0001443646-23-000174 | 10-Q | XBRL Viewer | Booz Allen Hamilton Holding Corp

Debt (Tables)

3 Months Ended

Jun. 30, 2023

Debt consisted of the following:


	June 30, 2023				March 31, 2023
	Interest Rate		Outstanding Balance		Interest Rate		Outstanding Balance
Term Loan A	6.45	%	$	1,619,063	5.97	%	$	1,629,375


Revolver	8.50	%	75,000		—	%	—
Senior Notes due 2028	3.88	%	700,000		3.88	%	700,000
Senior Notes due 2029	4.00	%	500,000		4.00	%	500,000
Less: Unamortized debt issuance costs and discount on debt			(16,480)				(17,230)
Total			2,877,583				2,812,145
Less: Current portion of long-term debt			(116,250)				(41,250)
Long-term debt, net of current portion			$	2,761,333			$	2,770,895

The following table summarizes interest payments made on the Company’s term loans:


	Three Months Ended June 30,
		2023		2022
Term Loan A		$	26,091	$	6,319
Term Loan B		—		2,417
Total		$	26,091	$	8,736

Schedule of Interest Expense

Interest on debt and debt-like instruments consisted of the following:


	Three Months Ended June 30,
		2023		2022
	(In thousands)
Term Loan A Loans Interest Expense		26,103		6,359
Term Loan B Loans Interest Expense		—		2,429
Interest on Revolving Credit Facility		17		—
Senior Notes Interest Expense		11,781		11,781
Amortization of Debt Issuance Cost (DIC) and Original Issue Discount (OID) (1)		1,027		1,161
Interest Swap (Income) Expense		(3,568)		2,831
Other		114		94
Total Interest Expense		$	35,474	$	24,655

(1) DIC and OID on the Term Loans and senior notes are recorded as a reduction of long-term debt in the condensed consolidated balance sheet and are amortized ratably over the life of the related debt using the effective rate method. DIC on the Revolving Credit Facility is recorded as a long-term asset on the condensed consolidated balance sheet and amortized ratably over the term of the Revolving Credit Facility.

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023
Current assets:
Cash and cash equivalents	$ 209,640	$ 404,862
Accounts receivable, net	2,099,966	1,774,830
Prepaid expenses and other current assets	98,150	108,366
Total current assets	2,407,756	2,288,058
Property and equipment, net of accumulated depreciation	183,316	195,186
Operating lease right-of-use assets	183,127	187,798
Intangible assets, net of accumulated amortization	657,780	685,615
Goodwill	2,343,789	2,338,399
Deferred tax assets	696,602	573,780
Other long-term assets	293,947	281,816
Total assets	6,766,317	6,550,652
Current liabilities:
Current portion of long-term debt	116,250	41,250
Accounts payable and other accrued expenses	1,391,029	1,316,640
Accrued compensation and benefits	372,506	445,205
Operating lease liabilities	46,281	51,238
Other current liabilities	66,389	42,721
Total current liabilities	1,992,455	1,897,054
Long-term debt, net of current portion	2,761,333	2,770,895
Operating lease liabilities, net of current portion	195,473	198,144
Income tax reserves	654,341	552,623
Other long-term liabilities	145,644	139,934
Total liabilities	5,749,246	5,558,650
Commitments and contingencies (Note 15)
Stockholders’ equity:
Common stock, Class A - $0.01 par value - authorized, 600,000,000 shares; issued, 166,521,283 shares at June 30, 2023 and 165,872,332 shares at March 31, 2023; outstanding, 131,116,370 shares at June 30, 2023 and 131,637,588 shares at March 31, 2023	1,665	1,659
Treasury stock, at cost — 35,404,913 shares at June 30, 2023 and 34,234,744 shares at March 31, 2023	(1,972,886)	(1,859,905)
Additional paid-in capital	805,240	769,460
Retained earnings	2,150,361	2,051,455
Accumulated other comprehensive income	32,691	29,333
Total stockholders’ equity	1,017,071	992,002
Total liabilities and stockholders’ equity	$ 6,766,317	$ 6,550,652

Cover - shares	3 Months Ended
Cover - shares	Jun. 30, 2023	Jul. 24, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2023
Document Transition Report	false
Entity File Number	001-34972
Entity Registrant Name	Booz Allen Hamilton Holding Corp
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	26-2634160
Entity Address, Address Line One	8283 Greensboro Drive,
Entity Address, City or Town	McLean,
Entity Address, State or Province	VA
Entity Address, Postal Zip Code	22102
City Area Code	703
Local Phone Number	902-5000
Title of 12(b) Security	Class A Common Stock
Trading Symbol	BAH
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		131,043,378
Entity Central Index Key	0001443646
Amendment Flag	false
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Current Fiscal Year End Date	--03-31

Derivatives - Schedule of Effect of Derivative Instruments (Details) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Accumulated Gain (Loss)
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Reclassification from AOCI, current period, tax	$ 900	$ (700)
Designated as Hedging Instrument \| Cash Flow Hedging \| Interest Rate Swap
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Amount of Pre-Tax Gain Recognized in AOCI on Derivatives	8,599	4,966
Amount of Pre-Tax Gain or (Loss) Reclassified from AOCI into Income	$ 3,568	$ (2,831)

Business Overview	3 Months Ended
Business Overview	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business Overview	Business OverviewBooz Allen Hamilton Holding Corporation, including its wholly owned subsidiaries, or the Company, we, us, and our, was incorporated in Delaware in May 2008. The Company provides management and technology consulting, analytics, engineering, digital solutions, mission operations, and cyber services to U.S. and international governments, major corporations, and not-for-profit organizations. The Company reports operating results and financial data in one reportable segment. The Company is headquartered in McLean, Virginia, with approximately 32,600 employees as of June 30, 2023.

Stock-Based Compensation - Schedule of Stock-Based Compensation Expense Recognized in the Condensed Consolidated Statements of Operations (Details) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 17,685	$ 13,696
Equity Incentive Plan Options \| Equity Incentive Plan Options
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	320	552
Restricted Stock and other awards \| Restricted Stock and other awards \| Class A Common Stock
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	17,365	13,144
Cost of revenue
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	7,914	7,482
General and administrative expenses
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 9,771	$ 6,214

Accounts Payable and Other Accrued Expenses

3 Months Ended

Jun. 30, 2023

Payables and Accruals [Abstract]

Accounts Payable and Other Accrued Expenses

Accounts payable and other accrued expenses consisted of the following:


	June 30, 2023		March 31, 2023
Vendor payables	$	572,355	$	597,808
Accrued expenses	818,674		718,832
Total accounts payable and other accrued expenses	$	1,391,029	$	1,316,640

Accrued expenses consisted primarily of the Company’s provision for claimed indirect costs (approximately $333.4 million and $326.7 million as of June 30, 2023 and March 31, 2023, respectively), and the reserve associated with the U.S. Department of Justice's investigation of the Company ($377.5 million as of June 30, 2023). See Note 15, “Commitments and Contingencies,” to the condensed consolidated financial statements for further discussion of these items.

Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Beginning of period	$ 992,002	$ 1,046,721
Other comprehensive income before reclassifications	6,356	3,668
Amounts reclassified from accumulated other comprehensive income (loss)	(2,998)	2,089
Total other comprehensive income, net of tax	3,358	5,757
End of period	1,017,071	1,099,124
Totals
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Beginning of period	29,333	8,585
Total other comprehensive income, net of tax	3,358	5,757
End of period	32,691	14,342
Post-retirement plans
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Beginning of period	19,450	8,811
Other comprehensive income before reclassifications	0	0
Amounts reclassified from accumulated other comprehensive income (loss)	(383)	(2)
Total other comprehensive income, net of tax	(383)	(2)
End of period	19,067	8,809
Derivatives designated as cash flow hedges
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Beginning of period	9,883	(226)
Other comprehensive income before reclassifications	6,356	3,668
Amounts reclassified from accumulated other comprehensive income (loss)	(2,615)	2,091
Total other comprehensive income, net of tax	3,741	5,759
End of period	13,624	5,533
Other comprehensive income (loss) before reclassifications, tax expense	$ 2,200	$ 1,300

- Definition

Amount after tax and reclassification adjustments of other comprehensive income (loss).

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- Definition

Amount of equity (deficit) attributable to parent and noncontrolling interest. Excludes temporary equity.

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Reference 39: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481687/323-10-50-3

Reference 40: http://www.xbrl.org/2009/role/commonPracticeRef
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-Name Accounting Standards Codification
-Section 50
-Paragraph 28
-Subparagraph (f)
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-URI https://asc.fasb.org//1943274/2147481175/810-10-55-4I

+ Details

Commitments and Contingencies (Details) - USD ($) $ in Millions		3 Months Ended		12 Months Ended
	Jul. 21, 2023	Jun. 30, 2023	Jun. 30, 2022	Mar. 31, 2023	Mar. 31, 2021
U.S. Department of Justice
Loss Contingencies [Line Items]
Estimate of possible loss		$ 350.0
U.S. Department of Justice \| Minimum
Loss Contingencies [Line Items]
Estimate of possible loss					$ 350.0
U.S. Department of Justice \| Maximum
Loss Contingencies [Line Items]
Estimate of possible loss					$ 378.0
Contracts with U.S. Government Agencies or Other U.S. Government Contractors \| Revenue Benchmark \| Total U.S. government
Concentration Risk [Line Items]
Concentration risk (as a percent)		98.00%	97.00%
Unfavorable Regulatory Action \| Claimed Indirect Costs
Loss Contingencies [Line Items]
Liability for reductions and/or penalties from U.S Government audits		$ 333.4		$ 326.7
Unfavorable Regulatory Action \| U.S. Department of Justice
Loss Contingencies [Line Items]
Liability for reductions and/or penalties from U.S Government audits		377.5
Unfavorable Regulatory Action \| U.S. Department of Justice \| Subsequent Event
Loss Contingencies [Line Items]
Amount awarded to other party	$ 377.5
Financial Standby Letter of Credit
Concentration Risk [Line Items]
Guarantor obligations, carrying value		4.4		6.1
Guarantor obligations, reduction to available borrowings		1.3		1.3
Guarantor obligations, facility		7.5		7.5
Guarantor obligations, available amount		$ 4.4		$ 2.7

Stock-Based Compensation (Tables)

3 Months Ended

Jun. 30, 2023

Share-Based Payment Arrangement [Abstract]

Schedule of Stock-Based Compensation Expense Recognized in the Condensed Consolidated Statements of Operations

The following table summarizes stock-based compensation expense recognized in the condensed consolidated statements of operations:


	Three Months Ended June 30,
		2023		2022
Cost of revenue		$	7,914	$	7,482
General and administrative expenses		9,771		6,214
Total		$	17,685	$	13,696

The following table summarizes the total stock-based compensation expense recognized in the condensed consolidated statements of operations by the following types of equity awards, including stock options, time-based and performance-based restricted stock awards. Compensation expense for performance-based awards is estimated at each reporting date using management's expectation of the probable achievement of the specified performance criteria of each tranche during the respective performance periods:


	Three Months Ended June 30,
		2023		2022
Equity Incentive Plan Options		$	320	$	552
Restricted Stock and other awards		17,365		13,144
Total		$	17,685	$	13,696

Schedule of Unrecognized Compensation Cost

Absent the effect of forfeiture or acceleration of stock compensation cost for any departures of employees, the following table summarizes the unrecognized compensation cost and the weighted-average period the cost is expected to be amortized:


	June 30, 2023
	Unrecognized Compensation Cost		Weighted Average Remaining Period to be Recognized (in years)
Equity Incentive Plan Options	$	2,834	3.39
Restricted Stock Awards	99,390		2.04
Total	$	102,224

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($)
$ in Thousands

Total

Class A Common Stock

Common Stock

Class A Common Stock

Treasury Stock

Additional Paid-In Capital

Retained Earnings

Accumulated Other Comprehensive Income (Loss)

Non-Controlling Interest

Beginning of period (in shares) at Mar. 31, 2022

164,372,545

Beginning of period at Mar. 31, 2022

$ 1,046,721

$ 1,646

$ (1,635,454)

$ 656,222

$ 2,015,071

$ 8,585

$ 651

Beginning of period (in shares) at Mar. 31, 2022

(31,788,197)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Issuance of common stock (in shares)

385,009

Issuance of common stock

6,081

$ 3

6,078

Stock options exercised (in shares)

143,325

Stock options exercised

4,596

$ 1

4,595

Repurchase of common stock (in shares)

(600,000)

(689,304)

^[1]

Repurchase of common stock

(57,558)

^[1]

$ (46,900)

$ (57,558)

^[1]

Net income

138,093

138,284

(191)

Other comprehensive income, net of tax

5,757

Dividends declared

(58,262)

Stock-based compensation expense

13,696

Contribution to non-controlling interest

(959)

959

End of period (in shares) at Jun. 30, 2022

164,900,879

End of period at Jun. 30, 2022

$ 1,099,124

$ 1,650

$ (1,693,012)

679,632

2,095,093

14,342

1,419

End of period (in shares) at Jun. 30, 2022

(32,477,501)

Beginning of period (in shares) at Mar. 31, 2023

131,637,588

165,872,332

Beginning of period at Mar. 31, 2023

$ 992,002

$ 1,659

$ (1,859,905)

769,460

2,051,455

29,333

Beginning of period (in shares) at Mar. 31, 2023

(34,234,744)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Issuance of common stock (in shares)

396,569

Issuance of common stock

$ 6,925

$ 4

6,921

Stock options exercised (in shares)

252,382

Stock options exercised

11,176

$ 2

11,174

Repurchase of common stock (in shares)

(1,000,000)

(1,170,169)

^[2]

Repurchase of common stock

(112,981)

^[2]

$ (100,100)

$ (112,981)

^[2]

Net income

161,388

Other comprehensive income, net of tax

3,358

Dividends declared

(62,482)

Stock-based compensation expense

$ 17,685

17,685

End of period (in shares) at Jun. 30, 2023

131,116,370

166,521,283

End of period at Jun. 30, 2023

$ 1,017,071

$ 1,665

$ (1,972,886)

$ 805,240

$ 2,150,361

$ 32,691

$ 0

End of period (in shares) at Jun. 30, 2023

(35,404,913)

[1]

During the three months ended June 30, 2022, the Company purchased 0.6 million shares of the Company’s Class A Common Stock in a series of open market transactions for $46.9 million. Additionally, the Company repurchased shares for $10.6 million during the three months ended June 30, 2022 to cover the minimum statutory withholding taxes on restricted stock units that vested on various dates during the period.

