Condensed Consolidating Financial Statements

The Company has $450.0 million in outstanding Notes (see Note 8). The Notes are guaranteed by the Subsidiary Guarantors and are collateralized by the assets of all of the Company’s 100% owned subsidiaries. The Notes are fully and unconditionally guaranteed on a joint and several basis by each Subsidiary Guarantor and the Company. There are no contractual restrictions limiting cash transfers from Subsidiary Guarantors by dividends, loans or advances to the Company. The Notes are not guaranteed by the Company’s foreign subsidiaries (the “Non-Guarantor Subsidiaries”).

The following tables present condensed consolidating financial statements for the parent company, the Subsidiary Guarantors and the Non-Guarantor Subsidiaries, respectively. The condensed consolidating financial information below follows the same accounting policies as described in the condensed consolidated financial statements, except for the use of the equity method of accounting to reflect ownership interests in 100% owned subsidiaries, which are eliminated upon consolidation. Also, as discussed in Note 2 - Discontinued Operations, the following condensed consolidating financial statements for the first quarter of fiscal 2015 have been recast to reflect the disposition of the Herley Entities as discontinued operations.

Condensed Consolidating Balance Sheet March 27, 2016 (Unaudited) (in millions)

	Parent Company		Subsidiary Guarantors on a Combined Basis			Non-Guarantors on a Combined Basis		Eliminations			Consolidated
Assets
Current Assets:
Cash and cash equivalents	$	15.8	$	(5.7	)	$	10.0	$	—		$	20.1
Accounts receivable, net	—		182.4			26.4		—			208.8
Amounts due from affiliated companies	223.6		—			—		(223.6		)	—
Inventoried costs	—		34.5			18.1		—			52.6
Other current assets	4.7		16.1			3.0		—			23.8
Total current assets	244.1		227.3			57.5		(223.6		)	305.3
Property, plant and equipment, net	2.1		45.1			6.6		—			53.8
Goodwill	—		442.6			40.8		—			483.4
Intangible assets, net	—		33.8			—		—			33.8
Investment in subsidiaries	465.6		62.2			—		(527.8		)	—
Other assets	0.7		7.4			—		—			8.1
Total assets	$	712.5	$	818.4		$	104.9	$	(751.4	)	$	884.4
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	3.2	$	30.4		$	6.2	$	—		$	39.8
Accrued expenses	13.1		25.1			3.4		—			41.6
Accrued compensation	2.9		26.1			3.6		—			32.6
Billings in excess of costs and earnings on uncompleted contracts	—		45.1			3.9		—			49.0
Amounts due to affiliated companies	—		191.8			31.8		(223.6		)	—
Other current liabilities	0.2		4.5			1.2		—			5.9
Current liabilities of discontinued operations	1.4		—			—		—			1.4
Total current liabilities	20.8		323.0			50.1		(223.6		)	170.3
Long-term debt, net of current portion	442.9		—			1.5		—			444.4
Other long-term liabilities	10.2		17.8			3.1		—			31.1
Non-current liabilities of discontinued operations	3.9		—			—		—			3.9
Total liabilities	477.8		340.8			54.7		(223.6		)	649.7
Total stockholders’ equity	234.7		477.6			50.2		(527.8		)	234.7
Total liabilities and stockholders’ equity	$	712.5	$	818.4		$	104.9	$	(751.4	)	$	884.4

Condensed Consolidating Balance Sheet December 27, 2015 (Unaudited) (in millions)

