UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 29, 2019
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Booz Allen Hamilton Holding Corporation
(Exact name of Registrant as specified in its charter)
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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
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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:
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Title of Each Class | Trading Symbol | Name of Each Exchange on Which Registered |
Class A Common Stock | BAH | New York Stock Exchange |
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 2.02 Results of Operations and Financial Condition.
On July 29, 2019, Booz Allen Hamilton Holding Corporation (the “Company”) issued a press release announcing its results of operations for the fiscal quarter ended June 30, 2019. A copy of the press release is attached hereto as Exhibit 99.1.
On July 29, 2019, the Company posted to the “Investor Relations” section of its website the presentation that accompanies the earnings conference call. A copy of the presentation is attached hereto as Exhibit 99.2.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. | Description | |
99.1 | ||
99.2 | ||
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: July 29, 2019
INDEX TO EXHIBITS
Exhibit No. | Description | |
99.1 | ||
99.2 | ||
Booz | Allen | Hamilton® BOOZ ALLEN HAMILTON ANNOUNCES FINANCIAL SUMMARY FIRST QUARTER FISCAL 2020 RESULTS First Quarter ended June 30, 2019 - A summary of Booz Allen’s results for the first quarter of fiscal 2020 is below. All comparisons are to the prior year period. A description of key drivers can be found in the + Company Delivers Strong First Quarter Execution Against Full-Year Objectives Company’s Earnings Call + Quarterly Revenue Increase of 10.8 percent over Prior Year Period to $1.8 billion, Presentation for the first quarter and Revenue, Excluding Billable Expenses1 Growth of 8.9 percent posted on investors.boozallen.com. + Diluted Earnings Per Share and Adjusted Diluted Earnings Per Share1 of $0.83 + 16.2 percent Increase in Total Backlog to $19.9 billion; and Book-to-Bill of 1.29x + Headcount Increase of 7.4 Percent Over Prior Year, Reaching Highest-Ever Quarter-End Headcount + Quarterly Dividend of $0.23 per Share FIRST QUARTER FY20 (changes are compared to prior year period) “We are very pleased to report another excellent quarter at both the top and bottom lines. Our plan for the year was to come out of the gates fast, and the team REVENUE: delivered. Our strong operational and financial performance in the first quarter puts $1.83B +10.8% us on the right path for this fiscal year and beyond. We expect to maintain our industry-leading position as we help our clients solve problems, meet tough EX. BILLABLE EXPENSES1: challenges, modernize, and advance their missions.” $1.27B +8.9% —HORACIO ROZANSKI President and Chief Executive Officer OPERATING INCOME: $179.0M +10.8% McLean, Virginia; July 29, 2019 - Booz Allen Hamilton Holding Corporation (NYSE: BAH), the parent company of management and technology consulting and engineering ADJ. OPERATING INCOME1: services firm Booz Allen Hamilton Inc., today announced preliminary results for the $179.0M +10.8% first quarter of fiscal 2020. The Company delivered strong first quarter performance against objectives set for the NET INCOME: fiscal year, generating substantial revenue growth and strong margins and bottom line $117.4M +12.7% performance, improved backlog and book-to-bill and headcount growth. As of June 30, 1 2019, the firm had 26,384 employees, more than at any quarter-end in its 105-year ADJUSTED NET INCOME : history. $117.7M +12.4% The Company reported annual revenue growth of 10.8 percent, and an 8.9 percent EBITDA: increase in Revenue, Excluding Billable Expenses1. The strong top-line growth contributed to a 12.7 percent increase in Net Income to $117.4 million and 12.0 $199.1M +12.0% 1 percent increase in Adjusted EBITDA to a record $199.1 million. Adjusted EBITDA ADJUSTED EBITDA1: Margin on Revenue1 was 10.9 percent. Diluted Earnings per Share and Adjusted Diluted EPS1 for the quarter were each $0.83, up $0.11 or 15.3 percent. $199.1M +12.0% Total backlog increased by 16.2 percent over the prior year period to $19.9 billion and DILUTED EPS: the quarterly book-to-bill ratio was 1.29x. As of June 30, 2019, headcount was 1,826 $0.83 up from $0.72 higher than the prior year, an increase of 7.4 percent, and increased by 315 since the end of the prior quarter. ADJUSTED DILUTED EPS1: $0.83 up from $0.72 Net cash provided by operating activities for the first quarter of fiscal 2020 was $51.0 million as compared to $(27.0) million in the prior year period. Free cash flow1 for the 1
first quarter was $23.6 million, compared with $(47.5) million in the prior year ABOUT BOOZ ALLEN HAMILTON period. For more than 100 years, military The Company declared a regular quarterly dividend of $0.23 per share, which is government and business leaders payable on August 30, 2019, to stockholders of record on August 14, 2019. have turned to Booz Allen Hamilton to solve their most complex problems. As a consulting firm with experts in analytics, FINANCIAL OUTLOOK digital, engineering and cyber, we help organizations transform. We are a key partner on some of the most innovative For fiscal 2020, the Company is reaffirming guidance issued May 28, 2019: programs for governments worldwide and + Revenue: Growth in the 6 to 9 percent range trusted by its most sensitive agencies. We 1 work shoulder to shoulder with clients, using + Adjusted EBITDA Margin on Revenue : In the low 10 percent range a mission-first approach to choose the right + Adjusted Diluted EPS1: $2.90 - $3.05 strategy and technology to help them realize their vision. This Adjusted Diluted EPS1 estimate is based on fiscal 2020 estimated average diluted shares outstanding in the range of 137 million to 141 million shares, and assumes an With global headquarters effective tax rate in the range of 23 percent to 25 percent. in McLean, Virginia, our firm employs nearly 26,400 people globally, and had revenue of $6.7 billion for the 12 months ended March 31, 2019. 