[2]

During the three months ended June 30, 2023, the Company purchased 1.0 million shares of the Company’s Class A Common Stock in a series of open market transactions for $100.1 million. Additionally, the Company repurchased shares for $12.4 million during the three months ended June 30, 2023 to cover the minimum statutory withholding taxes on restricted stock units that vested on various dates during the period.

Debt - Schedule of Interest Payment (Details) - Term Loans - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Debt Instrument [Line Items]
Interest payments	$ 26,091	$ 8,736
Term Loan A
Debt Instrument [Line Items]
Interest payments	26,091	6,319
Term Loan B
Debt Instrument [Line Items]
Interest payments	$ 0	$ 2,417

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Acquisition, Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Thousands		3 Months Ended
	Oct. 14, 2022	Jun. 30, 2023	Mar. 31, 2023
Business Acquisition [Line Items]
Goodwill		$ 2,343,789	$ 2,338,399
EverWatch
Business Acquisition [Line Items]
Cash consideration (gross of cash acquired)	$ 445,074
Intangible assets	$ 108,600
Useful life (in years)	14 years
Goodwill	$ 330,898
Increase in goodwill		5,400
Initial accounting incomplete, adjustment, intangibles		$ (7,900)

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Fair Value Measurements - Schedule of Recurring Fair Value Measurements (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023
Assets:
Current derivative instruments	$ 14,190	$ 11,245
Long term derivative instruments	4,281	3,530
Long-term deferred compensation plan asset	27,405	20,090
Total Assets	45,876	34,865
Liabilities:
Long-term derivative instruments		1,369
Long-term deferred compensation plan liability	27,405	20,090
Total Liabilities	27,405	21,459
Level 1
Assets:
Current derivative instruments	0	0
Long term derivative instruments	0	0
Long-term deferred compensation plan asset	27,405	20,090
Total Assets	27,405	20,090
Liabilities:
Long-term derivative instruments		0
Long-term deferred compensation plan liability	27,405	20,090
Total Liabilities	27,405	20,090
Level 2
Assets:
Current derivative instruments	14,190	11,245
Long term derivative instruments	4,281	3,530
Long-term deferred compensation plan asset	0	0
Total Assets	18,471	14,775
Liabilities:
Long-term derivative instruments		1,369
Long-term deferred compensation plan liability	0	0
Total Liabilities	0	1,369
Level 3
Assets:
Current derivative instruments	0	0
Long term derivative instruments	0	0
Long-term deferred compensation plan asset	0	0
Total Assets	0	0
Liabilities:
Long-term derivative instruments		0
Long-term deferred compensation plan liability	0	0
Total Liabilities	$ 0	$ 0

Accrued Compensation and Benefits (Tables)

3 Months Ended

Jun. 30, 2023

Schedule of Accrued Compensation and Benefits

Accrued compensation and benefits consisted of the following:


	June 30, 2023		March 31, 2023
Bonus	$	27,423	$	120,023
Retirement	79,115		52,480
Vacation	218,914		203,627
Other	47,054		69,075
Total accrued compensation and benefits	$	372,506	$	445,205

Derivatives (Tables)

3 Months Ended

Jun. 30, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Effect of Derivative Instruments

The following table summarizes the material terms of the Company’s outstanding interest rate swap derivative contracts as of June 30, 2023:

Effective Date

Maturity Date

Terms

Notional Amount

April 28, 2023

(1)

June 30, 2024

Variable to Fixed

200,000

April 28, 2023

(1)

June 30, 2025

Variable to Fixed

200,000

June 30, 2023

June 30, 2026

Variable to Fixed

150,000

Total

550,000

(1) Swap agreements were originally effective on April 30, 2019 and were amended during the first quarter of fiscal 2024 to transition from LIBOR-indexed to term SOFR-indexed periodic swap payments to align with interest payments in connection with its term SOFR-indexed debt. See Note 2, “Basis of Presentation,” to the condensed consolidated financial statements for further information on the transition.

The effect of derivative instruments on the accompanying condensed consolidated financial statements for the three months ended June 30, 2023 and 2022 is as follows:


		Three Months Ended June 30,
Derivatives in Cash Flow Hedging Relationships	Location of Gain or Loss Recognized in Income on Derivatives	Amount of Pre-Tax Gain Recognized in AOCI on Derivatives				Amount of Pre-Tax Gain or (Loss) Reclassified from AOCI into Income (1)
		2023		2022		2023		2022
Interest rate swaps	Interest income (expense)	$	8,599	$	4,966	$	3,568	$	(2,831)

(1) The reclassifications from accumulated other comprehensive income to net income were reduced by tax (expense) benefit of ($0.9 million) and $0.7 million for the three months ended June 30, 2023 and 2022, respectively.

- Definition

Tabular disclosure of pertinent information about a derivative or group of derivatives on a disaggregated basis, such as for individual instruments, or small groups of similar instruments. May include a combination of the type of instrument, risks being hedged, notional amount, hedge designation, related hedged item, inception date, maturity date, or other relevant item.

+ References + Details

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Cash flows from operating activities
Net income	$ 161,388	$ 138,093
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization	41,847	40,102
Noncash lease expense	13,610	13,787
Stock-based compensation expense	17,685	13,696
Amortization of debt issuance costs	1,027	1,161
Net losses on dispositions, and other	1,208	1,293
Changes in assets and liabilities:
Accounts receivable, net	(325,363)	(205,387)
Deferred income taxes and income taxes receivable / payable	31,509	34,802
Prepaid expenses and other current and long-term assets	(10,217)	(11,241)
Accrued compensation and benefits	(56,738)	(61,039)
Accounts payable and other accrued expenses	74,389	(4,287)
Other current and long-term liabilities	(21,877)	(6,614)
Net cash used in operating activities	(71,532)	(45,634)
Cash flows from investing activities
Purchases of property, equipment, and software	(10,488)	(13,734)
Payments for business acquisitions and dispositions	(406)	0
Payments for cost method investments	(4,160)	0
Net cash used in investing activities	(15,054)	(13,734)
Cash flows from financing activities
Proceeds from issuance of common stock	6,925	6,081
Stock option exercises	11,176	4,596
Repurchases of common stock	(128,390)	(73,397)
Cash dividends paid	(63,034)	(58,899)
Repayments on revolving credit facility, term loans, and Senior Notes	(10,313)	(17,095)
Proceeds from revolving credit facility	75,000	0
Net cash used in financing activities	(108,636)	(138,714)
Net decrease in cash and cash equivalents	(195,222)	(198,082)
Cash and cash equivalents––beginning of period	404,862	695,910
Cash and cash equivalents––end of period	209,640	497,828
Net cash paid during the period for:
Interest	26,091	8,735
Income taxes	$ 2,868	$ 2,952

Earnings Per Share

3 Months Ended

Jun. 30, 2023

Earnings Per Share [Abstract]

Earnings Per Share

The Company computes basic and diluted earnings per share amounts based on net income attributable to common stockholders for the periods presented. The Company uses the weighted average number of shares of common stock outstanding during the period to calculate basic earnings per share, or EPS. Diluted EPS adjusts the weighted average number of shares outstanding to include the dilutive effect of outstanding common stock options and other stock-based awards.

The Company currently has outstanding shares of Class A Common Stock. Holders of unvested Class A Restricted Common Stock are entitled to participate in non-forfeitable dividends or other distributions. These unvested restricted shares participated in the Company's dividends declared and paid in the first quarter of fiscal 2024 and 2023. As such, EPS is calculated using the two-class method whereby earnings are reduced by distributed earnings as well as any available undistributed earnings allocable to holders of these unvested restricted shares. A reconciliation of the income used to compute basic and diluted EPS for the periods presented are as follows:


	Three Months Ended June 30,
		2023		2022
Earnings for basic computations (1)		$	160,146	$	137,369
Weighted-average of common stock shares outstanding for basic computations		131,031,979		132,371,487
Earnings for diluted computations (1)		$	160,149	$	137,372
Dilutive stock options and restricted stock		498,654		639,601
Weighted-average of common stock shares outstanding for diluted computations		131,530,633		133,011,088
Earnings per share of common stock
Basic		$	1.22	$	1.04
Diluted		$	1.22	$	1.03

(1) During the three months ended June 30, 2023 and 2022, approximately 1.0 million and 0.9 million shares of participating securities were paid dividends totaling $0.5 million and $0.4 million, respectively. There were undistributed earnings of $0.8 million and $0.5 million for the three months ended June 30, 2023 and 2022, respectively, allocated to the participating class of securities in both basic and diluted earnings per share of common stock. The allocated undistributed earnings and the dividends paid comprise the difference between net income attributable to common stockholders presented on the condensed consolidated statements of operations and earnings for basic and diluted computations for the three months ended June 30, 2023 and 2022. Anti-dilutive options excluded from the calculation of diluted EPS was not material during the periods presented.

Accounts Payable and Other Accrued Expenses (Tables)

3 Months Ended

Jun. 30, 2023

Payables and Accruals [Abstract]

Schedule of Accounts Payable and Accrued Liabilities

Accounts payable and other accrued expenses consisted of the following:


	June 30, 2023		March 31, 2023
Vendor payables	$	572,355	$	597,808
Accrued expenses	818,674		718,832
Total accounts payable and other accrued expenses	$	1,391,029	$	1,316,640

Accrued Compensation and Benefits (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023
Compensation Related Costs [Abstract]
Bonus	$ 27,423	$ 120,023
Retirement	79,115	52,480
Vacation	218,914	203,627
Other	47,054	69,075
Total accrued compensation and benefits	$ 372,506	$ 445,205

Employee Benefit Plans (Details) - USD ($) $ in Millions	3 Months Ended
Employee Benefit Plans (Details) - USD ($) $ in Millions	Jun. 30, 2023	Jun. 30, 2022	Mar. 31, 2023
Defined Benefit Plan Disclosure [Line Items]
Employer matching contribution, percent of match (as a percent)	6.00%
Employees’ capital accumulation plan, total expense recognized	$ 54.3	$ 46.2
Officer Medical Plan \| Other Postretirement Benefits Plan
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, unfunded status of plan	$ 105.7		$ 105.6

Accrued Compensation and Benefits

3 Months Ended

Jun. 30, 2023

Accrued Compensation and Benefits

Accrued compensation and benefits consisted of the following:


	June 30, 2023		March 31, 2023
Bonus	$	27,423	$	120,023
Retirement	79,115		52,480
Vacation	218,914		203,627
Other	47,054		69,075
Total accrued compensation and benefits	$	372,506	$	445,205

Income Taxes - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
Income Taxes - Narrative (Details) - USD ($) $ in Millions	Jun. 30, 2023	Jun. 30, 2022
Operating Loss Carryforwards [Line Items]
Effective income tax rate (as a percent)	19.70%	23.10%
Minimum
Operating Loss Carryforwards [Line Items]
Potential future tax expense that would arise	$ 39.4
Maximum
Operating Loss Carryforwards [Line Items]
Potential future tax expense that would arise	59.7
Tax Years 2013-2015
Operating Loss Carryforwards [Line Items]
Income tax assessments	$ 11.7

Fair Value Measurements

3 Months Ended

Jun. 30, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurements

Fair Value MeasurementsThe accounting standard for fair value measurements establishes a three-tier value hierarchy, which prioritizes the inputs used in measuring fair value as follows: observable inputs such as quoted prices in active markets (Level 1); inputs other than quoted prices in active markets that are observable either directly or indirectly (Level 2); and unobservable inputs in which there is little or no market data, which requires the Company to develop its own assumptions (Level 3).

