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 (Date of earliest event reported): July 31, 2020
___________________________________
(Exact name of Registrant as specified in its charter)
___________________________________
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||
(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)) | |
Title of Each Class | Trading Symbol | Name of Each Exchange on Which Registered |
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 31, 2020, Booz Allen Hamilton Holding Corporation (the “Company”) issued a press release announcing its results of operations for the fiscal quarter ended June 30, 2020. A copy of the press release is attached hereto as Exhibit 99.1.
On July 31, 2020, 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 31, 2020
INDEX TO EXHIBITS
Exhibit No. | Description | |
99.1 | ||
99.2 | ||
Booz | Allen | Hamilton® FINANCIAL SUMMARY BOOZ ALLEN HAMILTON ANNOUNCES First Quarter ended June 30, 2020 FIRST QUARTER FISCAL 2021 RESULTS - A summary of Booz Allen’s results for the first quarter of fiscal 2021 is below. All comparisons are to the + Company Delivers Strong First Quarter Revenue, Margins, Earnings and prior year period. A description of Backlog, Demonstrating Business Resiliency During COVID-19 Outbreak key drivers can be found in the Company’s Earnings Call + Quarterly Revenue Increase of 7.2 percent over the Prior Year Period to $2.0 1 Presentation for the first quarter billion, and Revenue, Excluding Billable Expenses Growth of 10.5 percent posted on investors.boozallen.com. + Annual Diluted Earnings Per Share of $0.92 and Adjusted Diluted Earnings Per Share1 of $0.93 + 15.9 percent Annual Increase in Total Backlog to $23.0 billion; Book-to-Bill of 2.2x, Record First Quarter Performance Since IPO + Quarterly Dividend of $0.31 per Share “Our firm has reported another excellent start to the fiscal year, while managing through the complexity of the COVID-19 pandemic. We remain FIRST QUARTER FY21 focused on maximizing the health and safety of our people and clients while (changes are compared to prior year period) delivering high-quality work across all markets. Demand for our services and REVENUE: solutions remains strong, and we are proud to partner with the government as it scales advanced technologies into critical missions." $1.96B +7.2% EX. BILLABLE EXPENSES1: — HORACIO ROZANSKI $1.41B +10.5% President and Chief Executive Officer OPERATING INCOME: McLean, Virginia; July 31, 2020 - Booz Allen Hamilton Holding Corporation (NYSE: $191.9M +7.2% BAH), the parent company of management and technology consulting and engineering 1 services firm Booz Allen Hamilton Inc., today announced preliminary results for the ADJ. OPERATING INCOME : first quarter of fiscal 2021. $192.2M +7.4% The Company delivered an excellent first quarter during the COVID-19 pandemic while NET INCOME: operating under majority telework, achieving solid growth in Revenue and Revenue, Excluding Billable Expenses1, strong margin performance, improved earnings and $129.3M +10.2% backlog growth. Book-to-bill of 2.2x was a record high for the first quarter since the ADJUSTED NET INCOME1: Company’s IPO. Additionally, client delivery remained high due to enhanced staff $129.9M +10.3% productivity, and effective virtual recruiting drove headcount growth. The Company reported first quarter revenue growth of 7.2 percent and a 10.5 percent EBITDA: 1 quarterly increase in Revenue, Excluding Billable Expenses . Net Income increased by $212.6M +6.8% 10.2 percent to $129.3 million and Adjusted Net Income increased by 10.3 percent to 1 $129.9 million. Strong top-line growth contributed to a 7.0 percent quarterly increase ADJUSTED EBITDA : in Adjusted EBITDA1 to $213.0 million. Quarterly Adjusted EBITDA Margin on Revenue1 $213.0M +7.0% was 10.9 percent. Diluted Earnings per Share was $0.92, up $0.09 or 10.8 percent, while Adjusted Diluted EPS1 was $0.93, up $0.10 or 12.0 percent. DILUTED EPS: Total backlog increased by 15.9 percent over the end of the prior year to $23.0 billion. $0.92 up from $0.83 As of June 30, 2020, total headcount increased by 208 positions since the end of the ADJUSTED DILUTED EPS1: prior quarter, and was 997 higher than at the end of the prior year period, an increase up from $0.83 of 3.8 percent. $0.93 1
Net cash provided by operating activities for the first quarter fiscal 2021 was ABOUT BOOZ ALLEN HAMILTON $140.4 million as compared to $51.0 million in the prior year period. Free cash flow1 for the first quarter was $120.4 million compared to $23.6 million for the For more than 100 years, military prior year period. government and business leaders have turned to Booz Allen Hamilton to The Company declared a regular quarterly dividend of 31 cents per share, which is solve their most complex problems. As a consulting firm with experts in analytics, payable on August 28, 2020, to stockholders of record on August 14, 2020. digital, engineering and cyber, we help organizations transform. We are a key For fiscal 2021, the Company is reaffirming guidance issued May 26, 2020: partner on some of the most innovative programs for governments worldwide and trusted by its most sensitive agencies. We work shoulder to shoulder with clients, using FINANCIAL OUTLOOK a mission-first approach to choose the right strategy and technology to help them realize + Revenue: Growth in the 6 to 10 percent range their vision. 