UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report: February 6, 2019
Booz Allen Hamilton Holding Corporation
(Exact name of Registrant as specified in its charter)
| Delaware | 001-34972 | 26-2634160 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 8283 Greensboro Drive, McLean, Virginia | 22102 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (703) 902-5000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
| Item 7.01 | Regulation FD Disclosure. |
Booz Allen Hamilton Holding Corporation (the “Company”) will present the attached materials to certain investors on February 7, 2019 and the materials may be used by the Company in various other presentations to investors. A copy of the materials is attached as Exhibit 99.1 to this Current Report on Form 8-K.
| Item 9.01 | Financial Statements and Exhibits. |
| Exhibit No. |
Description | |
| 99.1 | Investor Presentation | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Booz Allen Hamilton Holding Corporation | ||
| BY: | /s/ Lloyd W. Howell, Jr. Lloyd W. Howell, Jr. | |
| Executive Vice President, Chief Financial | ||
| Officer and Treasurer | ||
Date: February 6, 2019
Exhibit 99.1 FISCAL YEAR 2019 THIRD QUARTER Investor Presentation FEBRUARY 2019Exhibit 99.1 FISCAL YEAR 2019 THIRD QUARTER Investor Presentation FEBRUARY 2019
DISCLAIMER Forward Looking Safe Harbor Statement Certain statements contained in this presentation and in related comments by our management include “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include information concerning Booz Allen’s preliminary financial results, financial outlook and guidance, including forecasted revenue, Diluted EPS, Adjusted Diluted EPS, free cash flow, future quarterly dividends, and future improvements in operating margins, as well as any other statement that does not directly relate to any historical or current fact. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “could,” “should,” “forecasts,” “expects,” “intends,” “plans,” “anticipates,” “projects,” “outlook,” “believes,” “estimates,” “predicts,” “potential,” “continue,” “preliminary,” or the negative of these terms or other comparable terminology. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we can give you no assurance these expectations will prove to have been correct. These forward-looking statements relate to future events or our future financial performance and involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to differ materially from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. A number of important factors could cause actual results to differ materially from those contained in or implied by these forward-looking statements, including those factors discussed in our filings with the Securities and Exchange Commission (SEC), including our Annual Report on Form 10-K for the fiscal year ended March 31, 2018, which can be found at the SEC’s website at www.sec.gov. All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the foregoing cautionary statements. All such statements speak only as of the date made and, except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Note Regarding Non-GAAP Financial Data Information Booz Allen discloses in the following information Revenue, Excluding Billable Expenses, Adjusted Operating Income, Adjusted EBITDA, Adjusted EBITDA Margin on Revenue, Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses, Adjusted Net Income, Adjusted Diluted EPS, and Free Cash Flow which are not recognized measurements under GAAP, and when analyzing Booz Allen’s performance or liquidity as applicable, investors should (i) evaluate each adjustment in our reconciliation of revenue to Revenue, Excluding Billable Expenses, operating income to Adjusted Operating Income, net income to Adjusted EBITDA, Adjusted EBITDA Margin on Revenue, Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses, Adjusted Net Income and Adjusted Diluted Earnings Per Share, and net cash provided by operating activities to Free Cash Flow, and the explanatory footnotes regarding those adjustments, each as defined under GAAP, (ii) use Revenue, Excluding Billable Expenses, Adjusted Operating Income, Adjusted EBITDA, Adjusted EBITDA Margin on Revenue, Adjusted EBITDA Margin on Revenue Excluding Billable Expenses, Adjusted Net Income, and Adjusted Diluted EPS in addition to, and not as an alternative to revenue, operating income, net income or diluted EPS as measures of operating results, and (iii) use Free Cash Flow in addition to and not as an alternative to net cash provided by operating activities as a measure of liquidity, each as defined under GAAP. The Financial Appendix includes a reconciliation of Revenue, Excluding Billable Expenses, Adjusted Operating Income, Adjusted EBITDA, Adjusted EBITDA Margin on Revenue, Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses, Adjusted Net Income, Adjusted Diluted EPS, and Free Cash Flow to the most directly comparable financial measure calculated and presented in accordance with GAAP. Booz Allen presents these supplemental performance measures because it believes that these measures provide investors and securities analysts with important supplemental information with which to evaluate Booz Allen’s performance, long term earnings potential, or liquidity, as applicable and to enable them to assess Booz Allen’s performance on the same basis as management. These supplemental performance and liquidity measurements may vary from and may not be comparable to similarly titled measures by other companies in Booz Allen’s industry. All financial information for the full fiscal years ended March 31, 2017 and March 31, 2018 and the fourth quarter of fiscal year 2018 ended March 31, 2018 presented herein is as previously reported in our Annual Report on Form 10-K for the fiscal year ended March 31, 2018. Booz Allen is not required to retroactively recast any such financial information for the effects of ASC 606 and ASU 2017-07 until its Annual Report on Form 10-K for the fiscal year ended March 31, 2019. As such, the financial information presented herein for full fiscal years ended March 31, 2017 and March 31, 2018 and the fourth quarter of fiscal year 2018 ended March 31, 2018 does not reflect any impact of ASC 606 and ASU 2017-07. Unless otherwise specified, all references to record results are with respect to the period since Booz Allen's initial public offering. 1DISCLAIMER Forward Looking Safe Harbor Statement Certain statements contained in this presentation and in related comments by our management include “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include information concerning Booz Allen’s preliminary financial results, financial outlook and guidance, including forecasted revenue, Diluted EPS, Adjusted Diluted EPS, free cash flow, future quarterly dividends, and future improvements in operating margins, as well as any other statement that does not directly relate to any historical or current fact. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “could,” “should,” “forecasts,” “expects,” “intends,” “plans,” “anticipates,” “projects,” “outlook,” “believes,” “estimates,” “predicts,” “potential,” “continue,” “preliminary,” or the negative of these terms or other comparable terminology. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we can give you no assurance these expectations will prove to have been correct. These forward-looking statements relate to future events or our future financial performance and involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to differ materially from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. A number of important factors could cause actual results to differ materially from those contained in or implied by these forward-looking statements, including those factors discussed in our filings with the Securities and Exchange Commission (SEC), including our Annual Report on Form 10-K for the fiscal year ended March 31, 2018, which can be found at the SEC’s website at www.sec.gov. All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the foregoing cautionary statements. All such statements speak only as of the date made and, except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Note Regarding Non-GAAP Financial Data Information Booz Allen discloses in the following information Revenue, Excluding Billable Expenses, Adjusted Operating Income, Adjusted EBITDA, Adjusted EBITDA Margin on Revenue, Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses, Adjusted Net Income, Adjusted Diluted EPS, and Free Cash Flow which are not recognized measurements under GAAP, and when analyzing Booz Allen’s performance or liquidity as applicable, investors should (i) evaluate each adjustment in our reconciliation of revenue to Revenue, Excluding Billable Expenses, operating income to Adjusted Operating Income, net income to Adjusted EBITDA, Adjusted EBITDA Margin on Revenue, Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses, Adjusted Net Income and Adjusted Diluted Earnings Per Share, and net cash provided by operating activities to Free Cash Flow, and the explanatory footnotes regarding those adjustments, each as defined under GAAP, (ii) use Revenue, Excluding Billable Expenses, Adjusted Operating Income, Adjusted EBITDA, Adjusted EBITDA Margin on Revenue, Adjusted EBITDA Margin on Revenue Excluding Billable Expenses, Adjusted Net Income, and Adjusted Diluted EPS in addition to, and not as an alternative to revenue, operating income, net income or diluted EPS as measures of operating results, and (iii) use Free Cash Flow in addition to and not as an alternative to net cash provided by operating activities as a measure of liquidity, each as defined under GAAP. The Financial Appendix includes a reconciliation of Revenue, Excluding Billable Expenses, Adjusted Operating Income, Adjusted EBITDA, Adjusted EBITDA Margin on Revenue, Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses, Adjusted Net Income, Adjusted Diluted EPS, and Free Cash Flow to the most directly comparable financial measure calculated and presented in accordance with GAAP. Booz Allen presents these supplemental performance measures because it believes that these measures provide investors and securities analysts with important supplemental information with which to evaluate Booz Allen’s performance, long term earnings potential, or liquidity, as applicable and to enable them to assess Booz Allen’s performance on the same basis as management. These supplemental performance and liquidity measurements may vary from and may not be comparable to similarly titled measures by other companies in Booz Allen’s industry. All financial information for the full fiscal years ended March 31, 2017 and March 31, 2018 and the fourth quarter of fiscal year 2018 ended March 31, 2018 presented herein is as previously reported in our Annual Report on Form 10-K for the fiscal year ended March 31, 2018. Booz Allen is not required to retroactively recast any such financial information for the effects of ASC 606 and ASU 2017-07 until its Annual Report on Form 10-K for the fiscal year ended March 31, 2019. As such, the financial information presented herein for full fiscal years ended March 31, 2017 and March 31, 2018 and the fourth quarter of fiscal year 2018 ended March 31, 2018 does not reflect any impact of ASC 606 and ASU 2017-07. Unless otherwise specified, all references to record results are with respect to the period since Booz Allen's initial public offering. 1
Why Invest in Booz Allen Hamilton? Investment Thesis ~$3 ~$2 FY18 FY21 ADEPS ADEPS UNIQUE STRONG = + OPTION FINANCIAL RETURNS MARKET VALUE POSITION ADEPS Growth (+~2% Dividend Yield) 50% 6–9% 10–30 bps ~$1.4B Capital Annual Margin Deployment, Revenue Expansion Incl Growth Dividends 2Why Invest in Booz Allen Hamilton? Investment Thesis ~$3 ~$2 FY18 FY21 ADEPS ADEPS UNIQUE STRONG = + OPTION FINANCIAL RETURNS MARKET VALUE POSITION ADEPS Growth (+~2% Dividend Yield) 50% 6–9% 10–30 bps ~$1.4B Capital Annual Margin Deployment, Revenue Expansion Incl Growth Dividends 2
Booz Allen’s Leadership Team Lloyd W. Howell, Jr. Nancy J. Laben Joseph W. Mahaffee Angela M. Messer Elizabeth M. Thompson Horacio D. Rozanski CFO and Treasurer Chief Legal Officer Chief Administrative Chief Transformation Chief People Officer President and CEO Officer Officer Kristine Martin Karen M. Dahut Gary D. Labovich Christopher Ling Susan L. Penfield Chief Anderson Global Defense Management Systems National Security Innovation Officer and Civilian Services Group Lead Modernization Lead Group Lead Strategic Innovation Group Lead Group Lead Our employees work at 400+ locations in (2) • 28% are Veterans• ~84% hold bachelor’s 25,800+ (2) • ~69% of staff with degrees, ~40% hold 20+ countries NUMBER OF security clearances master’s degrees, ~3% (1) EMPLOYEES (2) hold doctoral degrees 1) As of 12/31/2018 2) Data as of 3/31/18 3Booz Allen’s Leadership Team Lloyd W. Howell, Jr. Nancy J. Laben Joseph W. Mahaffee Angela M. Messer Elizabeth M. Thompson Horacio D. Rozanski CFO and Treasurer Chief Legal Officer Chief Administrative Chief Transformation Chief People Officer President and CEO Officer Officer Kristine Martin Karen M. Dahut Gary D. Labovich Christopher Ling Susan L. Penfield Chief Anderson Global Defense Management Systems National Security Innovation Officer and Civilian Services Group Lead Modernization Lead Group Lead Strategic Innovation Group Lead Group Lead Our employees work at 400+ locations in (2) • 28% are Veterans• ~84% hold bachelor’s 25,800+ (2) • ~69% of staff with degrees, ~40% hold 20+ countries NUMBER OF security clearances master’s degrees, ~3% (1) EMPLOYEES (2) hold doctoral degrees 1) As of 12/31/2018 2) Data as of 3/31/18 3
Booz Allen continues its 100+ year history as an industry leader We bring bold thinking and a desire to be the best in our work in consulting, analytics, digital solutions, engineering, and cyber, focused on agencies ranging from defense to health, energy, and international development KEY HIGHLIGHTS • Founded in 1914 (100+ year history)• $6.6B in 12/31/18 LTM Revenue • Headquartered in McLean, VA (close to core clients)• $414M in 12/31/18 LTM Net Income (6.3% margin) • November 2010 IPO (NYSE listed under ticker BAH)• $674M in 12/31/18 LTM Adj. EBITDA (10.3% margin) • Single P&L (drives collaboration across leadership)• Pure-play services provider (96% U.S. Gov’t - 12/31/18) (1) • Diversification insulates P&L (~5,000 total contracts) (1) Q3’19 CONTRACT MIX WIN RATE Q3’19 PRIME/SUB 100% 100% Prime 92% 23% 26% 50% 87% 50% 54% 50% 63% Sub 8% 24% 23% 0% 0% Q3'18 Q3'19 Recompetes New Business Fixed Price Cost Reimbursable Time & Materials 1) Contract information is based on FY’18 results 4Booz Allen continues its 100+ year history as an industry leader We bring bold thinking and a desire to be the best in our work in consulting, analytics, digital solutions, engineering, and cyber, focused on agencies ranging from defense to health, energy, and international development KEY HIGHLIGHTS • Founded in 1914 (100+ year history)• $6.6B in 12/31/18 LTM Revenue • Headquartered in McLean, VA (close to core clients)• $414M in 12/31/18 LTM Net Income (6.3% margin) • November 2010 IPO (NYSE listed under ticker BAH)• $674M in 12/31/18 LTM Adj. EBITDA (10.3% margin) • Single P&L (drives collaboration across leadership)• Pure-play services provider (96% U.S. Gov’t - 12/31/18) (1) • Diversification insulates P&L (~5,000 total contracts) (1) Q3’19 CONTRACT MIX WIN RATE Q3’19 PRIME/SUB 100% 100% Prime 92% 23% 26% 50% 87% 50% 54% 50% 63% Sub 8% 24% 23% 0% 0% Q3'18 Q3'19 Recompetes New Business Fixed Price Cost Reimbursable Time & Materials 1) Contract information is based on FY’18 results 4