A financial instrument's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The financial instruments measured at fair value in the accompanying condensed consolidated balance sheets consist of the following:


	Recurring Fair Value Measurements as of June 30, 2023
	Level 1		Level 2		Level 3		Total
Assets:
Current derivative instruments (2)	$	—	$	14,190	$	—	$	14,190
Long-term derivative instruments (2)	—		4,281		—		4,281
Long-term deferred compensation plan asset (1)	27,405		—		—		27,405
Total Assets	$	27,405	$	18,471	$	—	$	45,876
Liabilities:
Long-term deferred compensation plan liability (1)	27,405		—		—		27,405
Total Liabilities	$	27,405	$	—	$	—	$	27,405


	Recurring Fair Value Measurements as of March 31, 2023
	Level 1		Level 2		Level 3		Total
Assets:
Current derivative instruments (2)	$	—	$	11,245	$	—	$	11,245
Long-term derivative instruments (2)	—		3,530		—		3,530
Long-term deferred compensation plan asset (1)	20,090		—		—		20,090
Total Assets	$	20,090	$	14,775	$	—	$	34,865
Liabilities:
Long-term derivative instruments (2)	—		1,369		—		1,369
Long-term deferred compensation plan liability (1)	20,090		—		—		20,090
Total Liabilities	$	20,090	$	1,369	$	—	$	21,459

(1) Investments in this category consist primarily of mutual funds whose fair values are determined by reference to the quoted market price per unit in active markets multiplied by the number of units held without consideration of transaction costs. These assets and liabilities represent investments held in a consolidated trust to fund the Company's non-qualified deferred compensation plan and are recorded in other long-term assets and other long-term liabilities on our condensed consolidated balance sheets.

(2) The Company’s interest rate swaps are considered over-the-counter derivatives and fair value is estimated based on the present value of future cash flows using a model-derived valuation that uses Level 2 observable inputs such as interest rate yield curves. See Note 9, “Derivatives,” to the condensed consolidated financial statements for further discussion on the Company’s derivative instruments designated as cash flow hedges.

We did not have any material items that were measured at fair value on a non-recurring basis as of June 30, 2023, with the exception of the assets and liabilities acquired through our acquisitions (see Note 5, “Acquisition, Goodwill and Intangible Assets,” to the condensed consolidated financial statements).

The fair value of the Company's cash and cash equivalents, which are Level 1 inputs, approximated its carrying value at June 30, 2023 and March 31, 2023. The Company’s cash and cash equivalent balances presented on the accompanying condensed consolidated balance sheets include $139.0 million and $237.8 million of marketable securities in money market funds as of June 30, 2023 and March 31, 2023, respectively.

The Company's long-term debt is carried at amortized cost and is measured at fair value quarterly for disclosure purposes. The estimated fair values are determined using quoted prices or other market information obtained from recent trading activity of the debt in markets that are not active (Level 2 inputs). The fair value is corroborated by prices derived from the interest rate spreads of recently completed leveraged loan transactions of a similar credit profile, industry, and terms to that of the Company. The fair value of the Senior Notes due 2029 and the Senior Notes due 2028 are determined using quoted prices or other market information obtained from recent trading activity in the high-yield bond market (Level 2 inputs). The carrying amount and estimated fair value of long-term debt consists of the following:


	June 30, 2023				March 31, 2023
	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value
Term Loan A	$	1,619,063	$	1,588,706	$	1,629,375	$	1,600,861
3.88% Senior Notes due 2028	700,000		637,896		700,000		638,540
4.00% Senior Notes due 2029	500,000		450,255		500,000		451,930

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Fair Value Measurements - Schedule of Carrying Values and Estimated Fair Values of Debt Instruments (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023
3.88% Senior Notes due 2028 \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt instrument (as a percent)	3.88%
4.00% Senior Notes due 2029 \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt instrument (as a percent)	4.00%
Carrying Amount \| Term Loan A \| Term Loans
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	$ 1,619,063	$ 1,629,375
Carrying Amount \| 3.88% Senior Notes due 2028 \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	700,000	700,000
Carrying Amount \| 4.00% Senior Notes due 2029 \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	500,000	500,000
Estimated Fair Value \| Term Loan A \| Term Loans
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	1,588,706	1,600,861
Estimated Fair Value \| 3.88% Senior Notes due 2028 \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	637,896	638,540
Estimated Fair Value \| 4.00% Senior Notes due 2029 \| Senior Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt	$ 450,255	$ 451,930

Debt - Narrative (Details) - USD ($)	Sep. 07, 2022	Jun. 30, 2023	Mar. 31, 2023
Cash Flow Hedging \| Designated as Hedging Instrument \| Interest Rate Swap
Debt Instrument [Line Items]
Notional amount of interest rate swaps		$ 550,000,000
Revolving Commitments \| Minimum
Debt Instrument [Line Items]
Commitment fee (as a percent)	0.10%
Revolving Commitments \| Maximum
Debt Instrument [Line Items]
Commitment fee (as a percent)	0.35%
Revolver
Debt Instrument [Line Items]
Long-term debt outstanding		75,000,000	$ 0
Term Loans \| SOFR
Debt Instrument [Line Items]
Variable rate, adjustment	0.10%
Variable rate, floor	0.00%
Term Loans \| SOFR \| Minimum
Debt Instrument [Line Items]
Long-term debt, basis spread on variable rate	1.00%
Term Loans \| SOFR \| Maximum
Debt Instrument [Line Items]
Long-term debt, basis spread on variable rate	2.00%
Term Loans \| Overnight Federal Funds Rate
Debt Instrument [Line Items]
Long-term debt, basis spread on variable rate	0.50%
Term Loans \| Three-month Term SOFR
Debt Instrument [Line Items]
Variable rate, adjustment	0.10%
Variable rate, floor	0.00%
Long-term debt, basis spread on variable rate	1.00%
Term Loans \| Revolving Credit Facility
Debt Instrument [Line Items]
Revolving credit facility, amount outstanding			0
Term Loans \| Letter of Credit
Debt Instrument [Line Items]
Revolving credit facility, maximum borrowing capacity		200,000,000
Term Loans \| Term Loan A
Debt Instrument [Line Items]
Revolving credit facility, maximum borrowing capacity		1,619,100,000
Long-term debt outstanding		1,619,063,000	1,629,375,000
Term Loans \| Term Loan A \| Base Rate \| Minimum
Debt Instrument [Line Items]
Long-term debt, basis spread on variable rate	0.00%
Term Loans \| Term Loan A \| Base Rate \| Maximum
Debt Instrument [Line Items]
Long-term debt, basis spread on variable rate	1.00%
Term Loans \| Term Loan A \| Before Two Year Anniversary
Debt Instrument [Line Items]
Debt instrument (as a percent)	0.625%
Term Loans \| Term Loan A \| After Two Year But Before Five Year Anniversary
Debt Instrument [Line Items]
Debt instrument (as a percent)	1.25%
Term Loans \| Secured Credit Facility \| Revolving Credit Facility
Debt Instrument [Line Items]
Revolving credit facility, maximum borrowing capacity		$ 1,000,000,000
Senior Notes \| Senior Notes due 2029
Debt Instrument [Line Items]
Debt instrument (as a percent)		4.00%
Long-term debt outstanding		$ 500,000,000	500,000,000
Senior Notes \| Senior Notes due 2028
Debt Instrument [Line Items]
Debt instrument (as a percent)		3.875%
Long-term debt outstanding		$ 700,000,000	$ 700,000,000

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Income Statement [Abstract]
Revenue	$ 2,654,486	$ 2,249,600
Operating costs and expenses:
Cost of revenue	1,251,916	1,074,973
Billable expenses	812,304	674,266
General and administrative expenses	314,001	253,064
Depreciation and amortization	41,847	40,102
Total operating costs and expenses	2,420,068	2,042,405
Operating income	234,418	207,195
Interest expense	(35,474)	(24,655)
Other income (expense), net	1,924	(2,958)
Income before income taxes	200,868	179,582
Income tax expense	39,480	41,489
Net income	161,388	138,093
Net loss attributable to non-controlling interest	0	191
Net income attributable to common stockholders	$ 161,388	$ 138,284
Earnings per common share (Note 4):
Basic (in dollars per share)	$ 1.22	$ 1.04
Diluted (in dollars per share)	$ 1.22	$ 1.03

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (Parenthetical) - USD ($)
$ in Thousands, shares in Millions

3 Months Ended

Jun. 30, 2023

Jun. 30, 2022

Dividends paid (in dollars per share)

$ 0.47

$ 0.43

Repurchase of common stock, value

$ 112,981

^[1]

$ 57,558

^[2]

Repurchase of shares to cover tax withholding on restricted stock units that vested

$ 12,400

$ 10,600

Class A Common Stock

Repurchase of common stock (in shares)

1.0

0.6

Repurchase of common stock, value

$ 100,100

$ 46,900

[1]

[2]

Business Overview (Details)	3 Months Ended
Business Overview (Details)	Jun. 30, 2023 employee segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of operating segments	1
Number of reportable segments	1
Number of employees \| employee	32,600

Basis of Presentation	3 Months Ended
Basis of Presentation	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) and should be read in conjunction with the information contained in the Company's Annual Report on Form 10-K for the year ended March 31, 2023. The interim period unaudited condensed consolidated financial statements are presented as described below. Certain information and disclosures normally required for annual financial statements have been condensed or omitted pursuant to GAAP and SEC rules and regulations. In the opinion of management, all adjustments considered necessary for fair presentation of the results of the interim periods presented have been included. The Company’s fiscal year ends on March 31 and, unless otherwise noted, references to fiscal year or fiscal are for fiscal years ended March 31. The results of operations for the three months ended June 30, 2023 are not necessarily indicative of results to be expected for the full fiscal year. The condensed consolidated financial statements and notes of the Company include its subsidiaries, and other entities over which the Company has a controlling financial interest or where the Company is a primary beneficiary. The Company uses the equity method to account for investments in entities that it does not control if it is otherwise able to exert significant influence over the entities' operating and financial policies. Equity investments in entities over which the Company does not have the ability to exercise significant influence and whose securities do not have a readily determinable fair value are carried at cost or cost net of other-than-temporary impairments. Certain amounts reported in the Company's prior fiscal year condensed consolidated financial statements have been reclassified to conform to the current fiscal year presentation. Accounting Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting periods. Areas of the financial statements where estimates may have the most significant effect include the provision for claimed indirect costs, valuation and expected lives of tangible and intangible assets, impairment of long-lived assets, accrued liabilities, revenue recognition, including the accrual of indirect costs, bonus and other incentive compensation, stock-based compensation, reserves for uncertain tax positions and valuation allowances on deferred tax assets, provisions for income taxes, postretirement obligations, collectability of receivables, and loss accruals for litigation. Actual results experienced by the Company may differ materially from management's estimates. Recently Adopted Accounting Pronouncements In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“Topic 848”). The guidance is intended to provide relief for entities impacted by reference rate reform. Topic 848 contains provisions and optional accounting expedients designed to simplify requirements around the designation of hedging relationships, probability assessments of hedged forecasted transactions, and accounting for modifications of contracts that refer to the London Interbank Offered Rate (“LIBOR”) or other rates affected by reference rate reform. The guidance is elective and is effective on the date of issuance. Topic 848 is applied prospectively to contract modifications and as of the effective date for existing and new eligible hedging relationships. During the first quarter of fiscal 2024, the Company modified its interest rate swap agreements to transition from LIBOR-indexed to term SOFR-indexed periodic swap payments to align with interest payments in connection with its term SOFR-indexed debt. As such, the Company elected the optional expedients under Topic 848 which allows the cash flow hedge to continue being recognized under hedge accounting without de-designation upon a change in critical terms affected by the reference rate reform. The adoption of this guidance did not have a material impact on the condensed consolidated financial statements and disclosures. Recent Accounting Pronouncements Not Yet Adopted Accounting and reporting pronouncements effective after June 30, 2023 and issued through the filing date are not expected to have a material impact on the Company's condensed consolidated financial statements.