3 YEAR INVESTMENT THESIS To learn more, visit www.boozallen.com. (NYSE: BAH) The Company in May 2019 updated its goals for financial performance through Fiscal Year 2021 related to ADEPS1 growth and Margin. For the three-year period from Fiscal Year 2018 through Fiscal Year 2021, the Investment Thesis is as follows: CONTACT: Media Relations- James Fisher: 703-337-7595 Investor Relations- Nicholas Veasey: Strong Financial Returns Unique Market Position Option Value = From FY 18 through FY 21 + 703-337-5332 *Investments in innovation, 66% ADEPS Growth Continued investment in new talent, and capabilities position + business lines and solutions that us to help clients adopt current ~2% Dividend Yield will drive future growth and new technologies *First mover advantage Supported by: enhanced by our ability to 6 - 9% Annual Revenue Growth combine mission knowledge, Low 10% Range Adj. EBITDA Margin consulting heritage and ~$1.4B in Capital Deployment technical depth creating value for critical missions and top priorities CONFERENCE CALL INFORMATION Booz Allen Hamilton will host a conference call at 8 a.m. EDT on Monday, July 29, 2019, to discuss the financial results for its First Quarter of Fiscal Year 2020 (ended June 30, 2019). Analysts and institutional investors may participate on the call by dialing (877) 375-9141; International: (253) 237-1151, using the passcode 1077128. The conference call will be webcast simultaneously to the public through a link on the investor relations section of the Booz Allen Hamilton web site at investors.boozallen.com. A replay of the conference call will be available online at investors.boozallen.com beginning at 11 a.m. EDT on July 29, 2019, and continuing for 30 days. 1 Revenue, Excluding Billable Expenses, Adjusted Operating Income, Adjusted Net Income, Adjusted EBITDA, Adjusted Diluted EPS, Adjusted EBITDA Margin on Revenue and Free Cash Flow are non-GAAP financial measures. See “Non-GAAP Financial Information” below for additional detail. 2
Unless otherwise specified, all references to "record" consider indicative of ongoing operating performance due results are with respect to the period since Booz Allen's to their inherent unusual, extraordinary or non recurring initial public offering. nature or because they result from an event of a similar nature. Booz Allen views net income excluding the impact Unless otherwise specified, all references to headcount of the re-measurement of the Company’s deferred tax refer to the Company’s headcount as of June 30, 2019, assets and liabilities as a result of the 2017 Tax Act as an (which was 26,384) as compared to the Company’s important indicator of performance consistent with the headcount as of the end of all prior fiscal quarters. The manner in which management measures and forecasts the Company’s headcount may have increased or decreased Company’s performance and the way in which during any particular quarter or subsequent to June 30, management is incentivized to perform. 2019. “Adjusted Diluted EPS” represents diluted EPS calculated NON-GAAP FINANCIAL INFORMATION using Adjusted Net Income as opposed to net income. Additionally, Adjusted Diluted EPS does not contemplate “Revenue, Excluding Billable Expenses” represents any adjustments to net income as required under the two- revenue less billable expenses. Booz Allen uses Revenue, class method of calculating EPS as required in accordance Excluding Billable Expenses because it provides with accounting principles generally accepted in the management useful information about the Company’s United States, or GAAP. operating performance by excluding the impact of costs that are not indicative of the level of productivity of its “Free Cash Flow” represents the net cash generated from consulting staff headcount and its overall direct labor, operating activities less the impact of purchases of which management believes provides useful information property and equipment. to its investors about its core operations. Booz Allen utilizes and discusses in this release Revenue, “Adjusted Operating Income” represents Operating Excluding Billable Expenses, Adjusted Operating Income, Income before: transaction costs, fees, losses, and Adjusted EBITDA, Adjusted EBITDA Margin on expenses, including fees associated with debt Revenue,Adjusted EBITDA Margin on Revenue, Excluding prepayments. Booz Allen prepares Adjusted Operating Billable Expenses, Adjusted Net Income, and Adjusted Income to eliminate the impact of items it does not Diluted EPS because management uses these measures consider indicative of ongoing operating performance for business planning purposes, including managing its due to their inherent unusual, extraordinary or non- business against internal projected results of operations recurring nature or because they result from an event of and measuring its performance. Management views a similar nature. Adjusted Operating Income, Adjusted EBITDA, Adjusted EBITDA Margin on Revenue, Adjusted EBITDA Margin on “Adjusted EBITDA” represents net income before income Revenue, Excluding Billable Expenses, Adjusted Net taxes, net interest and other expense and depreciation Income, and