CACI International Inc - 10-Q quarterly report FY

 

 

 

 

 

 

 

 

 

Delaware		54-1345888
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

 

 

 

 

Title of each class		Name of each exchange on which registered
None		None

 

 

 

 

 

 

 

				Page
PART I:    FINANCIAL INFORMATION
Item 1.		Financial Statements
		Condensed Consolidated Statements of Operations (Unaudited) for the Three Months Ended December 31, 2001 and 2000		3
		Condensed Consolidated Statements of Operations (Unaudited) for the Six Months Ended December 31, 2001 and 2000		4
		Condensed Consolidated Balance Sheets (Unaudited) as of December 31, 2001 and June 30, 2001		5
		Condensed Consolidated Statements of Cash Flows (Unaudited) for the Six Months Ended December 31, 2001 and 2000		6
		Consolidated Financial Statements of Comprehensive Income (Unaudited) for the Three and Six Months Ended December 31, 2001 and 2000		7
		Notes to Condensed Consolidated Financial Statements (Unaudited)		8
Item 2.		Management’s Discussion and Analysis of Financial Condition and Results of Operations		13
PART II:    OTHER INFORMATION
Item 3.		Legal Proceedings		18
Item 4.		Submission of Matters to a Vote of Security Holders		18
Item 5.		Other Information		18
Item 6.		Exhibits & Reports on Form 8-K		19
INDEX TO EXHIBITS				20
SIGNATURES				21

 

 

 

 

 

		Three Months Ended December 31,
		2001				2000
Revenues		$	162,329			$	133,812
Costs and expenses
Direct costs			99,597				81,460
Indirect costs and selling expenses			47,270				40,480
Depreciation and amortization			3,110				2,095
Goodwill amortization			—				1,234
Total operating expenses			149,977				125,269
Income from operations			12,352				8,543
Interest expense			574				932
Income before income taxes			11,778				7,611
Income taxes			4,475				2,967
Income from continuing operations		$	7,303			$	4,644
Discontinued operations
Income (loss) from operations from discontinued Marketing Systems Group (less applicable income tax benefit of $36 and provision of $78)			(58	)			122
Loss on disposal of Marketing Systems Group including provision of $284 for operating losses during phase-out period (less applicable income tax benefit of $766)			(1,250	)			—
Net income		$	5,995				4,766
Basic earnings per share
Income from continuing operations		$	0.31			$	0.21
Income (loss) from discontinued operations of Marketing Systems Group			0.00				0.01
Loss on disposal of Marketing Systems Group			(0.05	)			—
Net income		$	0.26			$	0.22
Average shares outstanding			23,464				22,482
Diluted earnings per share
Income from continuing operations		$	0.30			$	0.20
Income (loss) from discontinued operations of Marketing Systems Group			0.00				0.01
Loss on disposal of Marketing Systems Group			(0.05	)			—
Net income		$	0.25			$	0.21
Average shares and equivalent shares outstanding			24,337				22,790

 

 

 

		Six Months Ended December 31,
		2001				2000
Revenues		$	308,144			$	258,618
Costs and expenses
Direct costs			188,087				157,029
Indirect costs and selling expenses			90,663				78,930
Depreciation and amortization			5,547				3,991
Goodwill amortization			—				2,344
Total operating expenses			284,297				242,294
Income from operations			23,847				16,324
Interest expense			1,221				1,583
Income before income taxes			22,626				14,741
Income taxes			8,597				5,748
Income from continuing operations			14,029				8,993
Discontinued operations
Income (loss) from operations from discontinued Marketing Systems Group (less applicable income tax benefit of $128 and provision of $80)			(209	)			125
Loss on disposal of Marketing Systems Group including provision of $284 for operating losses during phase-out period (less applicable income tax benefit of $766)			(1,250	)			—
Net income		$	12,570			$	9,118
Basic earnings per share
Income from continuing operations		$	0.60			$	0.40
Income (loss) from discontinued operations of Marketing Systems Group			(0.01	)			0.01
Loss on disposal of Marketing Systems Group			(0.05	)			—
Net income		$	0.54			$	0.41
Average shares outstanding			23,204				22,596
Diluted earnings per share
Income from continuing operations		$	0.58			$	0.39
Income (loss) from discontinued operations of Marketing Systems Group			(0.01	)			0.01
Loss on disposal of Marketing Systems Group			(0.05	)			—
Net income		$	0.52			$	0.40
Average shares and equivalent shares outstanding			23,979				22,918