Earnings Per Share (Tables)

3 Months Ended

Jun. 30, 2023

Earnings Per Share [Abstract]

Schedule of Reconciliation of the Income Used to Compute Basic and Diluted EPS

A reconciliation of the income used to compute basic and diluted EPS for the periods presented are as follows:


	Three Months Ended June 30,
		2023		2022
Earnings for basic computations (1)		$	160,146	$	137,369
Weighted-average of common stock shares outstanding for basic computations		131,031,979		132,371,487
Earnings for diluted computations (1)		$	160,149	$	137,372
Dilutive stock options and restricted stock		498,654		639,601
Weighted-average of common stock shares outstanding for diluted computations		131,530,633		133,011,088
Earnings per share of common stock
Basic		$	1.22	$	1.04
Diluted		$	1.22	$	1.03

Income Taxes - Schedule of Components of Income Tax Receivables and Payables (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Current income tax receivable	$ 0	$ 23,633
Long term income tax receivable	167,821	167,821
Current income tax payable	$ 47,984	$ 14,523

Derivatives

3 Months Ended

Jun. 30, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives

The Company utilizes derivative financial instruments to manage interest rate risk related to its variable rate debt. The Company’s objectives in using these interest rate derivatives, which were designated as cash flow hedges, are to manage its exposure to interest rate movements and reduce volatility of interest expense.

The following table summarizes the material terms of the Company’s outstanding interest rate swap derivative contracts as of June 30, 2023:

Effective Date

Maturity Date

Terms

Notional Amount

April 28, 2023

(1)

June 30, 2024

Variable to Fixed

200,000

April 28, 2023

(1)

June 30, 2025

Variable to Fixed

200,000

June 30, 2023

June 30, 2026

Variable to Fixed

150,000

Total

550,000

The floating-to-fixed interest rate swaps involve the exchange of variable interest amounts from a counterparty for the Company making fixed-rate interest payments over the life of the agreements without exchange of the underlying notional amount and effectively convert a portion of the variable rate debt into fixed interest rate debt.

Derivative instruments are recorded in the condensed consolidated balance sheet on a gross basis at estimated fair value. As of June 30, 2023, $14.2 million and $4.3 million, were classified as other current assets and other long-term assets, respectively, on the condensed consolidated balance sheet. As of March 31, 2023, $11.2 million, $3.5 million and $1.4 million were classified as other current assets, other long-term assets and other long-term liabilities, respectively, on the condensed consolidated balance sheet.

For interest rate swaps designated as cash flow hedges, the changes in the fair value of derivatives are recorded in Accumulated Other Comprehensive Income, or AOCI, net of taxes, and is subsequently reclassified into interest expense, net in the period that the hedged forecasted interest payments are made on the Company's variable-rate debt. The effect of derivative instruments on the accompanying condensed consolidated financial statements for the three months ended June 30, 2023 and 2022 is as follows:


		Three Months Ended June 30,
Derivatives in Cash Flow Hedging Relationships	Location of Gain or Loss Recognized in Income on Derivatives	Amount of Pre-Tax Gain Recognized in AOCI on Derivatives				Amount of Pre-Tax Gain or (Loss) Reclassified from AOCI into Income (1)
		2023		2022		2023		2022
Interest rate swaps	Interest income (expense)	$	8,599	$	4,966	$	3,568	$	(2,831)

Over the next 12 months, the Company estimates that $14.2 million will be reclassified as a decrease to interest expense. Cash flows associated with periodic settlements of interest rate swaps will be classified as operating activities in the condensed consolidated statement of cash flows.

The Company is subject to counterparty risk in connection with its interest rate swap derivative contracts. Credit risk related to a derivative financial instrument represents the possibility that the counterparty will not fulfill the terms of the contract. The Company mitigates this credit risk by entering into agreements with credit-worthy counterparties and regularly reviews its credit exposure and the creditworthiness of the counterparties.

Acquisition, Goodwill and Intangible Assets

3 Months Ended

Jun. 30, 2023

Business Combination and Asset Acquisition [Abstract]

Acquisition, Goodwill and Intangible Assets

Acquisition

On October 14, 2022, the Company completed the acquisition of EverWatch Corp. (“EverWatch”), a leading provider of advanced solutions to the defense and intelligence communities for approximately $445.1 million, net of post-closing adjustments and incurred transaction costs as part of the acquisition. The acquisition was funded with cash on hand. As a result of the transaction, EverWatch became a wholly owned subsidiary of Booz Allen Hamilton Inc.

The Company recognized $108.6 million of intangible assets which consists primarily of contract assets and were valued using the excess earnings method discounted cash flow approach, incorporating Level 3 inputs as described under the fair value hierarchy of Topic 820. These unobservable inputs reflect the Company's own judgment about which assumptions market participants would use in pricing an asset on a non-recurring basis. The intangible assets are being amortized over the estimated useful life of 14 years. The goodwill of $330.9 million is primarily attributable to EverWatch's specialized workforce and the expected synergies between the Company and EverWatch, and is non-deductible for tax purposes.

The following table summarizes the consideration and the allocation of the purchase price paid for EverWatch:


Cash consideration (gross of cash acquired)	$	445,074

Purchase price allocation:
Cash	4,779
Current assets	27,725
Operating lease right-of-use asset	7,894
Other long-term assets	5,078
Intangible assets	108,600
Deferred tax liabilities	(20,394)
Current liabilities	(11,612)
Operating lease liabilities - short-term	(1,362)
Operating lease liabilities - long-term	(6,532)
Total fair value of identifiable net assets acquired	$	114,176

Goodwill	$	330,898

The acquisition was accounted for under the acquisition method of accounting, which requires the total acquisition consideration to be allocated to the assets acquired and liabilities assumed based on an estimate of the acquisition date fair value, with the difference reflected in goodwill. As of June 30, 2023, the Company had completed the determination of fair values of the acquired assets and liabilities assumed. Pro forma results of operations for this acquisition are not presented because the acquisition is not material to the Company's consolidated results of operations.

Goodwill

As of June 30, 2023 and March 31, 2023, goodwill was $2,343.8 million and $2,338.4 million, respectively. The $5.4 million increase in the carrying amount of goodwill was attributable the Company's finalization of the accounting for the acquisition of EverWatch.

Intangible Assets

Intangible assets consisted of the following:


	June 30, 2023						March 31, 2023
	Gross Carrying Value		Accumulated Amortization		Net Carrying Value		Gross Carrying Value		Accumulated Amortization		Net Carrying Value
Amortizable intangible assets:
Programs and contract assets, channel relationships, and other amortizable intangible assets	$	591,894	$	186,096	$	405,798	$	599,794	$	169,316	$	430,478
Software	137,944		76,162		61,782		134,152		69,215		64,937
Total amortizable intangible assets	$	729,838	$	262,258	$	467,580	$	733,946	$	238,531	$	495,415
Unamortizable intangible assets:
Trade name	$	190,200	$	—	$	190,200	$	190,200	$	—	$	190,200
Total	$	920,038	$	262,258	$	657,780	$	924,146	$	238,531	$	685,615

The decrease in the gross carrying value of intangible assets was primarily attributable to a $7.9 million adjustment related to the Company's finalization of the accounting for the acquisition of EverWatch.

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2023	Mar. 31, 2023
Statement of Financial Position [Abstract]
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, authorized (in shares)	600,000,000	600,000,000
Common stock, issued (in shares)	166,521,283	165,872,332
Common stock, outstanding (in shares)	131,116,370	131,637,588
Treasury stock (in shares)	35,404,913	34,234,744

Commitments and Contingencies	3 Months Ended
Commitments and Contingencies	Jun. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Letters of Credit and Third-Party Guarantees As of June 30, 2023 and March 31, 2023, the Company was contingently liable under open standby letters of credit and bank guarantees issued by our banks in favor of third parties that totaled $4.4 million and $6.1 million, respectively. These letters of credit and bank guarantees primarily support insurance and bid and performance obligations. At both June 30, 2023 and March 31, 2023, approximately $1.3 million of these instruments reduced the available borrowings under the Revolving Credit Facility. The remainder is guaranteed under a separate $7.5 million facility of which $4.4 million and $2.7 million were available to the Company at June 30, 2023 and March 31, 2023, respectively. Government Contracting Matters - Provision for Claimed Indirect Costs For the three months ended June 30, 2023 and 2022, approximately 98% and 97%, respectively, of the Company's revenue was generated from contracts where the end user was an agency or department of the U.S. government, including contracts where the Company performed either as a prime contractor or subcontractor, and regardless of the geographic location in which the work was performed. As noted in the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2023, in the ordinary course of business, agencies of the U.S. government, including the Defense Contract Audit Agency (DCAA), audit the Company’s claimed indirect costs and conduct inquiries and investigations of our business practices with respect to government contracts to determine whether the Company's operations are conducted in accordance with these requirements and the terms of the relevant contracts. Management believes it has recorded the appropriate provision for claimed indirect costs for any audit, inquiry, or investigation of which it is aware that may be subject to any reductions and/or penalties. As of June 30, 2023 and March 31, 2023, the Company had recorded liabilities of approximately $333.4 million and $326.7 million, respectively, for estimated adjustments to claimed indirect costs based on its historical DCAA audit results, including the final resolution of such audits with the Defense Contract Management Agency, for claimed indirect costs incurred subsequent to fiscal 2011, and for contracts not yet closed that are subject to audit and final resolution. Litigation Our performance under U.S. government contracts and compliance with the terms of those contracts and applicable laws and regulations are subject to continuous audit, review, and investigation by the U.S. government, which may include such investigative techniques as subpoenas or civil investigative demands. Given the nature of our business, these audits, reviews, and investigations may focus, among other areas, on various aspects of procurement integrity, labor time reporting, sensitive and/or classified information access and control, executive compensation, and post government employment restrictions. We are not always aware of our status in such matters, but we are currently aware of certain pending audits and investigations involving labor time reporting, procurement integrity, and classified information access. In addition, from time to time, we are also involved in legal proceedings and investigations arising in the ordinary course of business, including those relating to employment matters, relationships with clients and contractors, intellectual property disputes, and other business matters. These legal proceedings seek various remedies, including claims for monetary damages in varying amounts, none of which are considered material, or are unspecified as to amount. Although the outcome of any such matter is inherently uncertain and may be materially adverse, based on current information, we do not expect any of the currently ongoing audits, reviews, investigations, or litigation to have a material adverse effect on our financial condition and results of operations. As of June 30, 2023 and March 31, 2023, there were no material amounts accrued in the condensed consolidated financial statements related to these proceedings. As previously disclosed in Note 20, “Commitments and Contingencies,” to the consolidated financial statements of the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2023, the Company is not able to reasonably estimate the expected amount or range of cost or any loss associated with these matters. On June 7, 2017, Booz Allen Hamilton was informed that the U.S. Department of Justice (“DOJ”) was conducting a civil and criminal investigation of the Company. In connection with the investigation, the DOJ requested information from the Company relating to certain elements of the Company’s cost accounting and indirect cost charging practices with the U.S. government. The investigation resulted from a qui tam lawsuit filed on or about September 26, 2016 in the United States District Court for the District of Columbia pursuant to the qui tam provisions of the civil False Claims Act (the “Civil Action”), which lawsuit was under judicial seal until July 21, 2023. After learning of the investigation, the Company engaged a law firm experienced in these matters to represent the Company in connection with this matter and respond to the government's requests. As is commonly the case with this type of matter, the Company was also contacted by other regulatory agencies and bodies, including the SEC, which notified the Company that it was conducting an investigation that the Company believes related to the matters that were also the subject of the DOJ's investigation. On May 12, 2021, the Company was informed that the DOJ closed its criminal investigation. On July 21, 2023, the Company entered into a Settlement Agreement (the “Settlement Agreement”) with the United States of America, acting through the DOJ and on behalf of the Department of Defense and Defense Contract Management Agency (collectively the “United States”), and Relator Sarah A. Feinberg, to resolve the DOJ’s civil investigation and the Civil Action. The Company entered into the Settlement Agreement to avoid the delay, uncertainty and expense of protracted litigation. The Settlement Agreement contains no admission of liability by the Company. Under the terms of the Settlement Agreement, the Company agreed to pay to the United States $377.5 million (the “Settlement Amount”), which the Company accrued as a reserve for this matter as of June 30, 2023. The Company paid the Settlement Amount with cash on hand and by drawing on its revolving credit facility. The Company had previously recorded a $350.0 million reserve relating to this investigation and had previously disclosed that it believed the range of reasonably possible loss in connection with the investigation to be between $350 million and $378 million. Following the United States’ receipt of the Settlement Amount, the Company was released from any civil or administrative monetary claims under the civil False Claims Act and other specified civil statutes and common law theories of liability for certain elements of the Company’s cost accounting and indirect cost charging practices from April 1, 2011 through March 31, 2021, and the claim brought in the Civil Action was dismissed with prejudice. On July 27, 2023, the Company was informed that the SEC concluded its investigation without recommending an enforcement action.

Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Earnings Per Share, Basic and Diluted, by Common Class, Including Two Class Method [Line Items]
Earnings for basic computations	$ 160,146	$ 137,369
Weighted-average of common stock shares outstanding for basic computations (in shares)	131,031,979	132,371,487
Earnings for diluted computations	$ 160,149	$ 137,372
Dilutive stock options and restricted stock (in shares)	498,654	639,601
Weighted-average of common stock shares outstanding for diluted computations (in shares)	131,530,633	133,011,088
Earnings per share of common stock
Basic (in dollars per share)	$ 1.22	$ 1.04
Diluted (in dollars per share)	$ 1.22	$ 1.03
Unvested shares participating in the payment of the company's dividends declared (in shares)	1,000,000	900,000
Dividends paid	$ 63,034	$ 58,899
Undistributed earnings allocated to participating securities, basic	800	500
Undistributed earnings allocated to participating securities, diluted	800	500
Restricted Stock
Earnings per share of common stock
Dividends paid	$ 500	$ 400

Revenue

3 Months Ended

Jun. 30, 2023

Revenue from Contract with Customer [Abstract]

Revenue

The Company's revenues from contracts with customers (clients) are derived from offerings that include management and technology consulting services, analytics, digital solutions, engineering, mission operations, and cyber services, substantially all with the U.S. government and its agencies and, to a lesser extent, subcontractors. The Company also serves foreign governments, as well as domestic and international commercial clients. The Company performs and generates revenue under three basic types of contracts, which include cost-reimbursable contracts, time-and-materials contracts, and fixed-price contracts.

Contract Estimates

We recognize revenue for many of our contracts under a contract cost-based input method and require an Estimate-at-Completion (“EAC”) process, which management uses to review and monitor the progress towards the completion of our performance obligations. Under this process, management considers various inputs and assumptions related to the EAC, including, but not limited to, progress towards completion, labor costs and productivity, material and subcontractor costs, and identified risks. Estimating the total cost at the completion of our performance obligations is subjective and requires management to make assumptions about future activity and cost drivers under the contract. Changes in these estimates can occur for a variety of reasons and, if significant, may impact the profitability of the Company’s contracts. Changes in estimates related to contracts accounted for under the EAC process are recognized on a cumulative catch-up basis in the period when such changes are determinable and reasonably estimable. If the estimate of contract profitability indicates an anticipated loss on a contract, the Company recognizes the total loss at the time it is identified. For each of the three months ended June 30, 2023 and 2022, the aggregate impact of adjustments in contract estimates was not material.

Disaggregation of Revenue

We disaggregate our revenue from contracts with customers by contract type and by customer type, as well as by whether the Company acts as prime contractor or sub-contractor, as we believe these categories best depict how the nature, amount, timing and uncertainty of our revenue and cash flows are affected by economic factors. The following series of tables presents our revenue disaggregated by these categories.

Revenue by Contract Type:

We generate revenue under the following three basic types of contracts:

•Cost-Reimbursable Contracts: Cost-reimbursable contracts provide for the payment of allowable costs incurred during performance of the contract, up to a ceiling based on the amount that has been funded, plus a fixed fee or award fee.

•Time-and-Materials Contracts: Under contracts in this category, we are paid a fixed hourly rate for each direct labor hour expended, and we are reimbursed for billable material costs and billable out-of-pocket expenses inclusive of allocable indirect costs. We assume the financial risk on time-and-materials contracts because our costs of performance may exceed negotiated hourly rates.

•Fixed-Price Contracts: Under a fixed-price contract, we agree to perform the specified work for a predetermined price. To the extent our actual direct and allocated indirect costs decrease or increase from the estimates upon which the price was negotiated, we will generate more or less profit, respectively, or could incur a loss.

The table below presents the total revenue for each type of contract:


	Three Months Ended June 30,
		2023			2022
Cost-reimbursable			$	1,450,184	55	%	$	1,190,828	53	%
Time-and-materials			635,733		24	%	545,902		24	%
Fixed-price			568,569		21	%	512,870		23	%
Total Revenue			$	2,654,486	100	%	$	2,249,600	100	%

Revenue by Customer Type:


	Three Months Ended June 30,
		2023			2022
U.S. government(1):
Defense Clients			$	1,224,317	46	%	$	1,027,811	46	%
Intelligence Clients			476,497		18	%	404,123		18	%
Civil Clients			904,960		34	%	754,660		33	%
Total U.S. government			2,605,774		98	%	2,186,594		97	%
Global Commercial Clients			48,712		2	%	63,006		3	%
Total Revenue			$	2,654,486	100	%	$	2,249,600	100	%

(1) Certain contracts were reassigned between the various verticals of our U.S. government business shown in the table above to better align our operations to the customers we serve within each market. Prior year revenue by customer type has been recast to reflect the changes.

Revenue by Whether the Company Acts as a Prime Contractor or a Subcontractor:


	Three Months Ended June 30,
		2023			2022
Prime Contractor			$	2,517,558	95	%	$	2,131,295	95	%
Subcontractor			136,928		5	%	118,305		5	%
Total Revenue			$	2,654,486	100	%	$	2,249,600	100	%

Performance Obligations

Remaining performance obligations represent the transaction price of exercised contracts for which work has not yet been performed, irrespective of whether funding has or has not been authorized and appropriated as of the date of exercise. Remaining performance obligations exclude negotiated but unexercised options, the unfunded value of expired contracts, and certain variable consideration which the Company does not expect to recognize as revenue.

As of June 30, 2023 and March 31, 2023, the Company had $8.0 billion and $7.9 billion of remaining performance obligations, respectively. We expect to recognize approximately 75% of the remaining performance obligations at June 30, 2023 as revenue over the next 12 months, and approximately 85% over the next 24 months. The remainder is expected to be recognized thereafter.

Contract Balances

The Company's performance obligations are typically satisfied over time and revenue is generally recognized using a cost-based input method. Fixed-price contracts are typically billed to the customer using milestone or fixed monthly payments, while cost-reimbursable-plus-fee and time-and-material contracts are typically billed to the customer at periodic intervals (e.g., monthly or weekly) as indicated by the terms of the contract. Disparities between the timing of revenue recognition and customer billings and cash collections result in net contract assets or liabilities being recognized at the end of each reporting period.

Contract assets primarily consist of unbilled receivables typically resulting from revenue recognized exceeding the amount billed to the customer and right to payment is not just subject to the passage of time. Unbilled amounts represent revenues for which billings have not been presented to customers. These amounts are generally billed and collected within one year subject to various conditions including, without limitation, appropriated and available funding. Long-term unbilled receivables not anticipated to be billed and collected within one year, which are primarily related to retainage, holdbacks, and long-term rate settlements to be billed at contract closeout, are included in other long-term assets in the accompanying condensed consolidated balance sheets. Contract liabilities primarily consist of advance payments, billings in excess of costs incurred and deferred revenue. Contract assets and liabilities are reported on a net contract basis at the end of each reporting period. The Company maintains an allowance for credit losses to provide for an estimate of uncollectible receivables. Provision for credit losses recognized was not material for the three months ended June 30, 2023 and 2022.

The following table summarizes the contract assets and liabilities, and accounts receivable, net of allowance recognized on the Company’s condensed consolidated balance sheets:


	June 30, 2023		March 31, 2023
Current assets
Accounts receivable–billed	$	745,924	$	551,666
Accounts receivable–unbilled (contract assets)	1,354,108		1,223,482
Allowance for credit losses	(66)		(318)
Accounts receivable, net	2,099,966		1,774,830
Other long-term assets
Accounts receivable–unbilled (contract assets)	59,733		59,455
Total accounts receivable, net	$	2,159,699	$	1,834,285
Other current liabilities
Advance payments, billings in excess of costs incurred and deferred revenue (contract liabilities)	$	13,635	$	18,995

Changes in contract assets and contract liabilities are primarily due to the timing difference between the Company’s performance of services and payments from customers. For the three months ended June 30, 2023 and 2022, we recognized revenue of $14.4 million and $16.3 million, respectively, related to our contract liabilities on April 1, 2023 and 2022, respectively. To determine revenue recognized from contract liabilities during the reporting periods, the Company allocates revenue to individual contract liability balances and applies revenue recognized during the reporting periods first to the beginning balances of contract liabilities until the revenue exceeds the balances.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

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+ Details

Employee Benefit Plans	3 Months Ended
Employee Benefit Plans	Jun. 30, 2023
Retirement Benefits [Abstract]
Employee Benefit Plans	Employee Benefit PlansThe Company sponsors the Employees’ Capital Accumulation Plan, or ECAP, which is a qualified defined contribution plan that covers eligible U.S. and certain international employees. ECAP provides for distributions to participants by reason of retirement, death, disability, or termination of employment. The Company provides an annual matching contribution of up to 6% of eligible annual compensation. Total expenses recognized for matching contributions under ECAP were $54.3 million and $46.2 million for the three months ended June 30, 2023 and 2022, respectively.The Company also provides post-retirement healthcare benefits to former officers under a medical indemnity insurance plan, with premiums paid by the Company. As of June 30, 2023 and March 31, 2023, the unfunded status of the post-retirement medical plan was $105.7 million and $105.6 million, respectively, which is included in other long-term liabilities in the accompanying condensed consolidated balance sheets. Balance sheet and income statement impacts of any remaining benefit plans are immaterial for all periods presented in these condensed consolidated financial statements.

- Definition

The entire disclosure for retirement benefits.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
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+ Details

Revenue (Tables)

3 Months Ended

Jun. 30, 2023

Revenue from Contract with Customer [Abstract]

Schedule of Disaggregation of Revenue

The table below presents the total revenue for each type of contract:


	Three Months Ended June 30,
		2023			2022
Cost-reimbursable			$	1,450,184	55	%	$	1,190,828	53	%
Time-and-materials			635,733		24	%	545,902		24	%
Fixed-price			568,569		21	%	512,870		23	%
Total Revenue			$	2,654,486	100	%	$	2,249,600	100	%

Revenue by Customer Type:


	Three Months Ended June 30,
		2023			2022
U.S. government(1):
Defense Clients			$	1,224,317	46	%	$	1,027,811	46	%
Intelligence Clients			476,497		18	%	404,123		18	%
Civil Clients			904,960		34	%	754,660		33	%
Total U.S. government			2,605,774		98	%	2,186,594		97	%
Global Commercial Clients			48,712		2	%	63,006		3	%
Total Revenue			$	2,654,486	100	%	$	2,249,600	100	%

Revenue by Whether the Company Acts as a Prime Contractor or a Subcontractor:


	Three Months Ended June 30,
		2023			2022
Prime Contractor			$	2,517,558	95	%	$	2,131,295	95	%
Subcontractor			136,928		5	%	118,305		5	%
Total Revenue			$	2,654,486	100	%	$	2,249,600	100	%

Schedule of Contract Assets and Liabilities

The following table summarizes the contract assets and liabilities, and accounts receivable, net of allowance recognized on the Company’s condensed consolidated balance sheets:


	June 30, 2023		March 31, 2023
Current assets
Accounts receivable–billed	$	745,924	$	551,666
Accounts receivable–unbilled (contract assets)	1,354,108		1,223,482
Allowance for credit losses	(66)		(318)
Accounts receivable, net	2,099,966		1,774,830
Other long-term assets
Accounts receivable–unbilled (contract assets)	59,733		59,455
Total accounts receivable, net	$	2,159,699	$	1,834,285
Other current liabilities
Advance payments, billings in excess of costs incurred and deferred revenue (contract liabilities)	$	13,635	$	18,995

Stock-Based Compensation

3 Months Ended

Jun. 30, 2023

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

The following table summarizes stock-based compensation expense recognized in the condensed consolidated statements of operations:


	Three Months Ended June 30,
		2023		2022
Cost of revenue		$	7,914	$	7,482
General and administrative expenses		9,771		6,214
Total		$	17,685	$	13,696


	Three Months Ended June 30,
		2023		2022
Equity Incentive Plan Options		$	320	$	552
Restricted Stock and other awards		17,365		13,144
Total		$	17,685	$	13,696

As of June 30, 2023, there was $102.2 million of total unrecognized compensation cost related to unvested stock-based compensation agreements. The unrecognized compensation cost as of June 30, 2023 is expected to be fully amortized over the next 4.25 years. Absent the effect of forfeiture or acceleration of stock compensation cost for any departures of employees, the following table summarizes the unrecognized compensation cost and the weighted-average period the cost is expected to be amortized:


	June 30, 2023
	Unrecognized Compensation Cost		Weighted Average Remaining Period to be Recognized (in years)
Equity Incentive Plan Options	$	2,834	3.39
Restricted Stock Awards	99,390		2.04
Total	$	102,224

Equity Incentive Plan

As of June 30, 2023, there were 0.9 million EIP options outstanding, of which 0.3 million were unvested.