Adjusted Diluted EPS as measures of the core and amortization before certain other items, including operating business, which exclude the impact of the items transaction costs, fees, losses, and expenses, including detailed in the supplemental exhibits, as these items are fees associated with debt prepayments. “Adjusted generally not operational in nature. EBITDA Margin on Revenue” is calculated as Adjusted EBITDA divided by revenue. “Adjusted EBITDA Margin on These supplemental performance measures also provide Revenue, Excluding Billable Expenses” is calculated as another basis for comparing period to period results by Adjusted EBITDA divided by Revenue, Excluding Billable excluding potential differences caused by non-operational Expenses. Booz Allen prepares Adjusted EBITDA, and unusual or non-recurring items. Adjusted EBITDA Margin on Revenue, and Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses Management also utilizes Revenue, Excluding Billable to eliminate the impact of items it does not consider Expenses because it provides management useful indicative of ongoing operating performance due to their information about the Company’s operating performance inherent unusual, extraordinary or non-recurring nature by excluding the impact of costs that are not indicative of or because they result from an event of a similar nature. the level of productivity of its consulting staff headcount and its overall direct labor, which management believes “Adjusted Net Income” represents net income before: (i) provides useful information to its investors about its core transaction costs, fees, losses, and expenses, including operations. Booz Allen also utilizes and discusses Free fees associated with debt prepayments, (ii) amortization Cash Flow in this release because management uses this or write-off of debt issuance costs and write-off of measure for business planning purposes, measuring the original issue discount, (iii) release of income tax cash generating ability of the operating business and reserves, and (iv) re-measurement of deferred tax assets measuring liquidity generally. Booz Allen presents these and liabilities as a result of the Tax Cuts and Jobs Act (the supplemental measures because it believes that these “2017 Tax Act”) in each case net of the tax effect where measures provide investors and securities analysts with appropriate calculated using an assumed effective tax important supplemental information with which to rate. Booz Allen prepares Adjusted Net Income to evaluate Booz Allen’s performance, long term earnings eliminate the impact of items, net of tax, it does not potential, or liquidity, as applicable, and to enable them 3
to assess Booz Allen’s performance on the same basis as our inability to predict specific quantifications of the management. These supplemental performance amounts that would be required to reconcile such measurements may vary from and may not be comparable measures. Consequently, any attempt to disclose such to similarly titled measures by other companies in Booz reconciliation would imply a degree of precision that could Allen’s industry. Revenue, Excluding Billable Expenses, be confusing or misleading to investors. Adjusted Operating Income, Adjusted EBITDA, Adjusted EBITDA Margin on Revenue, Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses, Adjusted Net FORWARD LOOKING STATEMENTS Income, Adjusted Diluted EPS, and Free Cash Flow are not recognized measurements under GAAP and when Certain statements contained in this press release and in analyzing Booz Allen’s performance or liquidity, as related comments by our management include “forward- applicable, investors should (i) evaluate each adjustment looking statements” within the meaning of the Private in our reconciliation of revenue to Revenue, Excluding Securities Litigation Reform Act of 1995. Examples of Billable Expenses, operating income to Adjusted Operating forward-looking statements include information concerning Income, net income to Adjusted EBITDA, Adjusted EBITDA Booz Allen’s preliminary financial results, financial outlook Margin on Revenue, Adjusted EBITDA Margin on Revenue, and guidance, including forecasted revenue, Diluted EPS, Excluding Billable Expenses, Adjusted Net Income, and and Adjusted Diluted EPS, future quarterly dividends, and Adjusted Diluted Earnings per Share, and net cash future improvements in operating margins, as well as any provided by operating activities to Free Cash Flow, other statement that does not directly relate to any (ii) use Revenue, Excluding Billable Expenses, Adjusted historical or current fact. In some cases, you can identify Operating Income, Adjusted EBITDA, Adjusted EBITDA forward-looking statements by terminology such as “may,” Margin on Revenue, Adjusted EBITDA Margin on Revenue, “will,” “could,” “should,” “forecasts,” “expects,” “intends,” Excluding Billable Expenses, Adjusted Net Income, and “plans,” “anticipates,” “projects,” “outlook,” “believes,” Adjusted Diluted EPS in addition to, and not as an “estimates,” “predicts,” “potential,” “continue,” alternative to revenue, operating income, net income “preliminary,” or the negative of these terms or other or diluted EPS as measures of operating results, each comparable terminology. Although we believe that the as defined under GAAP, and (iii) use Free Cash Flow, in expectations reflected in the forward-looking statements addition to, and not as an alternative to, net cash are reasonable, we can give you no assurance these provided by operating activities as a measure of liquidity, expectations will prove to have been correct. each as defined under GAAP. Exhibit 4 includes a reconciliation of Revenue, Excluding Billable