Comprehensive Suite of Service Offerings CAPABILITIES STRATEGICALLY ALIGNED WITH CUSTOMER PRIORITIES TODAY… Consulting Analytics Digital Solutions Focuses on delivering Combines the power of modern Focuses on the talent and transformational solutions in the systems development techniques expertise needed to solve client areas of decision analytics, and cloud platforms with machine problems and develop mission- automation, and data science, as learning to transform customer oriented solutions. well as new or emerging areas. and mission experiences. Engineering Cyber Delivers engineering services and solutions to define, develop, Focuses on active prevention, implement, sustain, and detection, and cost effectiveness modernize complex physical for cybersecurity needs. systems. …COMBINED WITH STRATEGIC INVESTMENTS IN INNOVATIVE CAPABILITIES ANTICIPATING CUSTOMERS’ NEEDS TOMORROW Artificial Intelligence Direct Energy Applies and scales the use of machine Use high-energy lasers or high-powered learning to transform how clients perform microwaves to efficiently disrupt or their missions and run their organizations damage targets with non-kinetic, speed- where people and increasingly intelligent of-light engagement. machines collaborate to solve problems. 5Comprehensive Suite of Service Offerings CAPABILITIES STRATEGICALLY ALIGNED WITH CUSTOMER PRIORITIES TODAY… Consulting Analytics Digital Solutions Focuses on delivering Combines the power of modern Focuses on the talent and transformational solutions in the systems development techniques expertise needed to solve client areas of decision analytics, and cloud platforms with machine problems and develop mission- automation, and data science, as learning to transform customer oriented solutions. well as new or emerging areas. and mission experiences. Engineering Cyber Delivers engineering services and solutions to define, develop, Focuses on active prevention, implement, sustain, and detection, and cost effectiveness modernize complex physical for cybersecurity needs. systems. …COMBINED WITH STRATEGIC INVESTMENTS IN INNOVATIVE CAPABILITIES ANTICIPATING CUSTOMERS’ NEEDS TOMORROW Artificial Intelligence Direct Energy Applies and scales the use of machine Use high-energy lasers or high-powered learning to transform how clients perform microwaves to efficiently disrupt or their missions and run their organizations damage targets with non-kinetic, speed- where people and increasingly intelligent of-light engagement. machines collaborate to solve problems. 5
Broad customer base spanning the U.S. Government, international and commercial clients DEFENSE (46%) GLOBAL / COMMERCIAL (4%) • Air Force• Joint • Commercial: • International: Combatant • Army Financial Services, Middle East, North Commands Health and Life Africa Region, and Sciences, Energy, Select Asian • Navy/Marine Transportation Markets Corps Revenue by (1) Market Q3’19 INTEL (23%) • U.S. Intelligence • Military Agencies: National Intelligence Security Agency, Agencies: Defense National Geospatial- Intelligence Agency, Intelligence Agency, Service Intelligence National Centers, Intelligence Reconnaissance Office Surveillance Reconnaissance CIVIL (27%) Units • Homeland Security• Veterans Affairs • Health & Human • Treasury Services • Justice 1) Client listing includes significant clients based on revenue, but the lists are not all inclusive 6Broad customer base spanning the U.S. Government, international and commercial clients DEFENSE (46%) GLOBAL / COMMERCIAL (4%) • Air Force• Joint • Commercial: • International: Combatant • Army Financial Services, Middle East, North Commands Health and Life Africa Region, and Sciences, Energy, Select Asian • Navy/Marine Transportation Markets Corps Revenue by (1) Market Q3’19 INTEL (23%) • U.S. Intelligence • Military Agencies: National Intelligence Security Agency, Agencies: Defense National Geospatial- Intelligence Agency, Intelligence Agency, Service Intelligence National Centers, Intelligence Reconnaissance Office Surveillance Reconnaissance CIVIL (27%) Units • Homeland Security• Veterans Affairs • Health & Human • Treasury Services • Justice 1) Client listing includes significant clients based on revenue, but the lists are not all inclusive 6
Large and growing addressable market provides ample opportunity for continued growth TOTAL CONTRACTOR-ADDRESSABLE SERVICES SPENDING U.S. GOVERNMENT (1) (GFY17-GFY23) ($B) 2018 DISCRETIONARY BUDGET $500 $450 $461 $447 $400 $424 $417 $402 $394 $350 Total $394B $356 + INTEL Contracted $300 $250 $200 $150 $100 Addressable $124B $50 Contracted $0 + INTEL, COMMERCIAL & GFY17 GFY18 GFY19 GFY20 GFY21 GFY22 GFY23 INTERNATIONAL Historical = Projected = 1) U.S. Office of Management and Budget. 2017 Budget U.S. Government 7Large and growing addressable market provides ample opportunity for continued growth TOTAL CONTRACTOR-ADDRESSABLE SERVICES SPENDING U.S. GOVERNMENT (1) (GFY17-GFY23) ($B) 2018 DISCRETIONARY BUDGET $500 $450 $461 $447 $400 $424 $417 $402 $394 $350 Total $394B $356 + INTEL Contracted $300 $250 $200 $150 $100 Addressable $124B $50 Contracted $0 + INTEL, COMMERCIAL & GFY17 GFY18 GFY19 GFY20 GFY21 GFY22 GFY23 INTERNATIONAL Historical = Projected = 1) U.S. Office of Management and Budget. 2017 Budget U.S. Government 7
Currently in its sixth year of implementation, we’re in the “payoff period” of our Vision 2020 growth strategy KEY ELEMENTS OF VISION 2020 IMPACT ON PERFORMANCE – “PAYOFF” • Moving closer to the center of our clients’ • Insulated operating performance through core mission budget / economic cycles • Increasing the technical content of our work• Higher barriers to entry; supports margin • Attracting and retaining superior talent in • Superior technical execution; stable hiring / diverse areas of expertise retention drives backlog conversion • Leveraging innovation to deliver complex, • Innovation a key component of investment differentiated, end-to-end solutions thesis; option value to enhance growth • Creating a broad network of external • Partnerships to synthesize innovation and partners and alliances create solutions (i.e. Dell / District Defend) • Expanding into commercial and • Mix shift drives higher growth and margin; international markets to eventually pivot mature commercial solutions to government end markets 8Currently in its sixth year of implementation, we’re in the “payoff period” of our Vision 2020 growth strategy KEY ELEMENTS OF VISION 2020 IMPACT ON PERFORMANCE – “PAYOFF” • Moving closer to the center of our clients’ • Insulated operating performance through core mission budget / economic cycles • Increasing the technical content of our work• Higher barriers to entry; supports margin • Attracting and retaining superior talent in • Superior technical execution; stable hiring / diverse areas of expertise retention drives backlog conversion • Leveraging innovation to deliver complex, • Innovation a key component of investment differentiated, end-to-end solutions thesis; option value to enhance growth • Creating a broad network of external • Partnerships to synthesize innovation and partners and alliances create solutions (i.e. Dell / District Defend) • Expanding into commercial and • Mix shift drives higher growth and margin; international markets to eventually pivot mature commercial solutions to government end markets 8