During the three months ended June 30, 2023, the Board of Directors granted 0.8 million time-based and performance-based restricted stock units to certain employees of the Company. The aggregate value of these awards was $72.3 million based on the grant date fair value. The performance-based awards granted during the three months ended June 30, 2023 included additional market conditions related to the Company’s total shareholder return relative to its peer group over the three-year performance period. The Company recognizes compensation expense for these performance-based awards with market conditions based on the grant-date fair value calculated using a Monte Carlo model.

Revenue - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
Revenue - Narrative (Details) - USD ($) $ in Millions	Jun. 30, 2023	Jun. 30, 2022	Mar. 31, 2023
Revenue from Contract with Customer [Abstract]
Revenue, amount of remaining performance obligation	$ 8,000.0		$ 7,900.0
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Contract with customer, liability, revenue recognized	$ 14.4	$ 16.3
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation (as a percent)	75.00%
Remaining performance obligation, expected timing, period	12 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation (as a percent)	85.00%
Remaining performance obligation, expected timing, period	24 months

Income Taxes (Tables)

3 Months Ended

Jun. 30, 2023

Income Tax Disclosure [Abstract]

Schedule of Components of Income Tax Receivables and Payables

The Company has both income tax receivables and income tax payable on its condensed consolidated balance sheets as follows:


	June 30, 2023	March 31, 2023
Current income tax receivable	—	23,633
Long term income tax receivable	167,821	167,821
Current income tax payable	47,984	14,523

Revenue - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Disaggregation of Revenue [Line Items]
Revenue	$ 2,654,486	$ 2,249,600
Revenue from Contract with Customer Benchmark \| Product Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk (as a percent)	100.00%	100.00%
Revenue from Contract with Customer Benchmark \| Customer Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk (as a percent)	100.00%	100.00%
Revenue from Contract with Customer Benchmark \| Contractor Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk (as a percent)	100.00%	100.00%
Prime Contractor
Disaggregation of Revenue [Line Items]
Revenue	$ 2,517,558	$ 2,131,295
Prime Contractor \| Revenue from Contract with Customer Benchmark \| Contractor Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk (as a percent)	95.00%	95.00%
Subcontractor
Disaggregation of Revenue [Line Items]
Revenue	$ 136,928	$ 118,305
Subcontractor \| Revenue from Contract with Customer Benchmark \| Contractor Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk (as a percent)	5.00%	5.00%
Total U.S. government
Disaggregation of Revenue [Line Items]
Revenue	$ 2,605,774	$ 2,186,594
Total U.S. government \| Revenue from Contract with Customer Benchmark \| Customer Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk (as a percent)	98.00%	97.00%
Defense Clients \| Total U.S. government
Disaggregation of Revenue [Line Items]
Revenue	$ 1,224,317	$ 1,027,811
Defense Clients \| Total U.S. government \| Revenue from Contract with Customer Benchmark \| Customer Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk (as a percent)	46.00%	46.00%
Intelligence Clients \| Total U.S. government
Disaggregation of Revenue [Line Items]
Revenue	$ 476,497	$ 404,123
Intelligence Clients \| Total U.S. government \| Revenue from Contract with Customer Benchmark \| Customer Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk (as a percent)	18.00%	18.00%
Civil Clients \| Total U.S. government
Disaggregation of Revenue [Line Items]
Revenue	$ 904,960	$ 754,660
Civil Clients \| Total U.S. government \| Revenue from Contract with Customer Benchmark \| Customer Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk (as a percent)	34.00%	33.00%
Global Commercial Clients
Disaggregation of Revenue [Line Items]
Revenue	$ 48,712	$ 63,006
Global Commercial Clients \| Revenue from Contract with Customer Benchmark \| Customer Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk (as a percent)	2.00%	3.00%
Cost-reimbursable
Disaggregation of Revenue [Line Items]
Revenue	$ 1,450,184	$ 1,190,828
Cost-reimbursable \| Revenue from Contract with Customer Benchmark \| Product Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk (as a percent)	55.00%	53.00%
Time-and-materials
Disaggregation of Revenue [Line Items]
Revenue	$ 635,733	$ 545,902
Time-and-materials \| Revenue from Contract with Customer Benchmark \| Product Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk (as a percent)	24.00%	24.00%
Fixed-price
Disaggregation of Revenue [Line Items]
Revenue	$ 568,569	$ 512,870
Fixed-price \| Revenue from Contract with Customer Benchmark \| Product Concentration Risk
Disaggregation of Revenue [Line Items]
Concentration risk (as a percent)	21.00%	23.00%

Acquisition, Goodwill and Intangible Assets - Schedule of Business Acquisitions, by Acquisition (Details) - USD ($) $ in Thousands	Oct. 14, 2022	Jun. 30, 2023	Mar. 31, 2023
Purchase price allocation:
Goodwill		$ 2,343,789	$ 2,338,399
EverWatch
Business Acquisition [Line Items]
Cash consideration (gross of cash acquired)	$ 445,074
Purchase price allocation:
Cash	4,779
Current assets	27,725
Operating lease right-of-use asset	7,894
Other long-term assets	5,078
Intangible assets	108,600
Deferred tax liabilities	(20,394)
Current liabilities	(11,612)
Operating lease liabilities - short-term	(1,362)
Operating lease liabilities - long-term	(6,532)
Total fair value of identifiable net assets acquired	114,176
Goodwill	$ 330,898

Income Taxes

3 Months Ended

Jun. 30, 2023

Income Tax Disclosure [Abstract]

Income Taxes

The Company’s effective income tax rates were 19.7% and 23.1% for the three months ended June 30, 2023 and 2022, respectively. Our effective tax rates for these periods differ from the federal statutory rate of 21.0% primarily due to the inclusion of state and foreign income taxes and permanent rate differences, which are predominantly related to certain executive compensation and the accrual of reserves for uncertain tax positions, offset by research and development tax credits, excess tax benefits for employee share-based compensation, and the Foreign Derived Intangible Income deduction.

The Company is currently contesting tax assessments from the District of Columbia Office of Tax and Revenue (“DC OTR”) for fiscal years 2013 through 2015. The assessment relates to $11.7 million of taxes, net of federal tax benefits, as of June 30, 2023.

During fiscal 2022, the Company received notification that the District of Columbia Office of Administrative Hearings ruled in favor of the DC OTR. The Company is currently appealing the decision with the District of Columbia Court of Appeals. The Company intends to continue to vigorously defend this matter. Oral arguments are expected to occur later in calendar year 2023.

The Company has taken similar tax positions with respect to subsequent fiscal years. As of June 30, 2023, the Company does not maintain reserves for any uncertain tax positions related to the contested tax benefits related to 2013 through 2015, nor does it maintain reserves for the similar tax positions taken in the subsequent fiscal years. Management continues to evaluate this position quarterly to determine if a change in estimate is needed. If an adverse final resolution were to occur with respect to the contested tax benefits or the similar tax positions taken for fiscal years 2013 through 2020, the total potential future tax expense that would arise would be approximately $39.4 million to $59.7 million, net of federal benefit.

During fiscal 2024, the Company expects to recognize an increase in reserves for uncertain tax positions related to an increase in research and development tax credits available, as in prior years, and the required capitalization of research and development expenditures, as in fiscal 2023. The unrecognized tax benefits related to the capitalization of research and development expenditures is expected to be offset by a deferred tax asset.

Tax Receivables and Payables

The Company has both income tax receivables and income tax payable on its condensed consolidated balance sheets as follows:


	June 30, 2023	March 31, 2023
Current income tax receivable	—	23,633
Long term income tax receivable	167,821	167,821
Current income tax payable	47,984	14,523

Current income tax payable represents current liabilities associated with the Company’s current tax returns that the Company intends to file in fiscal 2024 and fiscal 2025. This amount is classified as other current liabilities on the condensed consolidated balance sheets.

The long-term income tax receivable primarily represents the amended U.S. federal return refund claims for research and development tax credits and the carryback claim for the fiscal 2021 net operating loss which is classified as other long-term assets on the condensed consolidated balance sheet. The Company is currently under federal audit by the IRS for fiscal years 2016, 2017 and 2019-2021 and the receipt of our U.S federal return refund claims is contingent upon the completion of the ongoing IRS audits.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
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-Name Accounting Standards Codification
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-Paragraph 1
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-Publisher FASB
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

Stock-Based Compensation - Equity Incentive Plan (Narrative) (Details) - Equity Incentive Plan Options shares in Millions, $ in Millions	3 Months Ended
	Jun. 30, 2023 USD ($) shares
Equity Incentive Plan Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options outstanding (in shares)	0.9
Stock options outstanding, unvested (in shares)	0.3
Restricted stock units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock granted (in shares)	0.8
Fair value of options granted \| $	$ 72.3
Performance period	3 years

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 35
-Paragraph 1D
-Publisher FASB
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Debt - Schedule of Interest Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Debt Instrument [Line Items]
Amortization of Debt Issuance Cost (DIC) and Original Issue Discount (OID)	$ 1,027	$ 1,161
Interest Swap (Income) Expense	(3,568)	2,831
Other	114	94
Total Interest Expense	35,474	24,655
Term Loans \| Term Loan A
Debt Instrument [Line Items]
Interest expense on debt	26,103	6,359
Term Loans \| Term Loan B
Debt Instrument [Line Items]
Interest expense on debt	0	2,429
Revolving Credit Facility
Debt Instrument [Line Items]
Interest expense on debt	17	0
Senior Notes
Debt Instrument [Line Items]
Interest expense on debt	$ 11,781	$ 11,781

Accounts Payable and Other Accrued Expenses (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023
Payables and Accruals [Abstract]
Vendor payables	$ 572,355	$ 597,808
Accrued expenses	818,674	718,832
Total accounts payable and other accrued expenses	1,391,029	1,316,640
Unfavorable Regulatory Action \| Claimed Indirect Costs
Loss Contingencies [Line Items]
Provision for claimed indirect costs	333,400	$ 326,700
Unfavorable Regulatory Action \| U.S. Department of Justice
Loss Contingencies [Line Items]
Provision for claimed indirect costs	$ 377,500

Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash and cash equivalents, at fair value	$ 209,640	$ 404,862
Money Market Funds
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash and cash equivalents, at fair value	$ 139,000	$ 237,800

Accumulated Other Comprehensive Income (Tables)

3 Months Ended

Jun. 30, 2023

Equity [Abstract]

Schedule of Accumulated Other Comprehensive Income

The following table shows the changes in accumulated other comprehensive loss, net of tax:


	Three Months Ended June 30, 2023
		Post-retirement plans		Derivatives designated as cash flow hedges		Totals
Beginning of period		$	19,450	$	9,883	$	29,333
Other comprehensive income before reclassifications(1)		—		6,356		6,356
Amounts reclassified from accumulated other comprehensive income		(383)		(2,615)		(2,998)
Net current-period other comprehensive (loss) income		(383)		3,741		3,358
End of period		$	19,067	$	13,624	$	32,691

(1) Changes in other comprehensive income before reclassification for derivatives designated as cash flow hedges are recorded net of tax expense of $2.2 million for the three months ended June 30, 2023. The tax impact of other comprehensive income before reclassification for post-retirement plans for the three months ended June 30, 2023 was immaterial.


	Three Months Ended June 30, 2022
		Post-retirement plans		Derivatives designated as cash flow hedges		Totals
Beginning of period		$	8,811	$	(226)	$	8,585
Other comprehensive income before reclassifications(2)		—		3,668		3,668
Amounts reclassified from accumulated other comprehensive income (loss)		(2)		2,091		2,089
Net current-period other comprehensive (loss) income		(2)		5,759		5,757
End of period		$	8,809	$	5,533	$	14,342

(2) Changes in other comprehensive income before reclassification for derivatives designated as cash flow hedges are recorded net of tax expense of $1.3 million for the three months ended June 30, 2022. The tax impact of other

comprehensive income before reclassification for post-retirement plans for the three months ended June 30, 2022 was immaterial.