 

 

 

		December 31, 2001				June 30, 2001
ASSETS
Current assets
Cash and equivalents		$	14,003			$	14,842
Accounts receivable:
Billed			128,180				114,953
Unbilled			15,331				11,038
Total accounts receivable			143,511				125,991
Income tax receivable			949				—
Deferred income taxes			422				407
Deferred contract costs			1,253				1,456
Prepaid expenses and other			6,088				8,562
Total current assets			166,226				151,258
Property and equipment, net			15,697				15,685
Accounts receivable, long term			8,798				13,686
Goodwill			117,680				88,895
Other assets			16,412				12,898
Intangible assets			7,880				—
Deferred contract costs, long term			234				—
Deferred income taxes			2,786				2,309
Total assets		$	335,713			$	284,731
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Notes payable		$	3,500			$	—
Accounts payable			10,866				7,532
Other accrued expenses			21,065				28,322
Accrued compensation and benefits			27,609				26,866
Income taxes payable			—				156
Deferred income taxes			5,360				6,421
Total current liabilities			68,400				69,297
Notes payable, long-term			73,307				48,888
Deferred rent expenses			1,387				1,286
Deferred income taxes			120				116
Other long-term obligations			6,840				4,940
Shareholders’ equity
Common stock—$.10 par value, 80,000,000 shares authorized, 31,268,000 and 30,572,000 shares issued			3,127				3,057
Capital in excess of par			35,667				23,269
Retained earnings			171,868				159,298
Accumulated other comprehensive loss			(3,986	)			(4,486	)
Treasury stock, at cost (7,772,000 and 7,768,000 shares)			(21,017	)			(20,934	)
Total shareholders’ equity			185,659				160,204
Total liabilities & shareholders’ equity		$	335,713			$	284,731

 

 

 

		Six Months Ended December 31,
		2001				2000
CASH FLOWS FROM OPERATING ACTIVITIES
Net income		$	12,570			$	9,118
Reconciliation of net income to net cash provided by (used in) operating activities
Depreciation and amortization			5,671				6,562
Provision (benefit) for deferred income taxes			(1,548	)			(81	)
Loss on disposal of Marketing Systems Group business			966				—
Changes in operating assets and liabilities
Accounts receivable			(376	)			(13,346	)
Prepaid expenses and other assets			2,866				(201	)
Deferred contract costs			(31	)			24
Accounts payable and accrued expenses			(7,703	)			(3,226	)
Accrued compensation and benefits			(2,576	)			5,213
Other long-term obligations			1,901				(1,496	)
Deferred rent expenses			(12	)			224
Income taxes (receivable) payable			1,175				3,058
Net cash provided by (used in) operating activities			12,903				5,849
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisitions of property and equipment			(3,440	)			(4,667	)
Purchase of businesses			(39,743	)			(28,164	)
Capitalized software cost and other			(3,961	)			(1,239	)
Net cash provided by (used in) investing activities			(47,144	)			(34,070	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds under line-of-credit			83,289				133,543
Payments under line-of-credit			(62,370	)			(98,082	)
Proceeds from exercise of stock options			12,469				1,955
Purchase of common stock for treasury			(83	)			(7,200	)
Net cash provided by (used in) financing activities			33,305				30,216
Effect of accumulated other comprehensive income (loss)			97				(52	)
Net increase (decrease) in cash and equivalents			(839	)			1,943
Cash and equivalents, beginning of period			14,842				4,931
Cash and equivalents, end of period		$	14,003			$	6,874
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the period for income taxes, net		$	3,695			$	1,144
Interest paid during the period		$	1,273			$	1,455