Expenses, These forward-looking statements relate to future events Adjusted Operating Income, Adjusted EBITDA, Adjusted or our future financial performance and involve known EBITDA Margin on Revenue, Adjusted EBITDA Margin on and unknown risks, uncertainties and other factors that may Revenue, Excluding Billable Expenses, Adjusted Net cause our actual results, levels of activity, performance or Income, Adjusted Diluted EPS, and Free Cash Flow to the achievements to differ materially from any future results, most directly comparable financial measure calculated levels of activity, performance or achievements expressed or and presented in accordance with GAAP. implied by these forward-looking statements. With respect to our expectations under “Financial These risks and other factors include: efforts by Congress Outlook” above, a reconciliation of Adjusted Diluted EPS and other U.S. government bodies to reduce U.S. guidance to the closest corresponding GAAP measure is government spending and address budgetary constraints, not available without unreasonable efforts on a forward- including automatic sequestration required by the Budget looking basis due to our inability to predict our stock Control Act of 2011 (as subsequently amended) and the U.S. price, equity grants and dividend declarations during the deficit, as well as associated uncertainty around the timing, course of fiscal 2020. Projecting future stock price, equity extent, nature, and effect of such efforts; delayed funding of grants and dividends to be declared would be necessary our contracts due to uncertainty relating to funding of the to accurately calculate the difference between Adjusted U.S. government and a possible failure of Congressional Diluted EPS and GAAP EPS as a result of the effects of the efforts to approve such funding and to craft a long-term two-class method and related possible dilution used in the agreement on the U.S. government’s ability to incur calculation of EPS. Consequently, any attempt to disclose indebtedness in excess of its current limits, or changes in such reconciliation would imply a degree of precision that the pattern or timing of government funding and spending could be confusing or misleading to investors. We expect (including those resulting from or related the variability of the above charges to have an to cuts associated with sequestration); any issue that unpredictable, and potentially significant, impact on our compromises our relationships with the U.S. government or future GAAP financial results. damages our professional reputation, including negative publicity concerning government contractors In addition, management may discuss its expectation for in general or us in particular; changes in U.S. government EBITDA margin for fiscal year 2020 from time to time. A spending, including a continuation of efforts by the U.S. reconciliation of EBITDA margin guidance to the closest government to decrease spending for management support corresponding GAAP measure is not available without service contracts, and mission priorities that shift unreasonable efforts on a forward-looking basis due to expenditures away from agencies or programs that we 4
support; U.S. government shutdowns as a result of the address client needs, grow our business or respond to failure by elected officials to fund the government; the market developments; risks associated with increased size of our addressable markets and the amount of U.S. competition, new relationships, clients, capabilities, and government spending on private contractors; failure to service offerings in our U.S. and international businesses; comply with numerous laws and regulations, including, failure to comply with special U.S. government laws and but not limited to, the Federal Acquisition Regulation regulations relating to our international operations; risks (“FAR”), the False Claims Act, the Defense Federal related to our indebtedness and credit facilities which Acquisition Regulation Supplement and FAR Cost contain financial and operating covenants; the adoption Accounting Standards and Cost Principles; our ability to by the U.S. government of new laws, rules, and compete effectively in the competitive bidding process regulations, such as those relating to organizational and delays or losses of contract awards caused by conflicts of interest issues or limits; risks related to competitors’ protests of major contract awards received completed and future acquisitions, including our ability to by us; the loss of General Services Administration Multiple realize the expected benefits from such acquisitions; an Award schedule contracts, or GSA schedules, or our inability to utilize existing or future tax benefits for any position as prime contractor on government-wide reason, including as a result of a change in laws or acquisition contract vehicles, or GWACs; changes in the regulations; variable purchasing patterns under U.S. mix of our contracts and our ability to accurately estimate government GSA schedules, blanket purchase agreements or otherwise recover expenses, time, and resources for and indefinite delivery, indefinite quantity, or IDIQ, our contracts; continued efforts to change how the U.S. contracts; and the impact of changes in accounting rules government reimburses compensation related costs and and regulations, or interpretations thereof, that may other expenses or otherwise limit such reimbursements affect the way we recognize and report our financial and an increased risk of compensation being deemed results, including changes in accounting rules governing unallowable or payments being withheld as a result of recognition of revenue. Additional information concerning