	Parent Company		Subsidiary Guarantors on a Combined Basis			Non-Guarantors on a Combined Basis		Eliminations			Consolidated
Assets
Current Assets:
Cash and cash equivalents	$	22.5	$	(4.8	)	$	10.8	$	—		$	28.5
Accounts receivable, net	—		179.0			27.8		—			206.8
Amounts due from affiliated companies	207.8		—			—		(207.8		)	—
Inventoried costs	—		36.9			18.7		—			55.6
Other current assets	16.4		11.7			1.4		—			29.5
Total current assets	246.7		222.8			58.7		(207.8		)	320.4
Property, plant and equipment, net	2.0		47.5			6.7		—			56.2
Goodwill	—		442.6			40.8		—			483.4
Intangible assets, net	—		36.5			—		—			36.5
Investment in subsidiaries	477.8		60.3			—		(538.1		)	—
Other assets	0.7		6.1			—		—			6.8
Total assets	$	727.2	$	815.8		$	106.2	$	(745.9	)	$	903.3
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	4.3	$	36.5		$	7.5	$	—		$	48.3
Accrued expenses	4.7		29.3			3.0		—			37.0
Accrued compensation	4.1		29.2			3.5		—			36.8
Billings in excess of costs and earnings on uncompleted contracts	—		37.1			5.2		—			42.3
Amounts due to affiliated companies	—		175.7			32.1		(207.8		)	—
Other current liabilities	4.3		0.2			1.6		—			6.1
Current liabilities of discontinued operations	1.8		—			0.1		—			1.9
Total current liabilities	19.2		308.0			53.0		(207.8		)	172.4
Long-term debt, net of current portion	442.4		—			1.7		—			444.1
Other long-term liabilities	7.3		18.0			3.2		—			28.5
Non-current liabilities of discontinued operations	4.1		—			—		—			4.1
Total liabilities	473.0		326.0			57.9		(207.8		)	649.1
Total stockholders’ equity	254.2		489.8			48.3		(538.1		)	254.2
Total liabilities and stockholders’ equity	$	727.2	$	815.8		$	106.2	$	(745.9	)	$	903.3

Condensed Consolidating Statement of Operations and Comprehensive Income (Loss) Three Months Ended March 27, 2016 (Unaudited) (in millions)

	Parent Company			Subsidiary Guarantors on a Combined Basis			Non-Guarantors on a Combined Basis		Eliminations			Consolidated
Service revenues	$	—		$	77.4		$	5.2	$	—		$	82.6
Product sales	—			59.0			13.1		(1.7		)	70.4
Total revenues	—			136.4			18.3		(1.7		)	153.0
Cost of service revenues	—			56.7			3.6		—			60.3
Cost of product sales	—			48.0			10.5		(1.7		)	56.8
Total costs	—			104.7			14.1		(1.7		)	117.1
Gross profit	—			31.7			4.2		—			35.9
Selling, general and administrative expenses	1.3			39.6			2.3		—			43.2
Research and development expenses	—			2.9			—		—			2.9
Operating income (loss) from continuing operations	(1.3		)	(10.8		)	1.9		—			(10.2		)
Other income (expense):
Interest income (expense), net	(8.6		)	(0.1		)	—		—			(8.7		)
Other income (expense), net	—			—			0.3		—			0.3
Total other income (expense), net	(8.6		)	(0.1		)	0.3		—			(8.4		)
Income (loss) from continuing operations before income taxes	(9.9		)	(10.9		)	2.2		—			(18.6		)
Provision for income taxes from continuing operations	0.1			3.2			0.3		—			3.6
Income (loss) from continuing operations	(10.0		)	(14.1		)	1.9		—			(22.2		)
Equity in net income (loss) of subsidiaries	(12.2		)	1.9			—		10.3			—
Net income (loss)	$	(22.2	)	$	(12.2	)	$	1.9	$	10.3		$	(22.2	)
Comprehensive income (loss)	$	(22.2	)	$	(12.2	)	$	1.9	$	10.3		$	(22.2	)

Condensed Consolidating Statement of Operations and Comprehensive Income (Loss) Three Months Ended March 29, 2015 (Unaudited) (in millions)