 

 

 

		Three Months Ended December 31,							Six Months Ended December 31,
		2001				2000			2001				2000
Net income		$	5,995			$	4,766		$	12,570			$	9,118
Cumulative currency translation adjustment			(258	)			226			976				(323	)
Fair value of interest rate swap			(476	)			—			(476	)			—
Comprehensive income		$	5,261			$	4,992		$	13,070			$	8,795

 

 

 

 

 

 

 

 

 

 

		Three Months Ended December 31,						Six Months Ended December 31,
		2001			2000			2001			2000
Reported net income		$	5,995		$	4,766		$	12,570		$	9,118
Goodwill amortization (net of tax)			—			753			—			1,430
Adjusted net income		$	5,995		$	5,519		$	12,570		$	10,548
Basic Earnings Per Share:
Reported EPS-Basic		$	0.26		$	0.22		$	0.54		$	0.41
Goodwill amortization (net of tax)			—			0.03			—			0.06
Adjusted Basic EPS		$	0.26		$	0.25		$	0.54		$	0.47
Diluted Earnings Per Share:
Reported EPS-Diluted		$	0.25		$	0.21		$	0.52		$	0.40
Goodwill amortization (net of tax)			—			0.03			—			0.06
Adjusted Diluted EPS		$	0.25		$	0.24		$	0.52		$	0.46

 

 

 

(dollars in thousands)		December 31, 2001			June 30, 2001
Billed receivables
Billed receivables		$	112,513		$	100,095
Billable receivables at end of period			15,667			14,858
Total billed receivables			128,180			114,953
Unbilled receivables
Unbilled pending receipt of documents for billing			15,331			11,038
Unbilled retainages and fee withholds expected to be billed beyond the next 12 months			8,798			13,686
Total unbilled receivables			24,129			24,724
Total accounts receivable		$	152,309		$	139,677

 

 

 

 

 

 

(dollars in thousands, except per share amounts)		Three Months Ended December 31,						Six Months Ended December 31,
		2001			2000			2001			2000
Revenue		$	167,785		$	147,083		$	328,916		$	284,564
Net income			6,278			5,379			13,622			10,298
Diluted earnings per share			0.26			0.24			0.57			0.45

 

 

 

(dollars in thousands)		Domestic Operations			International Operations			Other				Total
Three Months Ended December 31, 2001
Revenue from external customers		$	152,366		$	9,918		$	45			$	162,329
Pre-tax income (loss) from continuing operations			12,366			1,271			(1,859	)			11,778
Three Months Ended December 31, 2000
Revenue from external customers		$	122,280		$	11,370		$	162			$	133,812
Pre-tax income (loss) from continuing operations			7,029			1,238			(656	)			7,611
Six Months Ended December 31, 2001
Revenue from external customers		$	288,169		$	19,924		$	51			$	308,144
Pre-tax income (loss) from continuing operations			23,334			2,431			(3,139	)			22,626
Six Months Ended December 31, 2000
Revenue from external customers		$	236,863		$	21,560		$	195			$	258,618
Pre-tax income (loss) from continuing operations			14,157			2,385			(1,801	)			14,741

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

		Second Quarter												Second Quarter Change
(dollars in thousands)		FY2002						FY2001						$’s				%
Department of Defense		$	105,856		65.2	%		$	76,465		57.2	%		$	29,391			38.4	%
Federal Civilian Agencies			42,023		25.9	%			34,298		25.6	%			7,725			22.5	%
Commercial			12,686		7.8	%			15,246		11.4	%			(2,560	)		(16.8	%)
State & Local Governments			1,764		1.1	%			7,803		5.8	%			(6,039	)		(77.4	%)
Total		$	162,329		100.0	%		$	133,812		100.0	%		$	28,517			21.3	%