1 + Adjusted EBITDA Margin on Revenue : Approximately 10 percent With global headquarters + Adjusted Diluted EPS1: $3.40 - $3.60 in McLean, Virginia, our firm employs about 27,400 people globally, and had + Cash from Operating Activities: $550 million - $600 million revenue of $7.5 billion for the 12 months This Adjusted Diluted EPS1 estimate is based on fiscal 2021 estimated average diluted shares ended March 31, 2020. To learn more, visit outstanding in the range of 136 million to 140 million shares, and assumes an effective tax www.boozallen.com. (NYSE: BAH) rate in the range of 20 percent to 23 percent. 3-YEAR INVESTMENT THESIS CONTACT: The Company in May 2020 updated its goals for financial performance through Media Relations- James Fisher: Fiscal 2021 related to ADEPS1 growth and Adjusted EBITDA Margin. For the three- year period from Fiscal Year 2018 through Fiscal Year 2021, the Investment Thesis is 703-337-7595 as follows: Investor Relations: 703-337-5332 Strong Financial Returns Unique Market Position Option Value = From FY 18 through FY 21 + *Investments in innovation, 70% to 80% ADEPS Growth Continued investment in new talent, and capabilities position + business lines and solutions that us to help clients adopt current will drive future growth and new technologies ~2% Dividend Yield *First mover advantage Supported by: enhanced by our ability to 6 - 10% Annual Revenue Growth combine mission knowledge, ~10% Adj. EBITDA Margin consulting heritage and technical depth creating value ~$1.4B in Capital Deployment for critical missions and top priorities CONFERENCE CALL INFORMATION Booz Allen Hamilton will host a conference call at 8 a.m. EDT on Friday, July 31, 2020, to discuss the financial results for its first quarter fiscal 2021 (ended June 30, 2020). Analysts and institutional investors may participate on the call by dialing (877) 375-9141; International: (253) 237-1151, using the passcode 9943979. 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 31, 2020, 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
NON-GAAP FINANCIAL INFORMATION “Revenue, Excluding Billable Expenses” represents “Adjusted Diluted EPS” represents diluted EPS calculated revenue less billable expenses. Booz Allen uses Revenue, using Adjusted Net Income as opposed to net income. Excluding Billable Expenses because it provides Additionally, Adjusted Diluted EPS does not contemplate management useful information about the Company’s any adjustments to net income as required under the two- operating performance by excluding the impact of costs class method of calculating EPS as required in accordance that are not indicative of the level of productivity of its with accounting principles generally accepted in the consulting staff headcount and its overall direct labor, United States, or GAAP. which management believes provides useful information to its investors about its core operations. "Free Cash Flow" represents the net cash generated from operating activities less the impact of purchases of “Adjusted Operating Income” represents operating property, equipment and software. income before: transaction costs, fees, losses, and expenses, including fees associated with debt prepayments and supplemental employee benefits due Booz Allen utilizes and discusses in this release Revenue, to the COVID-19 outbreak. Booz Allen prepares Adjusted Excluding Billable Expenses, Adjusted Operating Income, Operating Income to eliminate the impact of items it Adjusted EBITDA, Adjusted EBITDA Margin on Revenue, does not consider indicative of ongoing operating Adjusted EBITDA Margin on Revenue, Excluding Billable performance due to their inherent unusual, Expenses, Adjusted Net Income, and Adjusted Diluted EPS extraordinary or non-recurring nature or because they because management uses these measures for business result from an event of a similar nature. planning purposes, including managing its business against internal projected results of operations and measuring its performance. Management views Adjusted “Adjusted EBITDA” represents net income before income Operating Income, Adjusted EBITDA, Adjusted EBITDA taxes, net interest and other expense and depreciation Margin on Revenue, Adjusted EBITDA Margin on Revenue, and amortization and before certain other items, Excluding Billable Expenses, Adjusted Net Income, and including transaction costs, fees, losses, and expenses, Adjusted Diluted EPS as measures of the core operating including fees associated with debt prepayments and business, which exclude the impact of the items detailed supplemental employee benefits due to the COVID-19 in the supplemental exhibits, as these items are generally outbreak. “Adjusted EBITDA Margin on Revenue” is not operational in nature. calculated as Adjusted EBITDA divided by revenue. “Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses” is calculated as Adjusted EBITDA divided by These supplemental performance measures also provide Revenue, Excluding Billable Expenses. Booz Allen another basis for comparing period to period results by prepares Adjusted EBITDA, Adjusted EBITDA Margin on excluding