As a result of Vision 2020, Booz Allen anticipates our strong financial performance will continue NET INCOME (IN MILLIONS) GROWTH... $305 $294 $252 $233 $232 $219 (1) FY13 FY14 FY15 FY16 FY17 FY18 ... DRIVES STRONG DILUTED EARNINGS PER SHARE $2.05 $1.94 $1.67 $1.54 $1.52 $1.45 (1) FY13 FY14 FY15 FY16 FY17 FY18 1 2016 Net Income benefited from one time release of pre-acquisition income tax reserves assumed by the Company in connection with the acquisition of our Company by The Carlyle Group 9As a result of Vision 2020, Booz Allen anticipates our strong financial performance will continue NET INCOME (IN MILLIONS) GROWTH... $305 $294 $252 $233 $232 $219 (1) FY13 FY14 FY15 FY16 FY17 FY18 ... DRIVES STRONG DILUTED EARNINGS PER SHARE $2.05 $1.94 $1.67 $1.54 $1.52 $1.45 (1) FY13 FY14 FY15 FY16 FY17 FY18 1 2016 Net Income benefited from one time release of pre-acquisition income tax reserves assumed by the Company in connection with the acquisition of our Company by The Carlyle Group 9
Our strong earnings growth is a derivative of robust, above -market organic revenue growth ACCELERATING ADJUSTED EBITDA (IN MILLIONS), ADEPS GROWTH $2.50 $585 $600 $2.30 $547 $560 $534 $529 $2.01 $524 $2.10 $506 $520 $1.90 $1.75 $1.65 $480 $1.63 $1.65 $1.70 $1.60 $1.50 $440 FY13 FY14 FY15 FY16 FY17 FY18 Adj. EBITDA ADEPS (1), (2), (3) ORGANIC REVENUE GROWTH CONSISTENTLY ABOVE MARKET 10% 7.4% 6.3% 2.5% 0.2% 0% (2.3%) (3.4%) (3.7%) (3.9%) -10% (8.4%) (12.8%) (13.2%) (14.7%) -20% FY13 FY14 FY15 FY16 FY17 FY18 Booz Allen Gov Services Industry Avg 1) Gov Services Industry includes Leidos, SAIC, ManTech, CACI, Engility, and CSRA (through Q3 FY18) 2) Organic growth reflects disclosed commentary (through SEC filing, presentation, or transcript) around organic growth performance 10 3) Source: Company presentations, SEC filings, and earnings transcriptsOur strong earnings growth is a derivative of robust, above -market organic revenue growth ACCELERATING ADJUSTED EBITDA (IN MILLIONS), ADEPS GROWTH $2.50 $585 $600 $2.30 $547 $560 $534 $529 $2.01 $524 $2.10 $506 $520 $1.90 $1.75 $1.65 $480 $1.63 $1.65 $1.70 $1.60 $1.50 $440 FY13 FY14 FY15 FY16 FY17 FY18 Adj. EBITDA ADEPS (1), (2), (3) ORGANIC REVENUE GROWTH CONSISTENTLY ABOVE MARKET 10% 7.4% 6.3% 2.5% 0.2% 0% (2.3%) (3.4%) (3.7%) (3.9%) -10% (8.4%) (12.8%) (13.2%) (14.7%) -20% FY13 FY14 FY15 FY16 FY17 FY18 Booz Allen Gov Services Industry Avg 1) Gov Services Industry includes Leidos, SAIC, ManTech, CACI, Engility, and CSRA (through Q3 FY18) 2) Organic growth reflects disclosed commentary (through SEC filing, presentation, or transcript) around organic growth performance 10 3) Source: Company presentations, SEC filings, and earnings transcripts
Strong Backlog and Book-to-Bill continue to support robust performance and growth thesis (1) Backlog $20.5 (2) (2) (2) (2) (2) (3) (3) (3) (2) (4) (4) (4) Book-to-Bill Trends (2) (2) (2) (2) (2) (3) (3) (3) (2) (4) (4) (4) 1) For more information on the components of backlog, and the differences between backlog 2) Revenue, as reported under ASC 605 and remaining performance obligations, please see the Company's Form 10-Q for the fiscal 3) Revenue, as adjusted from previously reported to reflect ASC 606 and ASU 2017-07 11 quarter ended 12/31/18 4) Revenue, as reported, reflecting ASC 606 and ASU 2017-07Strong Backlog and Book-to-Bill continue to support robust performance and growth thesis (1) Backlog $20.5 (2) (2) (2) (2) (2) (3) (3) (3) (2) (4) (4) (4) Book-to-Bill Trends (2) (2) (2) (2) (2) (3) (3) (3) (2) (4) (4) (4) 1) For more information on the components of backlog, and the differences between backlog 2) Revenue, as reported under ASC 605 and remaining performance obligations, please see the Company's Form 10-Q for the fiscal 3) Revenue, as adjusted from previously reported to reflect ASC 606 and ASU 2017-07 11 quarter ended 12/31/18 4) Revenue, as reported, reflecting ASC 606 and ASU 2017-07
Post-recession, Booz Allen has established a track record of deploying capital to deliver shareholder value CAPITAL DEPLOYED AND TSR PERFORMANCE SINCE IPO (1) TSR SINCE IPO : 544% $1,400 700.0% 600.0% $1,200 500.0% $1,000 400.0% $800 300.0% $600 200.0% $400 100.0% $200 0.0% $0 (100.0% FY2011 FY2012 FY2013 FY2014 FY2015 FY2016 FY2017 FY2018 1/31/19 Com Quar mterly on DiDiv v. . Special Div. Share Repo M&A (1) CAPITAL DEPLOYED SINCE IPO : ~$2.9B ($B) $2.00 ~$1.50 $1.50 $1.00 ~$0.50 ~$0.45 ~$0.46 $0.50 $0.00 M&A Share Repurchases Special Dividends Quarterly Dividends 1) TSR as of 1/31/2019 and assumes dividend reinvested – Capital Deployed as of FY’18 12Post-recession, Booz Allen has established a track record of deploying capital to deliver shareholder value CAPITAL DEPLOYED AND TSR PERFORMANCE SINCE IPO (1) TSR SINCE IPO : 544% $1,400 700.0% 600.0% $1,200 500.0% $1,000 400.0% $800 300.0% $600 200.0% $400 100.0% $200 0.0% $0 (100.0% FY2011 FY2012 FY2013 FY2014 FY2015 FY2016 FY2017 FY2018 1/31/19 Com Quar mterly on DiDiv v. . Special Div. Share Repo M&A (1) CAPITAL DEPLOYED SINCE IPO : ~$2.9B ($B) $2.00 ~$1.50 $1.50 $1.00 ~$0.50 ~$0.45 ~$0.46 $0.50 $0.00 M&A Share Repurchases Special Dividends Quarterly Dividends 1) TSR as of 1/31/2019 and assumes dividend reinvested – Capital Deployed as of FY’18 12
Booz Allen has and will continue to make our quarterly dividend a focus of our investment thesis 1,2 Booz Allen Quarterly Dividend Historical Quarterly Dividend Growth Rate • Industry leader in quarterly dividend growth, increasing our quarterly dividend $0.02 annually each of the last four 21% years Booz Allen S&P 500 Peer Median • Our commitment to growth is unmatched in the pure-play government services sector 15% • This year, we’ve increased our quarterly dividend $0.04 13% cents (vs. prior increases of $0.02 per share) due to: 12% 12% 11% 10% - The fundamental strength in our business and sector 9% - Confidence in our earnings and cash flow generation 6% 6% going forward 5% 4% • The increase is meant to show: - Commitment to our investment thesis (~2% yield) 0% 0% 0% - Our desire to continue our track record of industry 2014 2015 2016 2017 2018 leading growth (avoid atrophy in growth rate) Investment 1 Quarterly 2 Proven annual thesis: dividend dividend growth ~2% dividend initiated in 2012 since 2013 yield 1) Calendar Year Annualized Dividend Growth Rate 2) Peers include: CACI, SAIC, LDOS, MANT, PRSP 13 Annualized Dividend GrowthBooz Allen has and will continue to make our quarterly dividend a focus of our investment thesis 1,2 Booz Allen Quarterly Dividend Historical Quarterly Dividend Growth Rate • Industry leader in quarterly dividend growth, increasing our quarterly dividend $0.02 annually each of the last four 21% years Booz Allen S&P 500 Peer Median • Our commitment to growth is unmatched in the pure-play government services sector 15% • This year, we’ve increased our quarterly dividend $0.04 13% cents (vs. prior increases of $0.02 per share) due to: 12% 12% 11% 10% - The fundamental strength in our business and sector 9% - Confidence in our earnings and cash flow generation 6% 6% going forward 5% 4% • The increase is meant to show: - Commitment to our investment thesis (~2% yield) 0% 0% 0% - Our desire to continue our track record of industry 2014 2015 2016 2017 2018 leading growth (avoid atrophy in growth rate) Investment 1 Quarterly 2 Proven annual thesis: dividend dividend growth ~2% dividend initiated in 2012 since 2013 yield 1) Calendar Year Annualized Dividend Growth Rate 2) Peers include: CACI, SAIC, LDOS, MANT, PRSP 13 Annualized Dividend Growth
QUARTERLY PERFORMANCE: Q3 FY19QUARTERLY PERFORMANCE: Q3 FY19
