Acquisitions (Tables)

12 Months Ended

Jan. 29, 2021

Business Combinations [Abstract]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The Company has completed the purchase accounting valuation for this transaction and recorded final purchase accounting entries as follows:

	(in millions)
Receivables	$	114
Prepaid expenses	15
Goodwill	654
Intangible assets	574
Property, plant, and equipment	4
Operating lease right of use assets	43
Other assets	7
Total assets acquired	1,411
Accounts payable	42
Accrued vacation	7
Other accrued liabilities	62
Operating lease liabilities	30
Other long-term liabilities	68
Total liabilities assumed	209
Net assets acquired	$	1,202
Amount of tax deductible goodwill	$	593

Schedule of Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Table Text Block]

The following table summarizes the fair value of intangible assets and the related weighted-average useful lives as of the acquisition date:

	Amount		Weighted-Average Amortization Period
	(in millions)		(in years)
Customer relationships	$	520	13
Backlog	47		1
Developed technology	7		1
Total intangible assets	$	574	12

Schedule of Unaudited Pro Forma Financial Information

The following unaudited pro forma financial information presents the combined results of operations for Unisys Federal and the Company for the twelve months ended January 29, 2021 and January 31, 2020, respectively:

	Year Ended
	January 29, 2021		January 31, 2020
	(in millions)
Revenues	$	7,146	$	7,105
Net income attributable to common stockholders	$	258	$	193

The following unaudited pro forma financial information presents the combined results of operations for Engility and the Company for the year ended February 1, 2019:

	Year Ended
	February 1, 2019
	(in millions)
Revenues	$	6,426
Net income attributable to common stockholders	$	260

Business Combination, Separately Recognized Transactions

The amounts recognized in acquisition and integration costs on the consolidated statements of income are as follows:

	Year Ended
	January 29, 2021		January 31, 2020		February 1, 2019
	(in millions)
Acquisition(1)	$	20	$	2	$	31
Integration(2)(3)	34		46		55
Total acquisition and integration costs	$	54	$	48	$	86

(1)    Acquisition expenses recognized for the twelve months ended January 29, 2021, and January 31, 2020 are related to the acquisition of Unisys Federal. Acquisition expenses recognized for the twelve months ended February 1, 2019 are related to the acquisition of Engility. See Note 4 for additional information related to the acquisitions.

(2)    Integration expenses for the twelve months ended January 29, 2021, include an $11 million loss associated with the divestiture of non-strategic international operations.

(3)    Includes $6 million, $16 million, and $29 million of restructuring costs for the year ended January 29, 2021, January 31, 2020, and February 1, 2019, respectively, and $1 million and $5 million of impairment of right of use lease assets for fiscal 2021 and fiscal 2020, respectively. See Note 5 for additional information related to restructuring costs and impairments.

The purchase consideration for the acquisition of Engility was as follows:

	(in millions)
Common stock issued to Engility shareholders(1)	$	1,086
Converted vesting stock awards assumed(2)	22
Cash consideration paid to extinguish Engility outstanding debt	1,052
Purchase price	$	2,160

(1)    Represents approximately 16.8 million new shares of SAIC common stock issued to Engility shareholders prior to the market opening on January 14, 2019, using the SAIC share price of $65.03 at the close of business on January 11, 2019.

(2)    Represents the fair value of the converted vesting stock awards assumed attributable to pre-acquisition service. See Note 8.