potential differences caused by non-operational Revenue, and Adjusted EBITDA Margin on Revenue, and unusual or non-recurring items. Excluding Billable Expenses to eliminate the impact of items it does not consider indicative of ongoing operating Management also utilizes Revenue, Excluding Billable performance due to their inherent unusual, Expenses because it provides management useful extraordinary or non-recurring nature or because they information about the Company’s operating performance result from an event of a similar nature. by excluding the impact of costs that are not indicative of the level of productivity of its consulting staff headcount “Adjusted Net Income” represents net income before: (i) and its overall direct labor, which management believes supplemental employee benefits due to the COVID-19 provides useful information to its investors about its core outbreak, (ii) release of income tax reserves, and (iii) operations. Booz Allen also utilizes and discusses Free amortization or write-off of debt issuance costs and Cash Flow in this release because management uses this write-off of original issue discount, in each case net of measure for business planning purposes, measuring the the tax effect where appropriate calculated using an cash generating ability of the operating business and assumed effective tax rate. Booz Allen prepares Adjusted measuring liquidity generally. Booz Allen presents these Net Income to eliminate the impact of items, net of tax, supplemental measures because it believes that these it does not consider indicative of ongoing operating measures provide investors and securities analysts with performance due to their inherent unusual, important supplemental information with which to extraordinary or non recurring nature or because they evaluate Booz Allen’s performance, long term earnings result from an event of a similar nature. potential, or liquidity, as applicable, and to enable them to assess Booz Allen’s performance on the same basis as management. These supplemental performance 3
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 FORWARD LOOKING STATEMENTS Revenue, Excluding Billable Expenses, Adjusted Net Income, Adjusted Diluted EPS, and Free Cash Flow are Certain statements contained in this press release and in not recognized measurements under GAAP and when related comments by our management include “forward- analyzing Booz Allen’s performance or liquidity, as looking statements” within the meaning of the Private applicable, investors should (i) evaluate each adjustment Securities Litigation Reform Act of 1995. Examples of in our reconciliation of revenue to Revenue, Excluding forward-looking statements include information concerning Billable Expenses, operating income to Adjusted Operating Booz Allen’s preliminary financial results, financial outlook Income, net income to Adjusted EBITDA, Adjusted EBITDA and guidance, including forecasted revenue, Diluted EPS, Margin on Revenue, Adjusted EBITDA Margin on Revenue, and Adjusted Diluted EPS, future quarterly dividends, and Excluding Billable Expenses, Adjusted Net Income, and future improvements in operating margins, as well as any Adjusted Diluted Earnings per Share, and net cash other statement that does not directly relate to any provided by operating activities to Free Cash Flow, historical or current fact. In some cases, you can identify (ii) use Revenue, Excluding Billable Expenses, Adjusted forward-looking statements by terminology such as “may,” Operating Income, Adjusted EBITDA, Adjusted EBITDA “will,” “could,” “should,” “forecasts,” “expects,” “intends,” Margin on Revenue, Adjusted EBITDA Margin on Revenue, “plans,” “anticipates,” “projects,” “outlook,” “believes,” Excluding Billable Expenses, Adjusted Net Income, and “estimates,” “predicts,” “potential,” “continue,” Adjusted Diluted EPS in addition to, and not as an “preliminary,” or the negative of these terms or other alternative to revenue, operating income, net income comparable terminology. Although we believe that the or diluted EPS as measures of operating results, each expectations reflected in the forward-looking statements as defined under GAAP, and (iii) use Free Cash Flow, in are reasonable, we can give you no assurance these addition to, and not as an alternative to, net cash expectations will prove to have been correct. provided by operating activities as a measure of liquidity, each as defined under GAAP. Exhibit 4 includes a These forward-looking statements relate to future events reconciliation of Revenue, Excluding Billable Expenses, or our future financial performance and involve known Adjusted Operating Income, Adjusted EBITDA, Adjusted and unknown risks, uncertainties and other factors that may EBITDA Margin on Revenue, Adjusted EBITDA Margin on cause our actual results, levels of activity, performance or Revenue, Excluding Billable Expenses, Adjusted Net achievements to differ materially from any future results, Income, Adjusted Diluted EPS, and Free Cash Flow to the levels of activity, performance or achievements expressed or most directly comparable financial measure calculated implied by these forward-looking statements. These risks and presented in accordance with GAAP. and other factors include: With respect to our