Basis of Presentation (Policies)	3 Months Ended
Basis of Presentation (Policies)	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) and should be read in conjunction with the information contained in the Company's Annual Report on Form 10-K for the year ended March 31, 2023. The interim period unaudited condensed consolidated financial statements are presented as described below. Certain information and disclosures normally required for annual financial statements have been condensed or omitted pursuant to GAAP and SEC rules and regulations. In the opinion of management, all adjustments considered necessary for fair presentation of the results of the interim periods presented have been included. The Company’s fiscal year ends on March 31 and, unless otherwise noted, references to fiscal year or fiscal are for fiscal years ended March 31. The results of operations for the three months ended June 30, 2023 are not necessarily indicative of results to be expected for the full fiscal year. The condensed consolidated financial statements and notes of the Company include its subsidiaries, and other entities over which the Company has a controlling financial interest or where the Company is a primary beneficiary. The Company uses the equity method to account for investments in entities that it does not control if it is otherwise able to exert significant influence over the entities' operating and financial policies. Equity investments in entities over which the Company does not have the ability to exercise significant influence and whose securities do not have a readily determinable fair value are carried at cost or cost net of other-than-temporary impairments. Certain amounts reported in the Company's prior fiscal year condensed consolidated financial statements have been reclassified to conform to the current fiscal year presentation.
Accounting Estimates	Accounting Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting periods. Areas of the financial statements where estimates may have the most significant effect include the provision for claimed indirect costs, valuation and expected lives of tangible and intangible assets, impairment of long-lived assets, accrued liabilities, revenue recognition, including the accrual of indirect costs, bonus and other incentive compensation, stock-based compensation, reserves for uncertain tax positions and valuation allowances on deferred tax assets, provisions for income taxes, postretirement obligations, collectability of receivables, and loss accruals for litigation. Actual results experienced by the Company may differ materially from management's estimates.
Recently Adopted Accounting Pronouncements and Recent Accounting Pronouncements Not Yet Adopted	Recently Adopted Accounting Pronouncements In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“Topic 848”). The guidance is intended to provide relief for entities impacted by reference rate reform. Topic 848 contains provisions and optional accounting expedients designed to simplify requirements around the designation of hedging relationships, probability assessments of hedged forecasted transactions, and accounting for modifications of contracts that refer to the London Interbank Offered Rate (“LIBOR”) or other rates affected by reference rate reform. The guidance is elective and is effective on the date of issuance. Topic 848 is applied prospectively to contract modifications and as of the effective date for existing and new eligible hedging relationships. During the first quarter of fiscal 2024, the Company modified its interest rate swap agreements to transition from LIBOR-indexed to term SOFR-indexed periodic swap payments to align with interest payments in connection with its term SOFR-indexed debt. As such, the Company elected the optional expedients under Topic 848 which allows the cash flow hedge to continue being recognized under hedge accounting without de-designation upon a change in critical terms affected by the reference rate reform. The adoption of this guidance did not have a material impact on the condensed consolidated financial statements and disclosures. Recent Accounting Pronouncements Not Yet Adopted Accounting and reporting pronouncements effective after June 30, 2023 and issued through the filing date are not expected to have a material impact on the Company's condensed consolidated financial statements.
Revenue	The Company's revenues from contracts with customers (clients) are derived from offerings that include management and technology consulting services, analytics, digital solutions, engineering, mission operations, and cyber services, substantially all with the U.S. government and its agencies and, to a lesser extent, subcontractors. The Company also serves foreign governments, as well as domestic and international commercial clients. The Company performs and generates revenue under three basic types of contracts, which include cost-reimbursable contracts, time-and-materials contracts, and fixed-price contracts. Contract Estimates We recognize revenue for many of our contracts under a contract cost-based input method and require an Estimate-at-Completion (“EAC”) process, which management uses to review and monitor the progress towards the completion of our performance obligations. Under this process, management considers various inputs and assumptions related to the EAC, including, but not limited to, progress towards completion, labor costs and productivity, material and subcontractor costs, and identified risks. Estimating the total cost at the completion of our performance obligations is subjective and requires management to make assumptions about future activity and cost drivers under the contract. Changes in these estimates can occur for a variety of reasons and, if significant, may impact the profitability of the Company’s contracts. Changes in estimates related to contracts accounted for under the EAC process are recognized on a cumulative catch-up basis in the period when such changes are determinable and reasonably estimable. If the estimate of contract profitability indicates an anticipated loss on a contract, the Company recognizes the total loss at the time it is identified. For each of the three months ended June 30, 2023 and 2022, the aggregate impact of adjustments in contract estimates was not material. Disaggregation of Revenue We disaggregate our revenue from contracts with customers by contract type and by customer type, as well as by whether the Company acts as prime contractor or sub-contractor, as we believe these categories best depict how the nature, amount, timing and uncertainty of our revenue and cash flows are affected by economic factors. The following series of tables presents our revenue disaggregated by these categories. Revenue by Contract Type: We generate revenue under the following three basic types of contracts: •Cost-Reimbursable Contracts: Cost-reimbursable contracts provide for the payment of allowable costs incurred during performance of the contract, up to a ceiling based on the amount that has been funded, plus a fixed fee or award fee. •Time-and-Materials Contracts: Under contracts in this category, we are paid a fixed hourly rate for each direct labor hour expended, and we are reimbursed for billable material costs and billable out-of-pocket expenses inclusive of allocable indirect costs. We assume the financial risk on time-and-materials contracts because our costs of performance may exceed negotiated hourly rates. •Fixed-Price Contracts: Under a fixed-price contract, we agree to perform the specified work for a predetermined price. To the extent our actual direct and allocated indirect costs decrease or increase from the estimates upon which the price was negotiated, we will generate more or less profit, respectively, or could incur a loss. Remaining performance obligations represent the transaction price of exercised contracts for which work has not yet been performed, irrespective of whether funding has or has not been authorized and appropriated as of the date of exercise. Remaining performance obligations exclude negotiated but unexercised options, the unfunded value of expired contracts, and certain variable consideration which the Company does not expect to recognize as revenue.The Company's performance obligations are typically satisfied over time and revenue is generally recognized using a cost-based input method. Fixed-price contracts are typically billed to the customer using milestone or fixed monthly payments, while cost-reimbursable-plus-fee and time-and-material contracts are typically billed to the customer at periodic intervals (e.g., monthly or weekly) as indicated by the terms of the contract. Disparities between the timing of revenue recognition and customer billings and cash collections result in net contract assets or liabilities being recognized at the end of each reporting period.Contract assets primarily consist of unbilled receivables typically resulting from revenue recognized exceeding the amount billed to the customer and right to payment is not just subject to the passage of time. Unbilled amounts represent revenues for which billings have not been presented to customers. These amounts are generally billed and collected within one year subject to various conditions including, without limitation, appropriated and available funding. Long-term unbilled receivables not anticipated to be billed and collected within one year, which are primarily related to retainage, holdbacks, and long-term rate settlements to be billed at contract closeout, are included in other long-term assets in the accompanying condensed consolidated balance sheets. Contract liabilities primarily consist of advance payments, billings in excess of costs incurred and deferred revenue. Contract assets and liabilities are reported on a net contract basis at the end of each reporting period. The Company maintains an allowance for credit losses to provide for an estimate of uncollectible receivables.

- Definition

Disclosure of accounting policy for revenue from contract with customer.

+ References

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+ Details

Derivatives - Narrative (Details) - USD ($) $ in Millions	Jun. 30, 2023	Mar. 31, 2023
Derivative [Line Items]
Estimate of amount to be reclassified over the next 12 months	$ 14.2
Other Current Assets
Derivative [Line Items]
Derivative asset	14.2	$ 11.2
Other Noncurrent Assets
Derivative [Line Items]
Derivative asset	$ 4.3	3.5
Other Noncurrent Liabilities
Derivative [Line Items]
Derivative liability		$ 1.4

Stock-Based Compensation - Schedule of Unrecognized Compensation Cost (Details) $ in Thousands	3 Months Ended
	Jun. 30, 2023 USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized Compensation Cost	$ 102,224
Weighted Average Remaining Period to be Recognized (in years)	4 years 3 months
Equity Incentive Plan Options \| Equity Incentive Plan Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized Compensation Cost	$ 2,834
Weighted Average Remaining Period to be Recognized (in years)	3 years 4 months 20 days
Restricted Stock and other awards \| Restricted Stock Awards \| Class A Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized Compensation Cost	$ 99,390
Weighted Average Remaining Period to be Recognized (in years)	2 years 14 days

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Statement of Comprehensive Income [Abstract]
Net income	$ 161,388	$ 138,093
Other comprehensive income, net of tax:
Change in unrealized gain on derivatives designated as cash flow hedges	3,741	5,759
Change in postretirement plan costs	(383)	(2)
Total other comprehensive income, net of tax	3,358	5,757
Comprehensive income	164,746	143,850
Comprehensive loss attributable to non-controlling interest	0	191
Comprehensive income attributable to common stockholders	$ 164,746	$ 144,041

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income (loss) and other comprehensive income (loss), attributable to noncontrolling interests. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

Amount after tax and reclassification adjustments of other comprehensive income (loss).

+ References

+ Details

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

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+ Details

Debt

3 Months Ended

Jun. 30, 2023

Debt Disclosure [Abstract]

Debt

Debt consisted of the following:


	June 30, 2023				March 31, 2023
	Interest Rate		Outstanding Balance		Interest Rate		Outstanding Balance
Term Loan A	6.45	%	$	1,619,063	5.97	%	$	1,629,375


Revolver	8.50	%	75,000		—	%	—
Senior Notes due 2028	3.88	%	700,000		3.88	%	700,000
Senior Notes due 2029	4.00	%	500,000		4.00	%	500,000
Less: Unamortized debt issuance costs and discount on debt			(16,480)				(17,230)
Total			2,877,583				2,812,145
Less: Current portion of long-term debt			(116,250)				(41,250)
Long-term debt, net of current portion			$	2,761,333			$	2,770,895

Credit Agreement

Booz Allen Hamilton Inc. (“Booz Allen Hamilton”), Booz Allen Hamilton Investor Corporation (“Investor”), and certain wholly owned subsidiaries of Booz Allen Hamilton are parties to a Credit Agreement dated as of July 31, 2012, as amended (the “Credit Agreement”), with certain institutional lenders and Bank of America, N.A., as Administrative Agent, Collateral Agent and Issuing Lender. As of June 30, 2023, the Credit Agreement provided Booz Allen Hamilton with a $1,619.1 million Term Loan A (“Term Loan A”) and a $1.0 billion revolving credit facility (the “Revolving Credit Facility”), with a sub-limit for letters of credit of $200.0 million. As of June 30, 2023, the maturity date of the Term Loan A and the Revolving Commitments is September 7, 2027. Voluntary prepayments of the Term Loan A and the Revolving Loans are permitted at any time, in minimum principal amounts, without premium or penalty. Booz Allen Hamilton’s obligations and the guarantors’ guarantees under the Credit Agreement were secured by a first priority lien on substantially all of the assets (including capital stock of subsidiaries) of Booz Allen Hamilton, Investor and the subsidiary guarantors, subject to certain exceptions set forth in the Credit Agreement and related documentation; such security was released in connection with Booz Allen Hamilton obtaining investment grade ratings from both Moody's and S&P. On September 7, 2022 (the “Ninth Amendment Effective Date”), the Term Loan B loans under the Credit Agreement were prepaid in full.

On July 27, 2023 (the “Tenth Amendment Effective Date”), Booz Allen Hamilton entered into a Tenth Amendment (the “Amendment”) to the Credit Agreement (as amended prior to the Tenth Amendment Effective Date, the “Existing Credit Agreement” and, as amended by the Amendment, the “Amended Credit Agreement”) with Bank of America, N.A., as administrative agent (in such capacity, the “Administrative Agent”), and the lenders and other financial institutions party thereto, in order to make permanent certain changes to the Existing Credit Agreement in connection with Booz Allen Hamilton obtaining investment grade ratings from both Moody's and S&P and prepaying the Term Loan B loans in full and to make certain additional changes in connection therewith, including, among other things, (i) removing the requirements for the obligations under the Amended Credit Agreement to be secured, (ii) removing the requirement for any subsidiary or other affiliate of Booz Allen Hamilton (other than the Company) to provide any guarantee of the obligations under the Amended Credit Agreement, and (iii) removing or modifying certain covenants applicable to Booz Allen Hamilton. Pursuant to the Amendment, all guarantees in respect of the Existing Credit Agreement have been released.

On the Tenth Amendment Effective Date in connection with the Amendment, the Company entered into a Guarantee Agreement (the “Guarantee Agreement”) in favor of the Administrative Agent, pursuant to which the Company guarantees on an unsecured basis the obligations of Booz Allen Hamilton under the Amended Credit Agreement subject to certain conditions. Pursuant to the Amended Credit Agreement Booz Allen Hamilton has the option, though not any obligation, to join one or more of its domestic subsidiaries as a guarantor under the Guarantee Agreement.