Key Financial Results THIRD QUARTER FISCAL YEAR 2019 RESULTS (1) (1) THIRD QUARTER YEAR TO DATE (12/31/18) $1.7 billion 13.1% Increase 8.5% Increase Revenue $4.9 billion $1.2 billion 12.2% Increase $3.5 billion 9.5% Increase Revenue, Excluding Billable Expenses Adjusted EBITDA $180 million 23.8% Increase $521 million 19.5% Increase 9.5% Increase 10.1% Increase Adjusted EBITDA Margin on Revenue 10.8% 10.6% 76.2% Increase 50.1% Increase Net Income $132 million $329 million 36.6% Increase 38.4% Increase Adjusted Net Income $103 million $305 million $0.92 80.4% Increase $2.27 55.5% Increase Diluted EPS $0.72 41.2% Increase $2.12 42.3% Increase Adjusted Diluted EPS Net Cash Provided by Operating $9 million (87.5)% Decrease $283 million 14.7% Increase Activities 1) Comparisons are to prior fiscal year periods 15Key Financial Results THIRD QUARTER FISCAL YEAR 2019 RESULTS (1) (1) THIRD QUARTER YEAR TO DATE (12/31/18) $1.7 billion 13.1% Increase 8.5% Increase Revenue $4.9 billion $1.2 billion 12.2% Increase $3.5 billion 9.5% Increase Revenue, Excluding Billable Expenses Adjusted EBITDA $180 million 23.8% Increase $521 million 19.5% Increase 9.5% Increase 10.1% Increase Adjusted EBITDA Margin on Revenue 10.8% 10.6% 76.2% Increase 50.1% Increase Net Income $132 million $329 million 36.6% Increase 38.4% Increase Adjusted Net Income $103 million $305 million $0.92 80.4% Increase $2.27 55.5% Increase Diluted EPS $0.72 41.2% Increase $2.12 42.3% Increase Adjusted Diluted EPS Net Cash Provided by Operating $9 million (87.5)% Decrease $283 million 14.7% Increase Activities 1) Comparisons are to prior fiscal year periods 15
Q3 FY19 Performance: Aligned with Investment Thesis Investment Thesis Unique Market Position Strong Financial Returns Option Value 50% ADEPS Growth + • Investments in innovation, talent, and Continued investment in new ~2% Dividend Yield capabilities position us to help clients adopt business lines and solutions current and new technologies = + 6 - 9% Annual Revenue Growth • First mover advantage enhanced by our that will drive future growth ability to combine mission knowledge, 10 - 30 bps Margin Expansion consulting heritage and technical depth creating value for critical missions and top ~$1.4B in Capital Deployment priorities • Growth in revenue ex-billables driving earnings growth – 12% growth year-over-year Industry Leading Growth • Expanding talent base plus near-record total backlog to catalyze strong future growth • Strong margin performance ahead of expectation for 2019; Adj. EBITDA Margin on Revenue of 10.8% Margin Expansion Supports • Strong contract performance was the primary contributor to margin strength Increase in Guidance Range • Guidance of Adj. EBITDA Margin on Revenue now a range of 10% to 10.5%, an increase from approximately 10% previously • $83 million in share repurchases; $172 million through December 31, 2018 • $27 million in quarterly dividends; $82 million through December 31, 2018 Prudent Capital Deployment • Increasing quarterly dividend by $0.04 per share (vs. prior increases of $0.02 per share) 16Q3 FY19 Performance: Aligned with Investment Thesis Investment Thesis Unique Market Position Strong Financial Returns Option Value 50% ADEPS Growth + • Investments in innovation, talent, and Continued investment in new ~2% Dividend Yield capabilities position us to help clients adopt business lines and solutions current and new technologies = + 6 - 9% Annual Revenue Growth • First mover advantage enhanced by our that will drive future growth ability to combine mission knowledge, 10 - 30 bps Margin Expansion consulting heritage and technical depth creating value for critical missions and top ~$1.4B in Capital Deployment priorities • Growth in revenue ex-billables driving earnings growth – 12% growth year-over-year Industry Leading Growth • Expanding talent base plus near-record total backlog to catalyze strong future growth • Strong margin performance ahead of expectation for 2019; Adj. EBITDA Margin on Revenue of 10.8% Margin Expansion Supports • Strong contract performance was the primary contributor to margin strength Increase in Guidance Range • Guidance of Adj. EBITDA Margin on Revenue now a range of 10% to 10.5%, an increase from approximately 10% previously • $83 million in share repurchases; $172 million through December 31, 2018 • $27 million in quarterly dividends; $82 million through December 31, 2018 Prudent Capital Deployment • Increasing quarterly dividend by $0.04 per share (vs. prior increases of $0.02 per share) 16
Capital Allocation DELIVERING STRONG CAPITAL RETURNS THROUGH EFFICIENT CAPITAL DEPLOYMENT STRATEGY • Increasing our quarterly dividend by $0.04 per share (vs. prior increases of $0.02 per share) • Investor day yield target a priority, as is continuing our track record of quarterly dividend growth • Our FY19 and multi-year capital deployment plans remain on track, subject to market conditions • Aim to deploy $350 million this fiscal year • Aim to deploy $1.4 billion over the next three fiscal years • We returned $110 million to shareholders in dividends and share repurchases during the quarter, equating to ~$254 million year to date and ~$362 million over the last twelve months • Approximately $330 million of share repurchase authorization remained as of December 31, 2018 Quarterly Capital Deployment ($ in Ms) LTM Capital Deployment ($ in Ms) 17Capital Allocation DELIVERING STRONG CAPITAL RETURNS THROUGH EFFICIENT CAPITAL DEPLOYMENT STRATEGY • Increasing our quarterly dividend by $0.04 per share (vs. prior increases of $0.02 per share) • Investor day yield target a priority, as is continuing our track record of quarterly dividend growth • Our FY19 and multi-year capital deployment plans remain on track, subject to market conditions • Aim to deploy $350 million this fiscal year • Aim to deploy $1.4 billion over the next three fiscal years • We returned $110 million to shareholders in dividends and share repurchases during the quarter, equating to ~$254 million year to date and ~$362 million over the last twelve months • Approximately $330 million of share repurchase authorization remained as of December 31, 2018 Quarterly Capital Deployment ($ in Ms) LTM Capital Deployment ($ in Ms) 17
APPENDIXAPPENDIX
Non-GAAP Financial Information • Revenue, Excluding Billable Expenses represents revenue less billable expenses. We use Revenue, Excluding Billable Expenses because it provides management useful information about the Company's operating performance by excluding the impact of costs that are not indicative of the level of productivity of our consulting staff headcount and our overall direct labor, which management believes provides useful information to our investors about our core operations. • Adjusted Operating Income represents operating income before: (i) adjustments related to the amortization of intangible assets resulting from the acquisition of our Company by The Carlyle Group (the “Carlyle Acquisition”), and (ii) transaction costs, fees, losses, and expenses, including fees associated with debt prepayments. We prepare Adjusted Operating Income to eliminate the impact of items we do not consider indicative of ongoing operating performance due to their inherent unusual, extraordinary, or non-recurring nature or because they result from an event of a similar nature. • Adjusted EBITDA represents net income before income taxes, net interest and other expense and depreciation and amortization and before certain other items, including transaction costs, fees, losses, and expenses, including fees associated with debt prepayments. “Adjusted EBITDA Margin on Revenue” is calculated as Adjusted EBITDA divided by revenue. Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses is calculated as Adjusted EBITDA divided by Revenue, Excluding Billable Expenses. The Company prepares Adjusted EBITDA, Adjusted EBITDA Margin on Revenue, and Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses to eliminate the impact of items it does not consider indicative of ongoing operating performance due to their inherent unusual, extraordinary or non-recurring nature or because they result from an event of a similar nature. • Adjusted Net Income represents net income before: (i) adjustments related to the amortization of intangible assets resulting from the Carlyle Acquisition, (ii) transaction costs, fees, losses, and expenses, including fees associated with debt prepayments, (iii) amortization or write-off of debt issuance costs and write-off of original issue discount, (iv) release of income tax reserves, and (v) re-measurement of deferred tax assets and liabilities as a result of the 2017 Tax Act in each case net of the tax effect where appropriate calculated using an assumed effective tax rate. We prepare Adjusted Net Income to eliminate the impact of items, net of tax, we do not consider indicative of ongoing operating performance due to their inherent unusual, extraordinary, or non-recurring nature or because they result from an event of a similar nature. We view net income excluding the impact of the re-measurement of the Company's deferred tax assets and liabilities as a result of the 2017 Tax Act as an important indicator of performance consistent with the manner in which management measures and forecasts the Company's performance and the way in which management is incentivized to perform. • Adjusted Diluted EPS represents diluted EPS calculated using Adjusted Net Income as opposed to net income. Additionally, Adjusted Diluted EPS does not contemplate any adjustments to net income as required under the two-class method as disclosed in the footnotes to the consolidated financial statements. • Free Cash Flow represents the net cash generated from operating activities less the impact of purchases of property and equipment. 19Non-GAAP Financial Information • Revenue, Excluding Billable Expenses represents revenue less billable expenses. We use Revenue, Excluding Billable Expenses because it provides management useful information about the Company's operating performance by excluding the impact of costs that are not indicative of the level of productivity of our consulting staff headcount and our overall direct labor, which management believes provides useful information to our investors about our core operations. • Adjusted Operating Income represents operating income before: (i) adjustments related to the amortization of intangible assets resulting from the acquisition of our Company by The Carlyle Group (the “Carlyle Acquisition”), and (ii) transaction costs, fees, losses, and expenses, including fees associated with debt prepayments. We prepare Adjusted Operating Income to eliminate the impact of items we do not consider indicative of ongoing operating performance due to their inherent unusual, extraordinary, or non-recurring nature or because they result from an event of a similar nature. • Adjusted EBITDA represents net income before income taxes, net interest and other expense and depreciation and amortization and before certain other items, including transaction costs, fees, losses, and expenses, including fees associated with debt prepayments. “Adjusted EBITDA Margin on Revenue” is calculated as Adjusted EBITDA divided by revenue. Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses is calculated as Adjusted EBITDA divided by Revenue, Excluding Billable Expenses. The Company prepares Adjusted EBITDA, Adjusted EBITDA Margin on Revenue, and Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses to eliminate the impact of items it does not consider indicative of ongoing operating performance due to their inherent unusual, extraordinary or non-recurring nature or because they result from an event of a similar nature. • Adjusted Net Income represents net income before: (i) adjustments related to the amortization of intangible assets resulting from the Carlyle Acquisition, (ii) transaction costs, fees, losses, and expenses, including fees associated with debt prepayments, (iii) amortization or write-off of debt issuance costs and write-off of original issue discount, (iv) release of income tax reserves, and (v) re-measurement of deferred tax assets and liabilities as a result of the 2017 Tax Act in each case net of the tax effect where appropriate calculated using an assumed effective tax rate. We prepare Adjusted Net Income to eliminate the impact of items, net of tax, we do not consider indicative of ongoing operating performance due to their inherent unusual, extraordinary, or non-recurring nature or because they result from an event of a similar nature. We view net income excluding the impact of the re-measurement of the Company's deferred tax assets and liabilities as a result of the 2017 Tax Act as an important indicator of performance consistent with the manner in which management measures and forecasts the Company's performance and the way in which management is incentivized to perform. • Adjusted Diluted EPS represents diluted EPS calculated using Adjusted Net Income as opposed to net income. Additionally, Adjusted Diluted EPS does not contemplate any adjustments to net income as required under the two-class method as disclosed in the footnotes to the consolidated financial statements. • Free Cash Flow represents the net cash generated from operating activities less the impact of purchases of property and equipment. 19
Non-GAAP Financial Information Three Months Ended Nine Months Ended (a) Reflects debt refinancing costs incurred in December 31, December 31, connection with the refinancing transaction (In thousands, except share and per share data) 2018 2017 2018 2017 consummated on July 23, 2018. (Unaudited) (Unaudited) Revenue, Excluding Billable Expenses (b) Reflects the combination of Interest expense $ 1,663,112 $ 1,470,709 $ 4,923,957 $ 4,536,524 Revenue and Other income (expense), net from the 510,047 443,015 1,465,831 1,378,235 Billable expenses condensed consolidated statement of operations. Revenue, Excluding Billable Expenses $ 1,153,065 $ 1,027,694 $ 3,458,126 $ 3,158,289 Adjusted Operating Income (c) Release of pre-acquisition income tax reserves $ 161,932 $ 128,473 $ 467,295 $ 388,027 Operating Income assumed by the Company in connection with the —— 3,660— Transaction expenses (a) Carlyle Acquisition. Adjusted Operating Income $ 161,932 $ 128,473 $ 470,955 $ 388,027 (d) Reflects primarily the adjustment made to the EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin on Revenue & Adjusted provisional income tax benefit associated with the EBITDA Margin on Revenue, Excluding Billable Expenses re-measurement of the Company’s deferred tax $ 132,037 $ 74,927 $ 328,954 $ 219,186 Net income assets and liabilities as a result of the 2017 Tax 8,232 31,572 68,569 104,683 Income tax expense Act. 21,663 21,974 69,772 64,158 Interest and other, net (b) Depreciation and amortization 17,780 16,701 50,359 48,196 (e) Fiscal 2018 reflects the tax effect of 179,712 145,174 517,654 436,223 EBITDA adjustments at an assumed effective tax rate of —— 3,660— Transaction expenses (a) 40%. For fiscal 2019 with the enactment of the Adjusted EBITDA $ 179,712 $ 145,174 $ 521,314 $ 436,223 2017 Tax Act, adjustments are reflected using an Adjusted EBITDA Margin on Revenue assumed effective tax rate of 26%, which 10.8% 9.9% 10.6% 9.6% approximates a blended federal and state tax rate Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses 15.6% 14.1% 15.1% 13.8% for fiscal 2019, and consistently excludes the Adjusted Net Income impact of other tax credits and incentive benefits $ 132,037 $ 74,927 $ 328,954 $ 219,186 realized. Net income Transaction expenses (a)—— 3,660— (f) Excludes an adjustment of approximately $0.8 Release of income tax reserves (c) (462)— (462)— million and $2.1 million of net earnings for the three and nine months ended December 31, 2018, Re-measurement of deferred tax assets/liabilities (d) (28,972)— (27,908)— respectively, and excludes an adjustment of Amortization or write-off of debt issuance costs and write-off of original issue discount 533 672 2,401 1,993 approximately $0.7 million and $1.9 million of net Adjustments for tax effect (e) (139) (199) (1,576) (727) earnings for the three and nine months ended December 31, 2017, respectively, associated with Adjusted Net Income $ 102,997 $ 75,400 $ 305,069 $ 