expectations under “Financial • any issue that compromises our relationships with the Outlook” above, a reconciliation of Adjusted Diluted EPS U.S. government or damages our professional guidance to the closest corresponding GAAP measure is reputation, including negative publicity concerning not available without unreasonable efforts on a forward- government contractors in general or us in particular; looking basis due to our inability to predict our stock • changes in U.S. government spending, including a price, equity grants and dividend declarations during the continuation of efforts by the U.S.government to course of fiscal 2021. Projecting future stock price, equity decrease spending for management support service grants and dividends to be declared would be necessary contracts, and mission priorities that shift expenditures to accurately calculate the difference between Adjusted away from agencies or programs that we support; Diluted EPS and GAAP EPS as a result of the effects of the • efforts by Congress and other U.S. government bodies two-class method and related possible dilution used in the to reduce U.S. government spending and address calculation of EPS. Consequently, any attempt to disclose budgetary constraints, and the U.S. deficit, as well as such reconciliation would imply a degree of precision that associated uncertainty around the timing, extent, could be confusing or misleading to investors. We expect nature, and effect of such efforts; the variability of the above charges to have an • delayed funding of our contracts due to uncertainty unpredictable, and potentially significant, impact on our relating to funding of the U.S. government and a future GAAP financial results. possible failure of Congressional efforts to approve such funding and to craft a long-term agreement on the U.S. In addition, management may discuss its expectation for government’s ability to incur indebtedness in excess of EBITDA margin for fiscal 2021 from time to time. A its current limits, or changes in the pattern or timing of reconciliation of EBITDA margin guidance to the closest government funding and spending; corresponding GAAP measure is not available without • U.S. government shutdowns as a result of the failure by unreasonable efforts on a forward-looking basis due to elected officials to fund the government; our inability to predict specific quantifications of the amounts that would be required to reconcile such 4
• failure to comply with numerous laws and • failure to comply with special U.S. government laws regulations, including, but not limited to, the Federal and regulations relating to our international Acquisition Regulation (“FAR”), the False Claims Act, operations; the Defense Federal Acquisition Regulation • risks associated with increased competition, new Supplement and FAR Cost Accounting Standardsand relationships, clients, capabilities, and service Cost Principles; offerings in our U.S. and international businesses; • the effects of the COVID-19 outbreak, and other • risks related to changes to our operating structure, pandemics or widespread health epidemics, including capabilities, or strategy intended to address client disruptions to our workforce and the impact on need, grow our business or respond to market government spending and demand for our solutions; developments; • our ability to compete effectively in the competitive • the adoption by the U.S. government of new laws, bidding process and delays or losses of contract rules, and regulations, such as those relating to awards caused by competitors’ protests of major organizational conflicts of interest issues or limits; contract awards received by us; • risks related to completed and future acquisitions, • variable purchasing patterns under U.S. government including our ability to realize the expected benefits GSA schedules, blanket purchase agreements and from such acquisitions; indefinite deliver, indefinite quantity, or IDIQ • the incurrence of additional tax liabilities, including as contracts; a result of changes in tax laws or management • the loss of General Services Administration Multiple judgments involving complex tax matters; Award schedule contracts, or GSA schedules, or our • risks inherent in the government contracting position as prime contractor on government-wide environment; acquisition contract vehicles, or GWACs; • continued efforts to change how the U.S. government • changes in the mix of our contracts and our ability to reimburses compensation related costs and other accurately estimate or otherwise recover expenses, expenses or otherwise limit such reimbursements and time, and resources for our contracts; an increased risk of compensation being deemed • changes in estimates used in recognizing revenue; unreasonable and unallowable or payments being • our ability to realize the full value of and replenish withheld as a result of U.S. government audit, review, our backlog and generate revenue under certain of or investigation; our contracts and the timing of our receipt of revenue • increased insourcing by various U.S. government under contracts included in backlog; agencies due to changes in the definition of • internal system or service failures and security “inherently governmental” work, including