	Parent Company			Subsidiary Guarantors on a Combined Basis			Non-Guarantors on a Combined Basis			Eliminations			Consolidated
Service revenues	$	—		$	85.5		$	1.8		$	—		$	87.3
Product sales	—			61.9			10.8			(2.9		)	69.8
Total revenues	—			147.4			12.6			(2.9		)	157.1
Cost of service revenues	—			64.7			1.3			—			66.0
Cost of product sales	—			47.3			8.4			(2.9		)	52.8
Total costs	—			112.0			9.7			(2.9		)	118.8
Gross profit	—			35.4			2.9			—			38.3
Selling, general and administrative expenses	5.1			31.0			2.2			—			38.3
Research and development expenses	—			3.8			0.1			—			3.9
Operating income (loss) from continuing operations	(5.1		)	0.6			0.6			—			(3.9		)
Other income (expense):
Interest income (expense), net	(8.7		)	(0.1		)	—			—			(8.8		)
Other income (expense), net	—			(3.0		)	3.1			—			0.1
Total other income (expense), net	(8.7		)	(3.1		)	3.1			—			(8.7		)
Income (loss) from continuing operations before income taxes	(13.8		)	(2.5		)	3.7			—			(12.6		)
Provision (benefit) for income taxes from continuing operations	0.2			1.8			(0.1		)	—			1.9
Income (loss) from continuing operations	(14.0		)	(4.3		)	3.8			—			(14.5		)
Income (loss) from discontinued operations	(3.3		)	0.8			0.8			—			(1.7		)
Equity in net income (loss) of subsidiaries	1.1			4.6			—			(5.7		)	—
Net income (loss)	$	(16.2	)	$	1.1		$	4.6		$	(5.7	)	$	(16.2	)
Comprehensive income (loss)	$	(16.4	)	$	1.1		$	4.4		$	(5.5	)	$	(16.4	)

Condensed Consolidating Statement of Cash Flows Three Months Ended March 27, 2016 (Unaudited) (in millions)

	Parent Company			Subsidiary Guarantors on a Combined Basis			Non-Guarantors on a Combined Basis			Eliminations			Consolidated
Net cash provided by (used in) operating activities from continuing operations	$	3.9		$	(15.3	)	$	(0.1	)	$	—		$	(11.5	)
Investing activities:
Investment in affiliated companies	(15.8		)	—			—			15.8			—
Capital expenditures	(0.3		)	(1.4		)	(0.4		)	—			(2.1		)
Net cash provided by (used in) investing activities from continuing operations	(16.1		)	(1.4		)	(0.4		)	15.8			(2.1		)
Financing activities:
Repayment of debt	—			—			(0.3		)	—			(0.3		)
Proceeds from the sale of employee stock purchase plan shares	1.2			—			—			—			1.2
Financings from affiliated companies	—			15.8			—			(15.8		)	—
Net cash provided by (used in) financing activities from continuing operations	1.2			15.8			(0.3		)	(15.8		)	0.9
Net cash flows of continuing operations	(11.0		)	(0.9		)	(0.8		)	—			(12.7		)
Net operating cash flows from discontinued operations	(0.4		)	—			—			—			(0.4		)
Net investing cash flows from discontinued operations	4.7			—			—			—			4.7
Net decrease in cash and cash equivalents	$	(6.7	)	$	(0.9	)	$	(0.8	)	$	—		$	(8.4	)

Condensed Consolidating Statement of Cash Flows Three Months Ended March 29, 2015 (Unaudited) (in millions)

	Parent Company			Subsidiary Guarantors on a Combined Basis			Non-Guarantors on a Combined Basis			Eliminations			Consolidated
Net cash provided by (used in) operating activities from continuing operations	$	(3.8	)	$	—		$	1.0		$	—		$	(2.8	)
Investing activities:
Investment in affiliated companies	(4.9		)	—			—			4.9			—
Change in restricted cash	—			3.8			—			—			3.8
Capital expenditures	(0.1		)	(1.6		)	(0.2		)	—			(1.9		)
Net cash provided by (used in) investing activities from continuing operations	(5.0		)	2.2			(0.2		)	4.9			1.9
Financing activities:
Repayment of debt	—			—			(0.2		)	—			(0.2		)
Proceeds from the sale of employee stock purchase plan shares	1.7			—			—			—			1.7
Financing from affiliated companies	—			4.9			—			(4.9		)	—
Net cash provided by (used in) financing activities from continuing operations	1.7			4.9			(0.2		)	(4.9		)	1.5
Net cash flows of continuing operations	(7.1		)	7.1			0.6			—			0.6
Net operating cash flows from discontinued operations	—			(1.0		)	0.3			—			(0.7		)
Net investing cash flows from discontinued operations	—			(0.1		)	(0.2		)	—			(0.3		)
Effect of exchange rate changes on cash and cash equivalents	—			—			(0.4		)	—			(0.4		)
Net increase (decrease) in cash and cash equivalents	$	(7.1	)	$	6.0		$	0.3		$	—		$	(0.8	)