equipment, net	190,199		199,519
Operating lease right-of-use assets	309,084		312,989
Supplemental retirement savings plan assets	97,559		96,739
Accounts receivable, long-term	12,409		11,857
Other long-term assets	164,310		177,127
Total assets	$	6,658,442	$	6,600,808
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Current portion of long-term debt	$	61,250	$	45,938
Accounts payable	298,544		198,177
Accrued compensation and benefits	248,187		372,354
Other accrued expenses and current liabilities	378,145		377,502
Total current liabilities	986,126		993,971
Long-term debt, net of current portion	1,713,413		1,650,443
Supplemental retirement savings plan obligations, net of current portion	112,514		104,912
Deferred income taxes	55,293		120,545
Operating lease liabilities, noncurrent	323,919		329,432
Other long-term liabilities	231,553		177,171
Total liabilities	$	3,422,818	$	3,376,474
COMMITMENTS AND CONTINGENCIES (NOTE 9)
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; 43,027 shares issued and 22,285 outstanding at December 31, 2023 and 42,923 shares issued and 22,797 outstanding at June 30, 2023	4,303		4,292
Additional paid-in capital	602,613		546,334
Retained earnings	4,110,533		3,940,616
Accumulated other comprehensive loss	(16,596)		(5,051)
Treasury stock, at cost (20,742 and 20,126 shares, respectively)	(1,465,364)		(1,261,992)
Total CACI shareholders’ equity	3,235,489		3,224,199
Noncontrolling interest	135		135
Total shareholders’ equity	3,235,624		3,224,334
Total liabilities and shareholders’ equity	$	6,658,442	$	6,600,808

See Notes to Unaudited Condensed Consolidated Financial Statements

CACI INTERNATIONAL INC

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)


	Six Months Ended December 31,
	2023		2022
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	169,917	$	176,226
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	71,270		71,035
Amortization of deferred financing costs	1,095		1,126

Non-cash lease expense	33,835		34,909
Stock-based compensation expense	22,949		20,196
Deferred income taxes	(25,770)		(48,320)
Changes in operating assets and liabilities, net of effect of business acquisitions:
Accounts receivable, net	(50,642)		55,518
Prepaid expenses and other assets	(28,703)		(30,322)
Accounts payable and other accrued expenses	90,769		28,157
Accrued compensation and benefits	(124,640)		(59,917)
Income taxes payable and receivable	2,879		(5,110)
Operating lease liabilities	(38,206)		(40,050)
Long-term liabilities	17,099		3,642
Net cash provided by operating activities	141,852		207,090
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures	(29,410)		(25,670)
Acquisitions of businesses, net of cash acquired	(10,869)		—
Other	1,974		—
Net cash used in investing activities	(38,305)		(25,670)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from borrowings under bank credit facilities	1,531,500		1,101,500
Principal payments made under bank credit facilities	(1,454,313)		(1,269,813)

Proceeds from employee stock purchase plans	5,848		5,288
Repurchases of common stock	(155,765)		(5,286)
Payment of taxes for equity transactions	(18,061)		(13,269)
Net cash used in financing activities	(90,791)		(181,580)
Effect of exchange rate changes on cash and cash equivalents