 

 

 

 

 

 

 

		Second Quarter													Second Quarter Change
		FY02				FY01			FY02			FY01			$				%
Revenue		$	162,329			$	133,812		100.0	%		100.0	%		$	28,517			21.3	%
Costs and expenses:
Direct costs			99,597				81,460		61.4			60.9				18,137			22.3
Indirect costs & selling expenses			47,270				40,480		29.1			30.2				6,790			16.8
Depreciation & amortization			3,110				2,095		1.9			1.6				1,015			48.4
Goodwill amortization			—				1,234		0.0			0.9				(1,234	)		(100.0	)
Total operating expenses			149,977				125,269		92.4			93.6				24,708			19.7
Income from operations			12,352				8,543		7.6			6.4				3,809			44.6
Interest expense			574				932		0.3			0.7				(358	)		(38.4	)
Earnings before income taxes			11,778				7,611		7.3			5.7				4,167			54.7
Income taxes			4,475				2,967		2.8			2.2				1,508			50.8
Income from continuing operations			7,303				4,644		4.5			3.5				2,659			57.3
Discontinued operations
Income (loss) from operations of discontinued Marketing Systems Group business			(58	)			122		0.0			0.1				(180	)		—
Loss on disposal of Marketing Systems Group			(1,250	)			—		(0.8	)		—				(1,250	)		—
Net Income		$	5,995			$	4,766		3.7	%		3.6	%		$	1,229			25.8	%

 

 

 

 

Depreciation and amortization rose 48.4%, or $1.0 million, for the second quarter of FY2002, as compared to a year ago. The increase was primarily due to the amortization of completed software development projects for which all costs are being amortized based on current and future revenue with annual minimum amortization equal to straight-line amortization over the remaining estimated economic life.

 

As previously stated, effective July 1, 2001, the Company adopted Statements of Financial Accounting Standard Nos. 141 and 142, which relate to business combinations and the amortization of goodwill. In compliance with these recently issued accounting pronouncements, the Company recorded no amortization expense of its goodwill during the three months ended December 31, 2001.

 

Interest Expense.    Interest expense decreased 38.4% for the second quarter of FY2002. The decrease was attributable primarily to a significant decline in interest rates charged on our credit facility.

 

Income Taxes.    The effective income tax rate for the three months ended December 31, 2001, was 38% versus 39% for the same period a year ago.

 

 

Revenues.    The table below sets forth revenues by customer with related percentages of total revenues for the six months ended on December 31, 2001, (FY2002) and December 31, 2000 (FY2001), respectively:

 

		Year to Date												Year to Date Change
(dollars in thousands)		FY2002						FY2001						$’s				%
Department of Defense		$	195,859		63.5	%		$	143,750		55.6	%		$	52,109			36.2	%
Federal Civilian Agencies			79,701		25.9	%			71,346		27.6	%			8,355			11.7	%
Commercial			25,205		8.2	%			30,279		11.7	%			(5,074	)		(16.8	)%
State & Local Governments			7,379		2.4	%			13,243		5.1	%			(5,864	)		(44.3	)%
Total		$	308,144		100.0	%		$	258,618		100.0	%		$	49,526			19.2	%

 

Revenue.    For the six months ended December 31, 2001, the Company’s total revenue increased 19.2%, or $49.5 million, over the same period last year. Revenue growth for the first half of FY2002 was driven primarily by higher levels of managed network and engineering services business from Federal Government customers. The Federal Services Business acquired from N.E.T. Federal, Inc. on December 2, 2000, contributed $23.9 million in revenue for the six month period ended December 31, 2001 and the November 1, 2001 acquisition DSIC contributed $9.2 million of the revenue increase for the first half of FY2002.