220,452 the application of the two-class method for Adjusted Diluted Earnings Per Share computing diluted earnings per share. Weighted-average number of diluted shares outstanding 143,056,900 146,570,617 143,832,886 148,447,248 Adjusted Net Income Per Diluted Share (f) $ 0.72 $ 0.51 $ 2.12 $ 1.49 Free Cash Flow Net cash provided by operating activities $ 8,636 $ 68,858 $ 283,203 $ 246,920 Less: Purchases of property and equipment (18,404) (26,078) (58,076) (63,067) Free Cash Flow $ (9,768) $ 42,780 $ 225,127 $ 183,853 20Non-GAAP Financial Information Three Months Ended Nine Months Ended (a) Reflects debt refinancing costs incurred in December 31, December 31, connection with the refinancing transaction (In thousands, except share and per share data) 2018 2017 2018 2017 consummated on July 23, 2018. (Unaudited) (Unaudited) Revenue, Excluding Billable Expenses (b) Reflects the combination of Interest expense $ 1,663,112 $ 1,470,709 $ 4,923,957 $ 4,536,524 Revenue and Other income (expense), net from the 510,047 443,015 1,465,831 1,378,235 Billable expenses condensed consolidated statement of operations. Revenue, Excluding Billable Expenses $ 1,153,065 $ 1,027,694 $ 3,458,126 $ 3,158,289 Adjusted Operating Income (c) Release of pre-acquisition income tax reserves $ 161,932 $ 128,473 $ 467,295 $ 388,027 Operating Income assumed by the Company in connection with the —— 3,660— Transaction expenses (a) Carlyle Acquisition. Adjusted Operating Income $ 161,932 $ 128,473 $ 470,955 $ 388,027 (d) Reflects primarily the adjustment made to the EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin on Revenue & Adjusted provisional income tax benefit associated with the EBITDA Margin on Revenue, Excluding Billable Expenses re-measurement of the Company’s deferred tax $ 132,037 $ 74,927 $ 328,954 $ 219,186 Net income assets and liabilities as a result of the 2017 Tax 8,232 31,572 68,569 104,683 Income tax expense Act. 21,663 21,974 69,772 64,158 Interest and other, net (b) Depreciation and amortization 17,780 16,701 50,359 48,196 (e) Fiscal 2018 reflects the tax effect of 179,712 145,174 517,654 436,223 EBITDA adjustments at an assumed effective tax rate of —— 3,660— Transaction expenses (a) 40%. For fiscal 2019 with the enactment of the Adjusted EBITDA $ 179,712 $ 145,174 $ 521,314 $ 436,223 2017 Tax Act, adjustments are reflected using an Adjusted EBITDA Margin on Revenue assumed effective tax rate of 26%, which 10.8% 9.9% 10.6% 9.6% approximates a blended federal and state tax rate Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses 15.6% 14.1% 15.1% 13.8% for fiscal 2019, and consistently excludes the Adjusted Net Income impact of other tax credits and incentive benefits $ 132,037 $ 74,927 $ 328,954 $ 219,186 realized. Net income Transaction expenses (a)—— 3,660— (f) Excludes an adjustment of approximately $0.8 Release of income tax reserves (c) (462)— (462)— million and $2.1 million of net earnings for the three and nine months ended December 31, 2018, Re-measurement of deferred tax assets/liabilities (d) (28,972)— (27,908)— respectively, and excludes an adjustment of Amortization or write-off of debt issuance costs and write-off of original issue discount 533 672 2,401 1,993 approximately $0.7 million and $1.9 million of net Adjustments for tax effect (e) (139) (199) (1,576) (727) earnings for the three and nine months ended December 31, 2017, respectively, associated with Adjusted Net Income $ 102,997 $ 75,400 $ 305,069 $ 220,452 the application of the two-class method for Adjusted Diluted Earnings Per Share computing diluted earnings per share. Weighted-average number of diluted shares outstanding 143,056,900 146,570,617 143,832,886 148,447,248 Adjusted Net Income Per Diluted Share (f) $ 0.72 $ 0.51 $ 2.12 $ 1.49 Free Cash Flow Net cash provided by operating activities $ 8,636 $ 68,858 $ 283,203 $ 246,920 Less: Purchases of property and equipment (18,404) (26,078) (58,076) (63,067) Free Cash Flow $ (9,768) $ 42,780 $ 225,127 $ 183,853 20
Non-GAAP Financial Information (a) $ in thousands, except for shares and per share data FY2013 FY2014 FY2015 FY2016 FY2017 FY2018 Revenue, Excluding Billable Expenses Revenue $ 5,758,059 $ 5,478,693 $ 5,274,770 $ 5,405,738 $ 5,804,284 $ 6,171,853 Billable Expenses 1,532,590 1,487,115 1,406,527 1,513,083 1,751,077 1,861,312 Revenue, Excluding Billable Expenses $ 4,225,469 $ 3,991,578 $ 3,868,243 $ 3,892,655 $ 4,053,207 $ 4,310,541 EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin on Revenue & Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses Net income $ 219,058 $ 232,188 $ 232,569 $ 294,094 $ 252,490 $ 305,111 Income tax expense 149,253 148,599 153,349 85,368 159,410 132,893 Interest and other, net 77,923 79,824 72,904 65,122 72,347 82,081 Depreciation and amortization 74,009 72,327 62,660 61,536 59,544 64,756 EBITDA 520,243 532,938 521,482 506,120 543,791 584,841 Certain stock-based compensation expense (b) 5,868 1,094 — — — —Transaction expenses (d) 2,725 — 2,039 — 3,354 —Adjusted EBITDA $ 528,836 $ 534,032 $ 523,521 $ 506,120 $ 547,145 $ 584,841 Adjusted EBITDA Margin on Revenue (%) 9.2 % 9.7 % 9.9 % 9.4 % 9.4 % 9.5 % Adjusted Net Income Net income $ 219,058 $ 232,188 $ 232,569 $ 294,094 $ 252,490 $ 305,111 Certain stock-based compensation expense (b) 5,868 1,094 — — — —Transaction expenses (d) 2,725 — 2,039 — 3,354 —Amortization of intangible assets (c) 12,510 8,450 4,225 4,225 4,225 —Amortization or write-off of debt issuance costs and write-off of original issue discount 13,018 6,719 6,545 5,201 8,866 2,655 Release of income tax reserves (e) — — — (53,301) — —Re-measurement of deferred tax assets/liabilities (f ) — — — — — (9,107) Adjustments for tax effect (g) (13,649) (6,505) (5,124) (3,770) (6,578) (969) Adjusted Net Income $ 239,530 $ 241,946 $ 240,254 $ 246,449 $ 262,357 $ 297,690 Adjusted Diluted Earnings per Share Weighted-average number of diluted shares outstanding 144,854,724 148,681,074 150,375,531 149,719,137 150,274,640 147,750,022 Adjusted Net Income per Diluted Share (h) $ 1.65 $ 1.63 $ 1.60 $ 1.65 $ 1.75 $ 2.01 a The use and definition of Non-GAAP financial measurements can be found in the company’s public filings b Reflects stock-based compensation expense for options for Class A Common Stock and restricted shares, in each case, issued in connection with the acquisition of our Company by the Carlyle Group under the Officers’ Rollover Stock Plan. Also reflects stock-based compensation expense for Equity Incentive Plan Class A Common Stock options issued in connection with the acquisition of our Company by the Carlyle Group under the Equity Incentive Plan. c Reflects amortization of intangible assets resulting from the acquisition of our Company by The Carlyle Group. d Fiscal 2013 reflects debt refinancing costs associated with the Recapitalization Transaction consummated on July 31, 2012. Fiscal 2015 reflects debt refinancing costs associated with the refinancing transaction consummated on May 7, 2014. Fiscal 2017 reflects debt refinancing costs associated with the refinancing transaction consummated on July 13, 2016. e Release of pre-acquisition income tax reserves assumed by the Company in connection with the acquisition of our Company by The Carlyle Group f Reflects the provisional income tax benefit associated with the remeasurement of the Company’s deferred tax assets and liabilities as a result of the Tax Cuts and Jobs Act (the “2017 Tax Act”). g Fiscal periods before 2018 reflect the tax effect of adjustments at an assumed effective tax rate of 40%. Beginning in the third quarter of fiscal 2018 with the enactment of the 2017 Tax Act, adjustments are reflected using an assumed effective tax rate of 36.5%, which approximates a blended federal and state tax rate for fiscal 2018, and consistently excludes the impact of other tax credits and incentive benefits realized. h Excludes adjustments associated with the application of the two-class method for computing diluted earnings per share. 21