proposals breaches, including, but not limited to, those to limit contractor access to sensitive or classified resulting from external or internal cyber attacks on information and work assignments; our network and internal systems; • the size of our addressable markets and the amount • risks related to the potential implementation and of U.S. government spending on private contractors; operation of new financial management systems; • risks related to our indebtedness and credit facilities • an inability to attract, train, or retain employees with which contain financial and operating covenants; and the requisite skills and experience; • the impact of changes in accounting rules and • an inability to timely hire, assimilate and effectively regulations, or interpretations thereof, that may affect utilize our employees, ensure that employees obtain the way we recognize and report our financial results, and maintain necessary security clearances and/or including changes in accounting rules governing effectively manage our cost structure; recognition of revenue. • the loss of members of senior management or failure to develop new leaders; Additional information concerning these and other factors • misconduct or other improper activities from our can be found in our filings with the Securities and employees or subcontractors, including the improper Exchange Commission (SEC), including our Annual Report use or release of our clients’ sensitive or classified on Form 10-K, filed with the SEC on May 26, 2020. All information; forward-looking statements attributable to us or persons • increased competition from other companies in our acting on our behalf are expressly qualified in their industry; entirety by the foregoing cautionary statements. • failure to maintain strong relationships with other All such statements speak only as of the date made and, contractors or the failure of contractors with which except as required by law, we undertake no obligation to we have entered into a sub- or prime- contractor update or revise publicly any forward-looking statements, relationship to meet their obligations to us or our whether as a result of new information, future events or clients; otherwise. • 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; 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) 2020 2019 (Unaudited) Revenue $ 1,956,453 $ 1,825,176 Operating costs and expenses: Cost of revenue 948,902 840,654 Billable expenses 549,077 551,175 General and administrative expenses 245,855 234,280 Depreciation and amortization 20,732 20,021 Total operating costs and expenses 1,764,566 1,646,130 Operating income 191,887 179,046 Interest expense (20,235) (25,187) Other (expense) income, net (836) 1,971 Income before income taxes 170,816 155,830 Income tax expense 41,487 38,444 Net income $ 129,329 $ 117,386 Earnings per common share: Basic $ 0.93 $ 0.83 Diluted $ 0.92 $ 0.83 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) 2020 2020 (Unaudited) Assets Current assets: Cash and cash equivalents $ 620,612 $ 741,901 Accounts receivable, net of allowance 1,521,545 1,459,471 Prepaid expenses and other current assets 101,383 126,816 Total current assets 2,243,540 2,328,188 Property and equipment, net of accumulated depreciation 205,096 208,077 Operating lease right-of-use assets 230,630 240,122 Intangible assets, net of accumulated amortization 303,469 300,987 Goodwill 1,581,160 1,581,160 Other long-term assets 140,094 135,432 Total assets 4,703,989 4,793,966 Liabilities and stockholders' equity Current liabilities: Current portion of long-term debt $ 77,865 $ 177,865 Accounts payable and other accrued expenses 748,875 698,011 Accrued compensation and benefits 301,405 348,775 Operating lease liabilities 50,339 49,021 Other current liabilities 60,295 54,006 Total current liabilities 1,238,779 1,327,678 Long-term debt, net of current portion 1,989,328 2,007,979 Operating lease liabilities, net of current portion 259,706 270,266 Other long-term liabilities 333,709 331,687 Total liabilities 3,821,522 3,937,610 Stockholders’ equity: Common stock, Class A — $0.01 par value — authorized, 600,000,000 shares; issued, 161,856,727 shares at June 30, 2020 and 161,333,973 shares at March 31, 2020; outstanding, 138,196,736 shares at June 30, 2020 and 138,719,921 shares at March 31, 2020 1,618 1,613 Treasury stock, at cost — 23,659,991 at June 30, 2020 and 22,614,052 shares at March 31, 2020 (973,601) (898,095) Additional paid-in capital 486,739 468,027 Retained earnings 1,415,129 1,330,812 Accumulated other comprehensive loss (47,418) (46,001) Total stockholders’ equity 882,467 856,356 Total liabilities and stockholders’ equity $ 4,703,989 $ 4,793,966 7 7