U.S. government audit, review, or investigation; our ability these and other factors can be found in our filings with the to realize the full value of and replenish our backlog, Securities and Exchange Commission (SEC), including our generate revenue under certain of our contracts and the Annual Report on Form 10-K, filed with the SEC on May 28, timing of our receipt of revenue under contracts included 2019. All forward-looking statements attributable to us or in backlog; changes in estimates used in recognizing persons acting on our behalf are expressly qualified in revenue; an inability to attract, train, or retain employees their entirety by the foregoing cautionary statements. with the requisite skills and experience; an inability to All such statements speak only as of the date made and, timely hire, assimilate and effectively utilize our except as required by law, we undertake no obligation to employees, ensure that employees obtain and maintain update or revise publicly any forward-looking statements, necessary security clearances and/or effectively manage whether as a result of new information, future events or our cost structure; the loss of members of senior otherwise. management or failure to develop new leaders; misconduct or other improper activities from our employees or subcontractors, including the improper use or release of our clients’ sensitive or classified information; increased insourcing by various U.S. government agencies due to changes in the definition of “inherently governmental” work, including proposals to limit contractor access to sensitive or classified information and work assignments; increased competition from other companies in our industry; failure to maintain strong relationships with other contractors or the failure of contractors with which we have entered into a sub- or prime- contractor relationship to meet their obligations to us or our clients; inherent uncertainties and potential adverse developments in legal or regulatory proceedings, including litigation, audits, reviews, and investigations, which may result in materially adverse judgments, settlements, withheld payments, penalties, or other unfavorable outcomes including debarment, as well as disputes over the availability of insurance or indemnification; internal system or service failures and security breaches, including, but not limited to, those resulting from external or internal cyber attacks on our network and internal systems; risks related to the potential implementation and operation of new financial management systems; risks inherent in the government contracting environment; risks related to changes to our operating structure, capabilities, or strategy intended to 5 5
Exhibit 1 Booz Allen Hamilton Holding Corporation Condensed Consolidated Statements of Operations Three Months Ended June 30, (Amounts in thousands, except per share data) 2019 2018 (Unaudited) Revenue $ 1,825,176 $ 1,646,848 Operating costs and expenses: Cost of revenue 840,654 785,812 Billable expenses 551,175 477,435 General and administrative expenses 234,280 205,836 Depreciation and amortization 20,021 16,153 Total operating costs and expenses 1,646,130 1,485,236 Operating income 179,046 161,612 Interest expense (25,187) (23,074) Other income (expense), net 1,971 (1,171) Income before income taxes 155,830 137,367 Income tax expense 38,444 33,163 Net income $ 117,386 $ 104,204 Earnings per common share: Basic $ 0.83 $ 0.72 Diluted $ 0.83 $ 0.72 6 6
Exhibit 2 Booz Allen Hamilton Holding Corporation Condensed Consolidated Balance Sheets June 30, March 31, (Amounts in thousands, except share and per share data) 2019 2019 (Unaudited) Assets Current assets: Cash and cash equivalents $ 649,100 $ 283,990 Accounts receivable, net of allowance 1,407,716 1,330,364 Prepaid expenses and other current assets 59,583 84,986 Total current assets 2,116,399 1,699,340 Property and equipment, net of accumulated depreciation 177,837 172,453 Operating lease right-of-use assets 257,310 — Intangible assets, net of accumulated amortization 291,629 287,051 Goodwill 1,581,160 1,581,160 Other long-term assets 89,315 91,837 Total assets $ 4,513,650 $ 3,831,841 Liabilities and stockholders' equity Current liabilities: Current portion of long-term debt $77,924 $57,924 Accounts payable and other accrued expenses 674,508 664,948 Accrued compensation and benefits 251,093 325,553 Operating lease liabilities 29,789 — Other current liabilities 178,200 130,814 Total current liabilities 1,211,514 1,179,239 Long-term debt, net of current portion 2,063,321 1,701,837 Operating lease liabilities, net of current portion 287,979 — Other long-term liabilities 202,013 275,399 Total liabilities 3,764,827 3,156,475 Stockholders’ equity: Common stock, Class A — $0.01 par value — authorized, 600,000,000 shares; issued, 160,244,219 shares at June 30, 2019 and 159,924,825 shares at March 31, 2019; outstanding, 140,218,119 shares at June 30, 2019 and 140,027,853 shares at March 31, 2019 1,602 1,599 Treasury stock, at cost — 20,026,100 shares at June 30, 2019 and 19,896,972 shares at March 31, 2019 (719,736) (711,450) Additional paid-in capital 413,293 401,596 Retained earnings 1,079,785 994,811 Accumulated other comprehensive loss (26,121) (11,190) Total stockholders’ equity 748,823 675,366 Total liabilities and stockholders’ equity $ 4,513,650 $ 3,831,841 7 7