 

DoD revenue increased 36.2%, or $52.1 million for the first six months of FY2002 as compared to the same period in FY2001. The acquisitions of the Federal Services Business and DSIC accounted for the majority of the growth, contributing $30.4 million in revenue. Contracts with the U.S. Army, U.S. Navy, U.S. Air force, and the Defense Information Service Agency (DISA), either obtained through acquisitions or from internal growth, were the primary contributors to the increase in revenue for the first six months of FY2002.

 

Revenue from Federal Civilian Agencies increased 11.7%, or $8.4 million, to $79.7 million for the first six months of FY2002 as compared to the first half of FY2001. Approximately 45.0% of Federal Civilian Agency revenue for first six months was derived from DoJ, for whom the Company provides litigation support services and is developing and implementing an automated debt collection system. Revenue for DoJ was $35.8 million for the six months ended December 31, 2001 as compared to $34.9 million for the same period in FY2001. The overall increase in Federal Civilian Agency revenue was mainly generated from continued growth in managed network services business, GSA contracts and the Company’s work with DoJ.

 

Commercial revenue, which is primarily derived from the operations based in the United Kingdom, decreased by 16.8%, or $5.1 million for the first six months of FY2002. The decrease in Commercial revenue was largely the

result of exposure to the international telecom industry, which has been experiencing weakness, and lower other direct costs, which are billed directly to clients and recorded as revenue, in FY2002 as compared to FY2001.

 

 

 

		Year to Date													Year to Date Change
		FY02				FY01			FY02			FY01			$				%
Revenue		$	308,144			$	258,618		100.0	%		100.0	%		$	49,526			19.2	%
Costs and expenses:
Direct costs			188,087				157,029		61.0			60.7				31,058			19.8
Indirect costs & selling expenses			90,663				78,930		29.4			30.5				11,733			14.9
Depreciation & amortization			5,547				3,991		1.8			1.6				1,556			39.0
Goodwill amortization			—				2,344		0.0			0.9				(2,344	)		(100.0	)
Total operating expenses			284,297				242,294		92.2			93.7				42,003			17.3
Income from operations			23,847				16,324		7.8			6.3				7,523			46.1
Interest expense			1,221				1,583		0.4			0.6				(362	)		(22.9	)
Earnings before income taxes			22,626				14,741		7.4			5.7				7,885			53.5
Income taxes			8,597				5,748		2.8			2.2				2,849			49.6
Income from continuing operations			14,029				8,993		4.6			3.5				5,036			56.0
Discontinued operations
Income (loss)from operations of discontinued Marketing Systems Group business			(209	)			125		(0.1	)		0.0				(334	)		—
Loss on disposal of Marketing Systems Group			(1,250	)			—		(0.4	)		—				(1,250	)		—
Net Income		$	12,570			$	9,118		4.1	%		3.5	%		$	3,452			37.9	%

 

 

 

Indirect costs and selling expenses include fringe benefits, marketing and bid & proposal costs, indirect labor and other discretionary costs. Portions of these are highly variable. As a percentage of revenue, indirect costs have decreased due to the growth in our Federal Government business and the acquisitions of Federal Services Business and DSIC.

 

Depreciation and amortization rose 39.0%, or $1.6 million, to $5.5 million for the six months ended December 31, 2001, as compared to a year ago. The increase was primarily due to the amortization of completed software development projects for which all costs are being amortized based on current and future revenue with annual minimum amortization equal to straight-line amortization over the remaining estimated economic life.

 

As previously stated, effective July 1, 2001, the Company adopted Statements of Financial Accounting Standard Nos. 141 and 142, which relate to business combinations and the amortization of goodwill. In compliance with these recently issued accounting pronouncements, the Company recorded no amortization expense of its goodwill during the six months ended December 31, 2001.

 

Interest Expense.    Interest expense decreased 22.9%, to $1.2 million for the six months ended December 31, 2001. The decrease was attributable primarily to a significant decline in interest rates.

 

Income Taxes.    The effective income tax rate for the first half of FY2002, was 38% versus 39% for the same period a year ago.