Financial Results – Key Drivers Third Quarter Fiscal 2019 – Below is a summary of the key factors driving results for the fiscal 2019 third quarter ended December 31, 2018 as compared to the prior year: • Revenue increased by 13.1% to $1.7 billion driven primarily by continued strength in client demand, which led to a total headcount increase of more than 1,000 and an increase in direct client staff labor, as well as improved contract performance. • Revenue, Excluding Billable Expenses increased 12.2% to $1.2 billion due to increased client demand which led to increased client staff headcount, an increase in direct client staff labor, and improved contract performance. • Operating Income and Adjusted Operating Income both increased 26.0% to $161.9 million. Increases in both were primarily driven by the same factors driving revenue growth, as well as improved contract performance. The Company also benefited from an $11.2 million reduction in expense as a result of an amendment and re-valuation of its long term disability plan liability. • Net income increased 76.2% to $132.0 million and Adjusted Net Income increased 36.6% to $103.0 million. These increases were primarily driven by the same factors as Operating Income and Adjusted Operating Income. Net income and Adjusted Net Income also benefited from the Company’s recognition of an income tax benefit driven by the lower federal corporate tax rate of approximately $20.6 million, which is $10.0 million higher than the benefit recognized in the prior year period. Additionally, Net income benefited from an additional income tax benefit of approximately $29.0 million related to the re-measurement of the Company's deferred tax assets and liabilities related to the tax method change for unbilled receivables approved by the Internal Revenue Service in the third quarter of fiscal 2019. • EBITDA increased 23.8% to $179.7 million and Adjusted EBITDA increased 23.8% to $179.7 million. These increases were due to the same factors as Operating Income and Adjusted Operating Income. • Diluted EPS increased to $0.92 from $0.51 and Adjusted Diluted EPS increased to $0.72 from $0.51. The increases were primarily driven by the same factors as Net Income and Adjusted Net Income, as well as a lower share count in the third quarter of fiscal 2019. • As of December 31, 2018, total backlog was $20.5 billion, an increase of 22.7% . Funded backlog was $3.5 billion, an increase of 22.5%. 22Financial Results – Key Drivers Third Quarter Fiscal 2019 – Below is a summary of the key factors driving results for the fiscal 2019 third quarter ended December 31, 2018 as compared to the prior year: • Revenue increased by 13.1% to $1.7 billion driven primarily by continued strength in client demand, which led to a total headcount increase of more than 1,000 and an increase in direct client staff labor, as well as improved contract performance. • Revenue, Excluding Billable Expenses increased 12.2% to $1.2 billion due to increased client demand which led to increased client staff headcount, an increase in direct client staff labor, and improved contract performance. • Operating Income and Adjusted Operating Income both increased 26.0% to $161.9 million. Increases in both were primarily driven by the same factors driving revenue growth, as well as improved contract performance. The Company also benefited from an $11.2 million reduction in expense as a result of an amendment and re-valuation of its long term disability plan liability. • Net income increased 76.2% to $132.0 million and Adjusted Net Income increased 36.6% to $103.0 million. These increases were primarily driven by the same factors as Operating Income and Adjusted Operating Income. Net income and Adjusted Net Income also benefited from the Company’s recognition of an income tax benefit driven by the lower federal corporate tax rate of approximately $20.6 million, which is $10.0 million higher than the benefit recognized in the prior year period. Additionally, Net income benefited from an additional income tax benefit of approximately $29.0 million related to the re-measurement of the Company's deferred tax assets and liabilities related to the tax method change for unbilled receivables approved by the Internal Revenue Service in the third quarter of fiscal 2019. • EBITDA increased 23.8% to $179.7 million and Adjusted EBITDA increased 23.8% to $179.7 million. These increases were due to the same factors as Operating Income and Adjusted Operating Income. • Diluted EPS increased to $0.92 from $0.51 and Adjusted Diluted EPS increased to $0.72 from $0.51. The increases were primarily driven by the same factors as Net Income and Adjusted Net Income, as well as a lower share count in the third quarter of fiscal 2019. • As of December 31, 2018, total backlog was $20.5 billion, an increase of 22.7% . Funded backlog was $3.5 billion, an increase of 22.5%. 22
Financial Results – Key Drivers Nine Months Ended December 31, 2018 – Booz Allen's cumulative performance for the first three quarters of fiscal 2019 has resulted in: • Net cash proved by operating activities was $283.2 million as of December 31, 2018 as compared to $246.9 million in the prior year period. Delays in the billing and collection of our revenue growth, including administrative delays in client processing, resulted in decreases to operating cash. However, increased efficiencies related to working capital during the year partially offset those decreases in operating cash, resulting in an overall improvement in operating cash over the prior year period. Free Cash Flow was $225.1 million as of December 31, 2018 as compared to $183.9 million as of December 31, 2017. Free Cash Flow was affected by the same factors affecting cash provided by operating activities as well as a decrease in capital expenditures year over year related to infrastructure investments. 23Financial Results – Key Drivers Nine Months Ended December 31, 2018 – Booz Allen's cumulative performance for the first three quarters of fiscal 2019 has resulted in: • Net cash proved by operating activities was $283.2 million as of December 31, 2018 as compared to $246.9 million in the prior year period. Delays in the billing and collection of our revenue growth, including administrative delays in client processing, resulted in decreases to operating cash. However, increased efficiencies related to working capital during the year partially offset those decreases in operating cash, resulting in an overall improvement in operating cash over the prior year period. Free Cash Flow was $225.1 million as of December 31, 2018 as compared to $183.9 million as of December 31, 2017. Free Cash Flow was affected by the same factors affecting cash provided by operating activities as well as a decrease in capital expenditures year over year related to infrastructure investments. 23
Shareholder and Stock Information • Website: investors.boozallen.com • Contact Information – Investor Relations Nicholas Veasey Director of Investor Relations 703/377-5332 Veasey_Nicholas@bah.com – Media James Fisher Principal, Media Relations 703/377-7595 Fisher_James_W@bah.com – Corporate Governance Nancy Laben Executive Vice President, Chief Legal Officer and Secretary 703/377-9042 Laben_Nancy@bah.com 24Shareholder and Stock Information • Website: investors.boozallen.com • Contact Information – Investor Relations Nicholas Veasey Director of Investor Relations 703/377-5332 Veasey_Nicholas@bah.com – Media James Fisher Principal, Media Relations 703/377-7595 Fisher_James_W@bah.com – Corporate Governance Nancy Laben Executive Vice President, Chief Legal Officer and Secretary 703/377-9042 Laben_Nancy@bah.com 24