Exhibit 3 Booz Allen Hamilton Holding Corporation Condensed Consolidated Statements of Cash Flows Three Months Ended June 30, (Amounts in thousands) 2019 2018 (Unaudited) Cash flows from operating activities Net income $ 117,386 $ 104,204 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 20,021 16,153 Noncash lease expense 13,970 — Stock-based compensation expense 6,444 6,115 Amortization of debt issuance costs 1,219 1,360 Losses on dispositions 23 401 Changes in assets and liabilities: Accounts receivable, net of allowance (77,352) (141,516) Deferred income taxes and income taxes receivable / payable 42,342 20,781 Prepaid expenses and other current assets (15,540) (15,320) Other long-term assets 623 (1,703) Accrued compensation and benefits (70,845) (38,144) Accounts payable and other accrued expenses 29,129 28,322 Accrued interest (2,361) (2,613) Other current liabilities (964) (4,967) Operating lease liabilities (15,232) — Other long-term liabilities 2,120 (110) Net cash provided by (used in) operating activities 50,983 (27,037) Cash flows from investing activities Purchases of property, equipment, and software (27,336) (20,465) Payments for businesses acquisitions, net of cash acquired — (20) Net cash used in investing activities (27,336) (20,485) Cash flows from financing activities Proceeds from issuance of common stock 3,378 2,585 Stock option exercises 2,155 5,265 Repurchases of common stock (12,178) (53,845) Cash dividends paid (32,412) (27,442) Dividend equivalents paid to option holders — (267) Repayment of debt (19,480) (75,775) Proceeds from debt issuance 400,000 60,000 Payment on contingent liabilities from acquisition — (234) Net cash provided by (used in) financing activities 341,463 (89,713) Net increase (decrease) in cash and cash equivalents 365,110 (137,235) Cash and cash equivalents — beginning of period 283,990 286,958 Cash and cash equivalents — end of period $ 649,100 $ 149,723 Supplemental disclosures of cash flow information Net cash paid (refund) during the period for: Interest $ 26,726 $ 23,938 Income taxes $ (4,238) $ 11,475 Supplemental disclosures of non-cash investing and financing activities Share repurchases transacted but not settled and paid $ 2,423 $ 3,365 Noncash financing activities $ 2,682 $ 3,216 8 8
Exhibit 4 Booz Allen Hamilton Holding Corporation Non-GAAP Financial Information Three Months Ended June 30, (In thousands, except share and per share data) 2019 2018 (Unaudited) Revenue, Excluding Billable Expenses Revenue $ 1,825,176 $ 1,646,848 Billable expenses 551,175 477,435 Revenue, Excluding Billable Expenses $ 1,274,001 $ 1,169,413 Adjusted Operating Income Operating Income $ 179,046 $ 161,612 Adjusted Operating Income $ 179,046 $ 161,612 EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin on Revenue & Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses Net income $ 117,386 $ 104,204 Income tax expense 38,444 33,163 Interest and other, net (a) 23,216 24,245 Depreciation and amortization 20,021 16,153 EBITDA $ 199,067 $ 177,765 Adjusted EBITDA $ 199,067 $ 177,765 Adjusted EBITDA Margin on Revenue 10.9% 10.8% Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses 15.6% 15.2% Adjusted Net Income Net income $ 117,386 $ 104,204 Amortization or write-off of debt issuance costs and write-off of original issue discount 457 663 Adjustments for tax effect (b) (119) (172) Adjusted Net Income $ 117,724 $ 104,695 Adjusted Diluted Earnings Per Share Weighted-average number of diluted shares outstanding 141,129,301 144,693,573 Adjusted Net Income Per Diluted Share (c) $ 0.83 $ 0.72 Free Cash Flow Net cash provided by (used in) operating activities $ 50,983 $ (27,037) Less: Purchases of property and equipment (27,336) (20,465) Free Cash Flow $ 23,647 $ (47,502) (a) Reflects the combination of Interest expense and Other income (expense), net from the condensed consolidated statement of operations. (b) Reflects the tax effect of adjustments at an assumed effective tax rate of 26%, which approximates the blended federal and state tax rates and consistently excludes the impact of other tax credits and incentive benefits realized. (c) Excludes an adjustment of approximately $0.6 million of net earnings for the three months ended June 30, 2019 and 2018, respectively, associated with the application of the two-class method for computing diluted earnings per share. 9 9
Exhibit 5 Booz Allen Hamilton Holding Corporation Operating Data As of June 30, (Amounts in millions) 2019 2018 Backlog Funded $ 3,195 $ 2,810 Unfunded 4,351 4,140 Priced Options 12,309 10,132 Total Backlog $ 19,855 $ 17,082 Three Months Ended June 30, 2019 2018 Book-to-Bill * 1.29 1.64 * Book-to-bill is calculated as the change in total backlog during the relevant fiscal period plus the relevant fiscal period revenue, all divided by the relevant fiscal period revenue. As of June 30, 2019 2018 Headcount Total Headcount 26,384 24,558 Consulting Staff Headcount 23,603 22,052 Three Months Ended June 30, 2019 2018 Percentage of Total Revenue by Contract Type Cost-Reimbursable 56% 52% Time-and-Materials 23% 25% Fixed-Price 21% 23% Three Months Ended June 30, 2019 2018 Days Sales Outstanding ** 73 74 ** Calculated as total accounts receivable divided by revenue per day during the relevant fiscal quarter. 101 0
EARNINGS CALL PRESENTATION Fiscal Year 2020, First Quarter July 29, 2019
HORACIO ROZANSKI CALL President and Chief Executive Officer PARTICIPANTS LLOYD HOWELL Chief Financial Officer and Treasurer NICHOLAS VEASEY Vice President of Investor Relations 2