 

 

Cash provided by operating activities for the six months ended December 31, 2001 and 2000 was $12.9 million and $5.8 million, respectively. The primary reason for this increase, period over period, was a $3.5 million increase in net income and a $12.6 million decrease in accounts receivable. In FY2002, cash provided by operating activities was generated primarily from net income of $12.6 million. In FY2001, cash provided by operating activities was principally due to net income of $9.1 million, increases in accrued compensation and benefits and income taxes payable.

 

Cash used in investing activities was $47.1 million for the six months ended December 31, 2001, compared to $34.1 million for the same period a year ago. Investing activities included purchase of property and equipment, purchases of businesses and related intangible assets.

 

Cash provided by financing activities was $33.3 million for the six months ended December 31, 2001, compared to $30.2 million for the same period a year ago. The primary sources of cash provided by financing activities was from net borrowings under the line of credit facility of $20.9 million in FY2002 and $35.5 million in FY2001, proceeds from exercised stock options of $12.5 million and $2.0 million in FY2002 and FY2001, respectively.

 

At December 31, 2001, the Company had an unsecured revolving line of credit that permitted borrowings of up to $125.0 million with an annual sublimit of $40.0 million on amounts borrowed for acquisitions. On February 4, 2002, the Company replaced this credit facility with a new five-year unsecured credit agreement, which increased the Company’s borrowing limit to $185.0 million and its annual sublimit for acquisitions to $75.0 million. As of February 7, 2002 the applicable interest rate was equal to LIBOR plus a margin rate of 0.875%. The Company also pays a fee on the unused portion of the facility. The margin rate and unused portion fee are determined quarterly based on leverage, new worth and fixed charge coverage ratios. The Company’s United Kingdom subsidiary also maintains a £0.5 million unsecured line of credit, which expires in November 2002. At December 31, 2001, the Company had approximately $69.8 million outstanding under its lines of credit.

 

The Company believes that cash on hand, cash generated by operations and amounts available under its lines of credit will provide the required liquidity and capital resources for the foreseeable future.

 

The Company’s ability to generate cash from operations depends to a significant extent on winning new contracts and recompeted contracts from the Company’s government customers in competitive bidding processes. If a significant portion of the Company’s government contracts were terminated or if its win rate on new contracts or recompeted contracts were to decline significantly, the Company’s operating cash flow would decrease, which would adversely affect its liquidity.

 

Historically, the Company has relied on borrowings under its credit facility and cash generated from operations to finance its acquisitions. Under the Company’s new credit facility, it will be able to borrow up to $75.0 million for acquisitions, but only if it complies with specified financial ratios and other convenants under that facility. For example, at the end of each fiscal quarter the Company’s consolidated leverage ratio, or the ratio of its consolidated debt to its consolidated earnings before interest, taxes, depreciation and amortization, or EBITDA, for the previous four quarters may not exceed 3.0x. As of December 31, 2001, its consolidated leverage ratio was 1.2.

 

The Company’s inability to finance acquisitions for any prolonged period of time would seriously affect its ability to execute its growth strategy and would harm its financial condition and results of operations.

 

 

 

 

 

Reference is made to Part II, Item 1, Legal Proceedings, in the Registrant’s Annual Report on Form 10-K for the year ended June 30, 2001, for the most recently filed information concerning the appeal filed on September 27, 2000, with the Armed Services Board of Contract Appeals (“ASBCA”) challenging the Defense Information Systems Agency’s (“DISA”) denial of its claim for breach of contract damages. The Registrant’s appeal seeks damages arising from DISA’s breach of license agreement pursuant to which the Department of Defense agreed to conduct all electronic data interchanges (which can be broadly understood to mean e-commerce) exclusively through certified value-added networks, such as the network maintained by the Registrant’s wholly-owned subsidiary, CACI, INC.-FEDERAL, for the period from September 2, 1994 through April 22, 1998. By decision of March 22, 2001, in the companion case of GAP Instrument Corporation, ASBCA No.51658 (2001), the ASBCA held that the Government’s failure to conduct all electronic data interchanges exclusively through certified value-added networks constituted a breach of contract.