The Term Loan A amortizes in consecutive quarterly installments in an amount equal to (i) on the last business day of each full fiscal quarter that begins after the Ninth Amendment Effective Date but on or before the two year anniversary of the Ninth Amendment Effective Date, 0.625% of the stated principal amount of the Term Loan A and (ii) on the last business day of each full fiscal quarter that begins after the two year anniversary of the Ninth Amendment Effective Date but before the five year anniversary of the Ninth Amendment Effective Date, 1.25% of the stated principal amount of the Term Loan A. The remaining balance of the Term Loan A will be payable upon maturity.

The rate at which the Term Loan A and the Revolving Loans bear interest is based, at Booz Allen Hamilton’s option, either on Term SOFR (subject to a 0.10% adjustment and a floor of zero) for the applicable interest period or a base rate (equal to the highest of (i) the administrative agent’s prime corporate rate, (ii) the overnight federal funds rate plus 0.50% and (iii) three-month Term SOFR (subject to a 0.10% adjustment and a floor of zero) plus 1.00%), in each case plus an applicable margin, payable at the end of the applicable interest period and in any event at least quarterly. The applicable margin for the Term Loan A and the Revolving Loans ranges from 1.00% to 2.00% for Term SOFR loans and zero to 1.00% for base rate loans, in each case based on the lower of (i) the applicable rate per annum determined pursuant to a consolidated total net leverage ratio grid and (ii) the applicable rate per annum determined pursuant to a ratings grid. Unused Revolving Commitments are subject to a quarterly fee ranging from 0.10% to 0.35% based on the lower of (i) the applicable fee rate per annum determined pursuant to a consolidated total net leverage ratio grid and (ii) the applicable fee rate per annum determined pursuant to a ratings grid. Booz Allen Hamilton has also agreed to pay customary letter of credit and agency fees.

The Company occasionally borrows under the Revolving Credit Facility for our working capital needs. During the three months ended June 30, 2023, the Company accessed a total of $75.0 million of its $1.0 billion Revolving Credit Facility, which was repaid in the beginning of the second quarter of fiscal 2024. As of March 31, 2023, there was no outstanding balance on the Revolving Credit Facility.

The Credit Agreement contains customary representations and warranties and customary affirmative and negative covenants. In addition, Booz Allen Hamilton is required to meet a financial covenant at each quarter end based on a consolidated net total leverage ratio. As of June 30, 2023 and March 31, 2023, Booz Allen Hamilton was in compliance with all financial covenants associated with its debt and debt-like instruments. In connection with Booz Allen Hamilton obtaining investment grade ratings from both Moody's and S&P, activities restricted by certain negative covenants are permitted subject to pro forma compliance with the financial covenants and no events of default having occurred and continuing.

The following table summarizes interest payments made on the Company’s term loans:


	Three Months Ended June 30,
		2023		2022
Term Loan A		$	26,091	$	6,319
Term Loan B		—		2,417
Total		$	26,091	$	8,736

Borrowings under the Term Loan A, and if used, the Revolving Credit Facility, incur interest at a variable rate. As of June 30, 2023, Booz Allen Hamilton had interest rate swaps with an aggregate notional amount of $550.0 million. These instruments hedge the variability of cash outflows for interest payments on the Term Loans and Revolving Credit Facility. The Company's objectives in using cash flow hedges are to reduce volatility due to interest rate movements and to add stability to interest expense (See Note 9, “Derivatives,” to our condensed consolidated financial statements).

Senior Notes

For information on the terms, conditions, and restrictions of Booz Allen Hamilton's 4.000% Senior Notes due July 1, 2029 (the “Senior Notes due 2029”) and 3.875% Senior Notes due September 1, 2028 (the “Senior Notes due 2028”, and, together with the Senior Notes due 2029, the “Senior Notes”), see Note 10, “Debt,” of the Company’s consolidated financial statements included in the fiscal 2023 Form 10-K.

In connection with Booz Allen Hamilton obtaining investment grade ratings from both Moody's and S&P, certain negative covenants in the indentures governing the Senior Notes were suspended, and guarantees of the Senior Notes were released.

Interest Expense

Interest on debt and debt-like instruments consisted of the following:


	Three Months Ended June 30,
		2023		2022
	(In thousands)
Term Loan A Loans Interest Expense		26,103		6,359
Term Loan B Loans Interest Expense		—		2,429
Interest on Revolving Credit Facility		17		—
Senior Notes Interest Expense		11,781		11,781
Amortization of Debt Issuance Cost (DIC) and Original Issue Discount (OID) (1)		1,027		1,161
Interest Swap (Income) Expense		(3,568)		2,831
Other		114		94
Total Interest Expense		$	35,474	$	24,655

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

Derivatives - Schedule of Outstanding Interest Rate Swap Derivative Contracts (Details) - Cash Flow Hedging - Designated as Hedging Instrument $ in Thousands	Jun. 30, 2023 USD ($)
Interest Rate Swap 1
Derivative [Line Items]
Notional Amount	$ 200,000
Interest Rate Swap 2
Derivative [Line Items]
Notional Amount	200,000
Interest Rate Swap 3
Derivative [Line Items]
Notional Amount	150,000
Interest Rate Swap
Derivative [Line Items]
Notional Amount	$ 550,000

Accumulated Other Comprehensive Income

3 Months Ended

Jun. 30, 2023

Equity [Abstract]

Accumulated Other Comprehensive Income

All amounts recorded in other comprehensive income are related to the Company's post-retirement plans and interest rate swaps designated as cash flow hedges. The following table shows the changes in accumulated other comprehensive loss, net of tax:


	Three Months Ended June 30, 2023
		Post-retirement plans		Derivatives designated as cash flow hedges		Totals
Beginning of period		$	19,450	$	9,883	$	29,333
Other comprehensive income before reclassifications(1)		—		6,356		6,356
Amounts reclassified from accumulated other comprehensive income		(383)		(2,615)		(2,998)
Net current-period other comprehensive (loss) income		(383)		3,741		3,358
End of period		$	19,067	$	13,624	$	32,691


	Three Months Ended June 30, 2022
		Post-retirement plans		Derivatives designated as cash flow hedges		Totals
Beginning of period		$	8,811	$	(226)	$	8,585
Other comprehensive income before reclassifications(2)		—		3,668		3,668
Amounts reclassified from accumulated other comprehensive income (loss)		(2)		2,091		2,089
Net current-period other comprehensive (loss) income		(2)		5,759		5,757
End of period		$	8,809	$	5,533	$	14,342

comprehensive income before reclassification for post-retirement plans for the three months ended June 30, 2022 was immaterial.

Debt - Schedule of Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023
Long-term Debt, Current and Noncurrent [Abstract]
Less: Unamortized debt issuance costs and discount on debt	$ (16,480)	$ (17,230)
Total	2,877,583	2,812,145
Less: Current portion of long-term debt	(116,250)	(41,250)
Long-term debt, net of current portion	$ 2,761,333	$ 2,770,895
Revolver
Long-term Debt, Current and Noncurrent [Abstract]
Interest Rate	8.50%	0.00%
Outstanding Balance	$ 75,000	$ 0
Term Loans \| Term Loan A
Long-term Debt, Current and Noncurrent [Abstract]
Interest Rate	6.45%	5.97%
Outstanding Balance	$ 1,619,063	$ 1,629,375
Senior Notes \| Senior Notes due 2028
Long-term Debt, Current and Noncurrent [Abstract]
Interest Rate	3.88%	3.88%
Outstanding Balance	$ 700,000	$ 700,000
Senior Notes \| Senior Notes due 2029
Long-term Debt, Current and Noncurrent [Abstract]
Interest Rate	4.00%	4.00%
Outstanding Balance	$ 500,000	$ 500,000

Revenue - Schedule of Contract Assets and Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023
Current assets
Accounts receivable–billed	$ 745,924	$ 551,666
Accounts receivable–unbilled (contract assets)	1,354,108	1,223,482
Allowance for credit losses	(66)	(318)
Accounts receivable, net	2,099,966	1,774,830
Other long-term assets
Accounts receivable–unbilled (contract assets)	59,733	59,455
Total accounts receivable, net	2,159,699	1,834,285
Other current liabilities
Advance payments, billings in excess of costs incurred and deferred revenue (contract liabilities)	$ 13,635	$ 18,995

Acquisition, Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023
Finite-Lived Intangible Assets, Net [Abstract]
Gross Carrying Value	$ 729,838	$ 733,946
Accumulated Amortization	262,258	238,531
Net Carrying Value	467,580	495,415
Indefinite-Lived Intangible Assets (Excluding Goodwill) [Abstract]
Intangible assets, gross	920,038	924,146
Intangible assets, net	657,780	685,615
Trade name
Indefinite-Lived Intangible Assets (Excluding Goodwill) [Abstract]
Unamortizable intangible assets	190,200	190,200
Programs and contract assets, channel relationships, and other amortizable intangible assets
Finite-Lived Intangible Assets, Net [Abstract]
Gross Carrying Value	591,894	599,794
Accumulated Amortization	186,096	169,316
Net Carrying Value	405,798	430,478
Software
Finite-Lived Intangible Assets, Net [Abstract]
Gross Carrying Value	137,944	134,152
Accumulated Amortization	76,162	69,215
Net Carrying Value	$ 61,782	$ 64,937

Fair Value Measurements (Tables)

3 Months Ended

Jun. 30, 2023

Fair Value Disclosures [Abstract]

Schedule of Recurring Fair Value Measurements

The financial instruments measured at fair value in the accompanying condensed consolidated balance sheets consist of the following:


	Recurring Fair Value Measurements as of June 30, 2023
	Level 1		Level 2		Level 3		Total
Assets:
Current derivative instruments (2)	$	—	$	14,190	$	—	$	14,190
Long-term derivative instruments (2)	—		4,281		—		4,281
Long-term deferred compensation plan asset (1)	27,405		—		—		27,405
Total Assets	$	27,405	$	18,471	$	—	$	45,876
Liabilities:
Long-term deferred compensation plan liability (1)	27,405		—		—		27,405
Total Liabilities	$	27,405	$	—	$	—	$	27,405


	Recurring Fair Value Measurements as of March 31, 2023
	Level 1		Level 2		Level 3		Total
Assets:
Current derivative instruments (2)	$	—	$	11,245	$	—	$	11,245
Long-term derivative instruments (2)	—		3,530		—		3,530
Long-term deferred compensation plan asset (1)	20,090		—		—		20,090
Total Assets	$	20,090	$	14,775	$	—	$	34,865
Liabilities:
Long-term derivative instruments (2)	—		1,369		—		1,369
Long-term deferred compensation plan liability (1)	20,090		—		—		20,090
Total Liabilities	$	20,090	$	1,369	$	—	$	21,459

Schedule of Carrying Values and Estimated Fair Values of Debt Instruments

The carrying amount and estimated fair value of long-term debt consists of the following:


	June 30, 2023				March 31, 2023
	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value
Term Loan A	$	1,619,063	$	1,588,706	$	1,629,375	$	1,600,861
3.88% Senior Notes due 2028	700,000		637,896		700,000		638,540
4.00% Senior Notes due 2029	500,000		450,255		500,000		451,930

Acquisition, Goodwill and Intangible Assets (Tables)

3 Months Ended

Jun. 30, 2023

Business Combination and Asset Acquisition [Abstract]

Schedule of Business Acquisitions, by Acquisition

The following table summarizes the consideration and the allocation of the purchase price paid for EverWatch:


Cash consideration (gross of cash acquired)	$	445,074

Purchase price allocation:
Cash	4,779
Current assets	27,725
Operating lease right-of-use asset	7,894
Other long-term assets	5,078
Intangible assets	108,600
Deferred tax liabilities	(20,394)
Current liabilities	(11,612)
Operating lease liabilities - short-term	(1,362)
Operating lease liabilities - long-term	(6,532)
Total fair value of identifiable net assets acquired	$	114,176

Goodwill	$	330,898

Schedule of Intangible Assets

Intangible assets consisted of the following:


	June 30, 2023						March 31, 2023
	Gross Carrying Value		Accumulated Amortization		Net Carrying Value		Gross Carrying Value		Accumulated Amortization		Net Carrying Value
Amortizable intangible assets:
Programs and contract assets, channel relationships, and other amortizable intangible assets	$	591,894	$	186,096	$	405,798	$	599,794	$	169,316	$	430,478
Software	137,944		76,162		61,782		134,152		69,215		64,937
Total amortizable intangible assets	$	729,838	$	262,258	$	467,580	$	733,946	$	238,531	$	495,415
Unamortizable intangible assets:
Trade name	$	190,200	$	—	$	190,200	$	190,200	$	—	$	190,200
Total	$	920,038	$	262,258	$	657,780	$	924,146	$	238,531	$	685,615