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, 2019, 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. With respect to our expectations under “Fiscal 2020 Full Year Outlook,” reconciliation of Adjusted Diluted EPS guidance to the closest corresponding GAAP measure is not available without unreasonable efforts on a forward-looking basis due to our inability to predict our stock price, equity grants and dividend declarations during the course of fiscal 2020. Projecting future stock price, equity grants and dividends to be declared would be necessary to accurately calculate the difference between Adjusted Diluted EPS and GAAP EPS as a result of the effects of the two-class method and related possible dilution used in the calculation of EPS. Consequently, any attempt to disclose such reconciliation would imply a degree of precision that could be confusing or misleading to investors. We expect the variability of the above charges to have an unpredictable, and potentially significant, impact on our future GAAP financial results. For the same reason, a reconciliation of Adjusted EBITDA Margin on Revenue guidance to the closest corresponding GAAP measure is not available without unreasonable efforts on a forward-looking basis due to our inability to predict specific quantifications of the amounts that would be required to reconcile such measures. All quarterly financial information for the fiscal year ended March 31, 2017 presented herein is as previously reported under ASC 605 while the annual financial information for the fiscal year ended March 31, 2017 was retroactively recast for the effects of ASC 606 and ASU 2017-07, as required. Unless otherwise specified, all references to "record" results are with respect to the period since Booz Allen's initial public offering. 3
KEY FINANCIAL RESULTS FIRST QUARTER FISCAL YEAR 2020 RESULTS FIRST QUARTER (1) Revenue $1.8 billion 10.8% Increase Revenue, Excluding Billable Expenses $1.3 billion 8.9% Increase Adjusted EBITDA $199 million 12.0% Increase Adjusted EBITDA Margin on Revenue 10.9% 1.1% Increase Net Income $117 million 12.7% Increase Adjusted Net Income $118 million 12.4% Increase Diluted EPS $0.83 15.3% Increase Adjusted Diluted EPS $0.83 15.3% Increase Net Cash Provided by Operating Activities $51 million 288.6% Increase (1) Comparisons are to prior fiscal year period 4
Q1 FY'20 PERFORMANCE: ALIGNED WITH INVESTMENT THESIS UPDATED INVESTMENT THESIS Unique Market Position = Strong Financial Returns + Option Value – Investments in innovation, talent, FY'18 - FY'21 – Continued investment in and capabilities position us to help new business lines and clients adopt current and new 66% ADEPS GROWTH BY FY'21 solutions that will drive technologies future growth – First mover advantage enhanced by + ~2% DIVIDEND YIELD our ability to combine mission knowledge, consulting heritage and 6 - 9% Low 10% Range ~$1.4B technical depth creating value for critical missions and top priorities Annual Revenue Adj. EBITDA Capital Growth Margins Deployment – Organic growth in revenue ex-billables of ~9% year-over-year driven by strong client demand INDUSTRY LEADING ORGANIC – ~7% year-over-year headcount growth positions firm to continue to execute against near-record backlog REVENUE GROWTH – Positioned to meet objective of a relatively strong first half of fiscal year 2020 – Adj. EBITDA Margin on Revenue of 10.9%; Adj. EBITDA of $199 million (~12% growth year-over-year) CONTRACT PERFORMANCE – Organic growth and strong contract-level execution continue to drive profitability DRIVES MARGIN EXPANSION – Reaffirming FY'20 guidance of Adj. EBITDA Margin on Revenue in the low 10% range PRUDENT CAPITAL – Deployed ~$41 million in capital during the first quarter DEPLOYMENT – Reaffirming three-year goal ($1.4 billion) to deploy remaining ~$1.0 billion through fiscal year 2021 5
Page 4 intentionally repeated KEY FINANCIAL RESULTS FIRST QUARTER FISCAL YEAR 2020 RESULTS FIRST QUARTER (1) Revenue $1.8 billion 10.8% Increase Revenue, Excluding Billable Expenses $1.3 billion 8.9% Increase Adjusted EBITDA $199 million 12.0% Increase Adjusted EBITDA Margin on Revenue 10.9% 1.1% Increase Net Income $117 million 12.7% Increase Adjusted Net Income $118 million 12.4% Increase Diluted EPS $0.83 15.3% Increase Adjusted Diluted EPS $0.83 15.3% Increase Net Cash Provided by Operating Activities $51 million 288.6% Increase (1) Comparisons are to prior fiscal year period 6
HISTORICAL BACKLOG & BOOK-TO-BILL BACKLOG (1) $21.4 $$20.520.4 $22.0 $19.3 $19.9 $12.4 $17.0 $12.4 $16.7 $16.7 $16.1 $12.2 $12.3 $16.5 s $13.6 $13.5 $13.6 $14.0 $9.2 $9.6 $10.1 n $9.2 o i $8.3 l $7.0 $7.5 $7.7 l i $11.0 b n $4.8 i $4.5 $5.5 $3.9 $4.2 $4.2 $4.1 $3.7 $4.4 $3.3 $3.2 $3.1 $3.2 $4.2 $3.3 $2.8 $2.8 $3.6 $2.9 $2.7 $2.8 $3.5 $3.4 $3.2 $0.0 $2.5 (2) (2) (2) (3) (3) (3) (3) (4) (4) (4) (4) (4) Q2'17 Q3'17 Q4'17 Q1'18 Q2'18 Q3'18 Q4'18 Q1'19 Q2'19 Q3'19 Q4'19 Q1'20 Funded Unfunded Priced Options BOOK-TO-BILL TRENDS 4.0x 3.66x 3.0x 2.70x 2.17x 2.0x 1.64x 1.31x 1.29x 0.92x 1.04x 0.99x 0.60x 1.0x 0.45x 0.36x 0.0x (4) Q2'17 (2) Q3'17 (2) Q4'17 (2) Q1'18 (3) Q2'18 (3) Q3'18 (3) Q4'18 (3) Q1'19 (4) Q2'19 (4) Q3'19 (4) Q4'19 (4) Q1'20 Quarterly Book-to-Bill LTM Book-to-Bill 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-K for the fiscal 3) Revenue as adjusted from previously reported to reflect ASC 606 and ASU 2017-07 year ended 3/31/19 4) Revenue as reported, reflecting ASC 606 and ASU 2017-07 7
CAPITAL ALLOCATION DELIVERING STRONG CAPITAL RETURNS THROUGH EFFICIENT CAPITAL DEPLOYMENT STRATEGY – Multi-year capital deployment plan remains on track, subject to market conditions – Deployed ~$41 million(1) during the quarter – Aim to deploy an additional ~$1.0 billion through FY'21, aligning with our overall investment thesis goal of $1.4 billion – $652 million of share repurchase authorization remained as of June 30, 2019 – Ample cash on hand and balance sheet capacity to support our capital deployment objectives – The Board authorized a regular dividend of 23 cents per share, payable on August 30th to stockholders of record on August 14th QUARTERLY CAPITAL DEPLOYMENT ($ IN MILLIONS) HISTORICAL CAPITAL DEPLOYMENT ($ IN MILLIONS) $110.1 $110.1 $396.9 $392.1 $364.2 $19.1 $329.3 $75.5 $68.3 $83.0 $77.7 $247.6 $194.3 $269.6 $250.0 $210.1 $48.1 $41.1 $40.7 $8.3 $51.1 $63.2 $56.4 $32.4 $32.4 $27.4 $27.2 $27.1 $80.0 $92.9 $103.4 $114.2 $119.2 Q1'19 Q2'19 Q3'19 Q4'19 Q1'20 FY'16 FY'17 FY'18 FY'19 LTM Quarterly Dividends Share Repurchases Quarterly Dividends Share Repurchases M&A (2) Special Dividends M&A (2) Special Dividends (1) Includes $2.4M to purchase 35k withhold-to-cover shares (2) Represents Payments for Business Acquisitions, Net of Cash Acquired 8