 

Registrant is working with DISA to develop damage issues for negotiation.

 

 

On November 29, 2001, the Company held its Annual Meeting of Stockholders to (1) elect ten directors to hold office until our 2002 annual meeting of stockholders and (2) to ratify the appointment of Deloitte & Touche LLP as independent auditors for the current fiscal year. There was no solicitation in opposition to the persons nominated by the board of directors, and all ten of the board’s nominees were elected. The votes cast are set forth below:

 

Nominee		Votes for Nominee		Votes Withheld
Peter A. Derow		10,226,346		108,306
Richard L. Leatherwood		10,225,745		108,907
J.P. London		8,905,601		1,429,051
Warren R. Phillips		10,225,805		108,847
Charles P. Revoile		9,710,491		624,161
Glenn Ricart		10,226,005		108,647
Vincent L. Salvatori		10,225,470		109,182
William P. Snyder		10,225,899		108,753
Richard P. Sullivan		10,225,306		109,346
John M. Toups		10,224,364		110,288

 

The stockholders also approved the ratification of the appointment of Deloitte & Touche LLP as independent auditors for the current fiscal year. A total of 10,317,213 shares were voted for the proposal, 6,457 shares were voted against the proposal and holders of 10,988 shares abstained.

 

 

 

There are statements made herein which may not address historical facts and, therefore, could be interpreted to be forward looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Such statements are subject to factors that could cause actual results to differ materially from anticipated results. The factors that could cause actual results to differ materially from those anticipated include, but are not limited to, the following: regional and national economic conditions in the United States and United Kingdom; changes in interest rates; currency fluctuations; failure to achieve contract awards in connection with recompetes for present business and/or competition for new business; the risks and uncertainties associated with client interest in and purchases of new products and/or services; continued funding of U.S. Government or other public sector projects in the event of a priority need for funds (such as the war on terrorism or homeland defense); government contract procurement (such as bid protests and small business set-asides) and termination risks; individual business decisions of our clients; paradigm shifts in technology; competitive factors such as pricing pressures and competition to hire and retain employees; our ability to complete acquisitions appropriate to achievement of our strategic plans; material changes in laws or regulations applicable to our businesses including, but not limited to laws related to outsourcing and competitive award of tasks under GSA schedule contracts; our own ability to achieve the objectives of near term or long range business plans; and other risks described in the Company’s Securities and Exchange Commission filings.

The factors that could cause actual results to differ materially from those anticipated include, but are not limited to, the following: regional and national economic conditions in the United States and United Kingdom; changes in interest rates; currency fluctuations; failure to achieve contract awards in connection with recompetes for present business and/or competition for new business; the risks and uncertainties associated with client interest in and purchases of new products and/or services; continued funding of U.S. Government or other public sector projects in the event of a priority need for funds (such as the war on terrorism or homeland defense); government contract procurement (such as bid protests and small business set-asides) and termination risks; individual business decisions of our clients; paradigm shifts in technology; competitive factors such as pricing pressures and competition to hire and retain employees; our ability to complete acquisitions appropriate to achievement of our strategic plans; material changes in laws or regulations applicable to our businesses including, but not limited to laws related to outsourcing and competitive award of tasks under GSA schedule contracts; our own ability to achieve the objectives of near term or long range business plans; and other risks described in the Company’s Securities and Exchange Commission filings.

 

 

 

 

 

 

 

 

Exhibit Number		Title
11		Computation of Basic and Diluted Earnings Per Share

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

						CACI INTERNATIONAL INC Registrant
Date:						By:		/s/
								Dr. J. P. London Chairman of the Board, Chief Executive Officer and Director (Principal Executive Officer)
Date:						By:		/s/
								Stephen L. Waechter Chief Financial Officer and Treasurer (Principal Financial Officer)