Exhibit 3 Booz Allen Hamilton Holding Corporation Condensed Consolidated Statements of Cash Flows Three Months Ended June 30, (Amounts in thousands) 2020 2019 (Unaudited) Cash flows from operating activities Net income $ 129,329 $ 117,386 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 20,732 20,021 Noncash lease expense 13,242 13,970 Stock-based compensation expense 10,833 6,444 Amortization of debt issuance costs 1,070 1,219 Losses on dispositions 3 23 Changes in assets and liabilities: Accounts receivable, net of allowance (62,570) (77,352) Deferred income taxes and income taxes receivable / payable 35,027 42,342 Prepaid expenses and other current assets (11,877) (15,540) Other long-term assets 1,496 623 Accrued compensation and benefits (36,294) (70,845) Accounts payable and other accrued expenses 50,864 24,757 Other current liabilities (1,700) 1,047 Operating lease liabilities (12,992) (15,232) Other long-term liabilities 3,255 2,120 Net cash provided by operating activities 140,418 50,983 Cash flows from investing activities Purchases of property, equipment, and software (20,058) (27,336) Net cash used in investing activities (20,058) (27,336) Cash flows from financing activities Proceeds from issuance of common stock 4,423 3,378 Stock option exercises 3,125 2,155 Repurchases of common stock (85,899) (12,178) Cash dividends paid (43,832) (32,412) Repayment of debt (119,466) (19,480) Proceeds from debt issuance — 400,000 Net cash (used in) provided by financing activities (241,649) 341,463 Net (decrease) increase in cash and cash equivalents (121,289) 365,110 Cash and cash equivalents — beginning of period 741,901 283,990 Cash and cash equivalents — end of period $ 620,612 $ 649,100 Supplemental disclosures of cash flow information Net cash paid (refunded) during the period for: Interest $ 19,032 $ 26,726 Income taxes $ 3,123 $ (4,238) Supplemental disclosures of non-cash investing and financing activities Share repurchases transacted but not settled and paid $ 344 $ 2,423 Noncash financing activities $ 178 $ 2,682 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) 2020 2019 (Unaudited) Revenue, Excluding Billable Expenses Revenue $ 1,956,453 $ 1,825,176 Billable expenses 549,077 551,175 Revenue, Excluding Billable Expenses $ 1,407,376 $ 1,274,001 Adjusted Operating Income Operating Income $ 191,887 $ 179,046 COVID-19 supplemental employee benefits (a) 342 — Adjusted Operating Income $ 192,229 $ 179,046 EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin on Revenue & Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses Net income $ 129,329 $ 117,386 Income tax expense 41,487 38,444 Interest and other, net (b) 21,071 23,216 Depreciation and amortization 20,732 20,021 EBITDA 212,619 199,067 COVID-19 supplemental employee benefits (a) 342 — Adjusted EBITDA $ 212,961 $ 199,067 Adjusted EBITDA Margin on Revenue 10.9% 10.9% Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses 15.1% 15.6% Adjusted Net Income Net income $ 129,329 $ 117,386 COVID-19 supplemental employee benefits (a) 342 — Release of income tax reserves (c) (29) — Amortization or write-off of debt issuance costs and write-off of original issue discount 454 457 Adjustments for tax effect (d) (199) (119) Adjusted Net Income $ 129,897 $ 117,724 Adjusted Diluted Earnings Per Share Weighted-average number of diluted shares outstanding 139,172,454 141,129,301 Adjusted Net Income Per Diluted Share (e) $ 0.93 $ 0.83 Free Cash Flow Net cash provided by operating activities $ 140,418 $ 50,983 Less: Purchases of property, equipment and software (20,058) (27,336) Free Cash Flow $ 120,360 $ 23,647 (a) Represents the supplemental contribution to employees' dependent care FSA accounts in response to the COVID-19 outbreak. (b) Reflects the combination of Interest expense and Other (expense) income, net from the condensed consolidated statement of operations. (c) Release of pre-acquisition income tax reserves assumed by the Company in connection with the Carlyle Acquisition. (d) 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. (e) Excludes adjustments of approximately $0.6 million of net earnings for both the three months ended June 30, 2020 and 2019, 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) 2020 2019 Backlog Funded $ 3,437 $ 3,195 Unfunded 4,734 4,351 Priced Options 14,846 12,309 Total Backlog $ 23,017 $ 19,855 Three Months Ended June 30, 2020 2019 Book-to-Bill * 2.17 1.29 * 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, 2020 2019 Headcount Total Headcount 27,381 26,384 Consulting Staff Headcount 24,469 23,603 Three Months Ended June 30, 2020 2019 Percentage of Total Revenue by Contract Type Cost-Reimbursable 56% 56% Time-and-Materials 26% 23% Fixed-Price 18% 21% 101 0
EARNINGS CALL PRESENTATION Fiscal Year 2021, First Quarter July 31, 2020
HORACIO ROZANSKI CALL President and Chief Executive Officer PARTICIPANTS LLOYD HOWELL, JR. Chief Financial Officer and Treasurer 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, 2020, 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 2021 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 2021. 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. 3
KEY FINANCIAL RESULTS FIRST QUARTER FISCAL YEAR 2021 RESULTS FIRST QUARTER (1) Revenue $2.0 billion 7.2% Increase Revenue, Excluding Billable Expenses $1.4 billion 10.5% Increase Adjusted EBITDA $213 million 7.0% Increase Adjusted EBITDA Margin on Revenue 10.9% No change Net Income $129 million 10.2% Increase Adjusted Net Income $130 million 10.3% Increase Diluted EPS $0.92 10.8% Increase Adjusted Diluted EPS $0.93 12.0% Increase Net Cash Provided by Operating Activities $140 million 175.4% Increase (1) Comparisons are to prior fiscal year period 4