FINANCIAL OUTLOOK FULL YEAR FY'20 GUIDANCE OPERATING PERFORMANCE CURRENT PRIOR (Q4'19) Revenue Growth 6.0 - 9.0% 6.0 - 9.0% Adjusted EBITDA Margin on Revenue Low 10% range Low 10% range Adjusted Diluted EPS $2.90 - $3.05 $2.90 - $3.05 Net Cash Provided by Operating Activities $400 - $450 million $400 - $450 million ASSUMPTIONS FOR ADEPS GUIDANCE CURRENT PRIOR (Q4'19) Tax Rate 23 - 25% 23 - 25% Share Count 137 - 141 million 137 - 141 million 9
APPENDIX 10
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 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) transaction costs, fees, losses, and expenses, including fees associated with debt prepayments, (ii) amortization or write-off of debt issuance costs and write-off of original issue discount, (iii) release of income tax reserves, and (iv) 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. 11
NON-GAAP FINANCIAL INFORMATION Three Months Ended June 30, (a) Reflects the combination of Interest expense and Other income (expense), net from the (In thousands, except share and per share data) 2019 2018 condensed consolidated statement of operations. (Unaudited) Revenue, Excluding Billable Expenses (b) Reflects the tax effect of adjustments at an Revenue $ 1,825,176 $ 1,646,848 assumed effective tax rate of 26%, which Billable expenses 551,175 477,435 approximates the blended federal and state tax Revenue, Excluding Billable Expenses $ 1,274,001 $ 1,169,413 rates and consistently excludes the impact of other Adjusted Operating Income tax credits and incentive benefits realized. Operating Income $ 179,046 $ 161,612 (c) Excludes an adjustment of approximately $0.6 Adjusted Operating Income $ 179,046 $ 161,612 million of net earnings for the three months ended EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin on Revenue & Adjusted June 30, 2019 and 2018, respectively, associated EBITDA Margin on Revenue, Excluding Billable Expenses with the application of the two-class method for Net income $ 117,386 $ 104,204 computing diluted earnings per share. Income tax expense 38,444 33,163 Interest and other, net (a) 23,216 24,245 Depreciation and amortization 20,021 16,153 EBITDA $ 199,067 $ 177,765 Adjusted EBITDA $ 199,067 $ 177,765 Adjusted EBITDA Margin on Revenue 10.9% 10.8% Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses 15.6% 15.2% Adjusted Net Income Net income $ 117,386 $ 104,204 Amortization or write-off of debt issuance costs and write-off of original issue discount 457 663 Adjustments for tax effect (b) (119) (172) Adjusted Net Income $ 117,724 $ 104,695 Adjusted Diluted Earnings Per Share Weighted-average number of diluted shares outstanding 141,129,301 144,693,573 Adjusted Net Income Per Diluted Share (c) $ 0.83 $ 0.72 Free Cash Flow Net cash provided by operating activities $ 50,983 $ (27,037) Less: Purchases of property and equipment (27,336) (20,465) Free Cash Flow $ 23,647 $ (47,502) 12
FINANCIAL RESULTS – KEY DRIVERS First Quarter Fiscal 2020 – Below is a summary of the key factors driving results for the fiscal 2020 first quarter ended June 30, 2019 as compared to the prior year period: • Revenue increased by 10.8% to $1.8 billion driven primarily by continued strength in client demand, which led to increased client staff headcount and an increase in direct client staff labor. • Revenue, Excluding Billable Expenses increased 8.9% to $1.3 billion due to increased client demand which led to increased client staff headcount and an increase in direct client staff labor. • Operating Income and Adjusted Operating Income both increased 10.8% to $179.0 million. Increases in both were primarily driven by the same factors driving revenue growth, as well as strong contract performance. • Net income increased 12.7% to $117.4 million and Adjusted Net Income increased 12.4% to $117.7 million. These increases were primarily driven by the same factors as Operating Income and Adjusted Operating Income. • EBITDA and Adjusted EBITDA both increased 12.0% to $199.1 million. These increases were due to the same factors as Operating Income and Adjusted Operating Income. • Diluted EPS and Adjusted Diluted EPS both increased to $0.83 from $0.72. 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 first quarter of fiscal 2020. • As of June 30, 2019, total backlog was $19.9 billion, an increase of 16.2%. Funded backlog was $3.2 billion, an increase of 13.7%. • Net cash provided by operating activities was $51.0 million for the three months ended June 30, 2019 as compared to net cash used in operating activities of $(27.0) million for the three months ended June 30, 2018. The improvement in operating cash flow over the prior year period was primarily due to collection of our revenue and net income growth in fiscal 2020 as compared to fiscal 2019. Free Cash Flow was $23.6 million for the three months ended June 30, 2019 as compared to $(47.5) million for the three months ended June 30, 2018. Free Cash Flow was affected by the same factors affecting cash provided by operating activities, partially offset by an increase in capital expenditures over the prior year period primarily related to investments in our facilities, infrastructure and information technology. 13