Q1 FY'21 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 70% - 80% 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 - 10% ~10% ~$1.4B technical depth creating value for critical missions and top priorities Annual Revenue Adj. EBITDA Capital Growth Margins Deployment INDUSTRY LEADING ORGANIC – Organic growth in revenue of 7.2% year-over-year driven by strong client demand REVENUE GROWTH – Headcount and backlog year-over-year growth of 3.8% and 15.9%, respectively, to support future growth – Adj. EBITDA Margin on Revenue of 10.9%; Adj. EBITDA of $213.0 million (7.0% growth year-over-year) CONTRACT PERFORMANCE – Organic growth and strong contract-level execution continue to drive profitability DRIVES MARGIN EXPANSION – FY'21 guidance of Adj. EBITDA Margin on Revenue of approximately 10% – $44 million in Q1 quarterly dividends PRUDENT CAPITAL – $76 million in Q1 share repurchases DEPLOYMENT – ~$580 million remaining in three-year target to deploy ~$1.4 billion through fiscal year 2021 5
Page 4 intentionally repeated KEY FINANCIAL RESULTS FIRST QUARTER FISCAL YEAR 2021 RESULTS FIRST QUARTER (1) Revenue $2.0 billion 7.2% Increase Revenue, Excluding Billable Expenses $1.4 billion 10.5% Increase Adjusted EBITDA $213 million 7.0% Increase Adjusted EBITDA Margin on Revenue 10.9% No change Net Income $129 million 10.2% Increase Adjusted Net Income $130 million 10.3% Increase Diluted EPS $0.92 10.8% Increase Adjusted Diluted EPS $0.93 12.0% Increase Net Cash Provided by Operating Activities $140 million 175.4% Increase (1) Comparisons are to prior fiscal year period 6
HISTORICAL BACKLOG & BOOK-TO-BILL BACKLOG (1) (4) $22.9$23.0 (4) (4) $23.0 $22.0$21.9 $22.9 $21.4 $20.5$20.4 $20.7 $22.0 $19.3 $19.9 $16.7 $16.7 $16.1 $17.0 s $13.2 $16.5 $12.4 $13.1 $14.8 n $12.4 $12.8 o $12.2 $12.3 i l $9.2 $9.6 $10.1 l $9.2 i $11.0 b $5.4 n $4.8 $5.3 i $4.5 $4.7 $5.5 $3.9 $4.2 $4.2 $4.1 $3.7 $4.4 $4.5 $4.4 $3.6 $4.2 $3.5 $3.4 $3.2 $3.5 $3.4 $3.4 $0.0 $2.9 $2.7 $2.8 (2) (2) (2) (2) (3) (3) (3) (3) (3) (3) (3) (3) Q2'18 Q3'18 Q4'18 Q1'19 Q2'19 Q3'19 Q4'19 Q1'20 Q2'20 Q3'20 Q4'20 Q1'21 Funded Unfunded Priced Options BOOK-TO-BILL TRENDS 4.0x 3.66x 3.0x 2.7x 2.68x 2.17x 2.0x 1.64x 1.29x 0.99x 0.6x 1.0x 0.45x 0.36x 0.48x 0.38x 0.0x (3) Q2'18 (2) Q3'18 (2) Q4'18 (2) Q1'19 (2) Q2'19 (3) Q3'19 (3) Q4'19 (3) Q1'20 (3) Q2'20 (3) Q3'20 (3) Q4'20 Q1'21 (3) 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 adjusted from previously reported to reflect ASC 606 and ASU 2017-07 and remaining performance obligations, please see the Company's Form 10-K for the fiscal (3) Revenue as reported, reflecting ASC 606 and ASU 2017-07 year ended 3/31/20 (4) Totals round to $22.9 billion, $22.0 billion, and $23.0 billion, respectively 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 ~$119 million during the first quarter – ~$580 million remaining in three-year target to deploy ~$1.4 billion through fiscal year 2021 – $419 million of share repurchase authorization remained as of June 30, 2020 – The Board authorized a regular dividend of 31 cents per share payable on August 28th to stockholders of record on August 14th – Our capital allocation priorities remain unchanged: working capital needs, quarterly dividend, required capex, strategic acquisitions, share repurchases, special dividends, and debt repayment (in order) QUARTERLY CAPITAL DEPLOYMENT ($ IN MILLIONS) HISTORICAL CAPITAL DEPLOYMENT ($ IN MILLIONS) $199.4 $396.9 $392.1 $411.9 $364.2 $19.1 $333.2 $119.3 $155.7 $247.6 $253.9 $269.6 $250.0 $186.6 $75.5 (1) $60.6 $40.7 $32.5 $22.5 $56.4 $8.3 $146.6 $158.0 $32.4 $32.4 $38.1 $43.7 $43.8 $92.9 $103.4 $114.2 Q1'20 Q2'20 Q3'20 Q4'20 Q1'21 FY'17 FY'18 FY'19 FY'20 LTM Quarterly Dividends Share Repurchases Quarterly Dividends Share Repurchases (2) (2) M&A Special Dividends M&A Special Dividends (1) Includes ~$0.1M of withhold to cover shares (2) Represents Payments for Business Acquisitions, Net of Cash Acquired 8
FINANCIAL OUTLOOK FULL YEAR FY'21 GUIDANCE OPERATING PERFORMANCE CURRENT PRIOR (Q4'20) Revenue Growth 6.0 - 10.0% 6.0 - 10.0% Adjusted EBITDA Margin on Revenue Approximately 10% Approximately 10% Adjusted Diluted EPS $3.40 - $3.60 $3.40 - $3.60 Net Cash Provided by Operating $550 - $600 million $550 - $600 million Activities ASSUMPTIONS FOR ADEPS GUIDANCE CURRENT PRIOR (Q4'20) Tax Rate 20 - 23% 20 - 23% Share Count 136 - 140 million 136 - 140 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 and supplemental employee benefits due to the COVID-19 outbreak. 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 and supplemental employee benefits due to the COVID-19 outbreak. “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)supplemental employee benefits due to the COVID-19 outbreak, (ii) release of income tax reserves, and (iii) amortization or write-off of debt issuance costs and write-off of original issue discount, 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. "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 of calculating EPS as required in accordance with accounting principles generally accepted in the United States, or GAAP. "Free Cash Flow" represents the net cash generated from operating activities less the impact of purchases of property, equipment, and software. 11
NON-GAAP FINANCIAL INFORMATION Three Months Ended June 30, (a) Represents the supplemental contribution to employees' dependent care FSA accounts in (In thousands, except share and per share data) 2020 2019 response to the COVID-19 outbreak. (Unaudited) Revenue, Excluding Billable Expenses (b) Reflects the combination of Interest expense Revenue $ 1,956,453 $ 1,825,176 and Other (expense) income, net from the condensed consolidated statement of operations. Billable expenses 549,077 551,175 Revenue, Excluding Billable Expenses $ 1,407,376 $ 1,274,001 (c) Release of pre-acquisition income tax reserves Adjusted Operating Income assumed by the Company in connection with the Operating Income $ 191,887 $ 179,046 Carlyle Acquisition. COVID-19 supplemental employee benefits (a) 342 — (d) Reflects the tax effect of adjustments at an Adjusted Operating Income $ 192,229 $ 179,046 assumed effective tax rate of 26%, which EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin on Revenue & Adjusted approximates the blended federal and state tax EBITDA Margin on Revenue, Excluding Billable Expenses rates, and consistently excludes the impact of Net income $ 129,329 $ 117,386 other tax credits and incentive benefits realized. Income tax expense 41,487 38,444 (e) Excludes adjustments of approximately $0.6 Interest and other, net (b) 21,071 23,216 million of net earnings for both the three months Depreciation and amortization 20,732 20,021 ended June 30, 2020 and 2019, associated with EBITDA $ 212,619 $ 199,067 the application of the two-class method for COVID-19 supplemental employee benefits (a) 342 — computing diluted earnings per share. Adjusted EBITDA $ 212,961 $ 199,067 Adjusted EBITDA Margin on Revenue 10.9% 10.9% Adjusted EBITDA Margin on Revenue, Excluding Billable Expenses 15.1% 15.6% Adjusted Net Income Net income $ 129,329 $ 117,386 COVID-19 supplemental employee benefits (a) 342 — Release of income tax reserves (c) (29) — Amortization or write-off of debt issuance costs and write-off of original issue discount 454 457 Adjustments for tax effect (d) (199) (119) Adjusted Net Income $ 129,897 $ 117,724 Adjusted Diluted Earnings Per Share Weighted-average number of diluted shares outstanding 139,172,454 141,129,301 Adjusted Net Income Per Diluted Share (e) $ 0.93 $ 0.83 Free Cash Flow Net cash provided by operating activities $ 140,418 $ 50,983 Less: Purchases of property, equipment, and software (20,058) (27,336) Free Cash Flow $ 120,360 $ 23,647 12
FINANCIAL RESULTS – KEY DRIVERS First Quarter Fiscal 2021 – Below is a summary of the key factors driving results for the fiscal 2021 first quarter ended June 30, 2020 as compared to the prior year period: • Revenue increased by 7.2% to $2.0 billion primarily driven by sustained strength in client demand and headcount growth to meet that demand. Revenue growth this quarter was also impacted by lower-than-typical billable expenses primarily due to the COVID-19 outbreak. • Revenue, Excluding Billable Expenses increased 10.5% to $1.4 billion due to sustained strength in client demand and increased headcount to meet that demand. • Operating Income increased 7.2% to $191.9 million and Adjusted Operating Income increased 7.4% to $192.2 million. Increases in both were primarily driven by the same factors driving revenue growth as well as strong contract level performance and effective cost management, all of which were partially offset by the inability to recognize revenue on, or bill for, fee on certain contracts involving a ready workforce of approximately $12.0 million. • Net income increased 10.2% to $129.3 million and Adjusted Net Income increased 10.3% to $129.9 million. These changes were primarily driven by the same factors as Operating Income and Adjusted Operating Income. • EBITDA increased 6.8% to $212.6 million and Adjusted EBITDA increased 7.0% to $213.0 million. These increases were due to the same factors as Operating Income and Adjusted Operating Income. • Diluted EPS increased to $0.92 from $0.83 and Adjusted Diluted EPS increased to $0.93 from $0.83. The changes were primarily driven by the same factors as Net Income and Adjusted Net Income, respectively, as well as decreased interest expense, a lower tax rate, and a lower share count in the first quarter of fiscal 2021. • As of June 30, 2020, total backlog was $23.0 billion, an increase of 15.9%. Funded backlog was $3.4 billion, an increase of 7.6%. • Net cash provided by operating activities was $140.4 million for the quarter ended June 30, 2020 as compared to $51.0 million in the prior year period. The increase in operating cash flows was primarily due to effective working capital management driven by strong cash collections of our revenue and effective management of vendor payables. Net income growth, including lower interest expense, also contributed to the increase in operating cash. Free Cash Flow was $120.4 million for the quarter ended June 30, 2020 as compared to $23.6 million for the quarter ended June 30, 2019. Free Cash Flow was affected by the same factors affecting cash provided by operating activities, as well as a decrease in capital expenditures reflecting a shift away from facilities investment towards technology and tools needed to support the virtual work environment. Additionally, we continue to modernize our corporate information technology infrastructure, including to prepare for the implementation of a new financial management system. 13