Acquisitions and Divestitures (Tables)

12 Months Ended

Sep. 30, 2017

Acquisitions

Schedule of income (loss) and carrying amounts of assets and liabilities from discontinued operations

Income from discontinued operations, net of taxes, is comprised of the following (in thousands):

	Years Ended September 30,
	2017		2016		2015
Net sales	$	378,152	$	391,064	$	402,146
Costs and expenses:
Cost of sales		342,819		350,429		362,147
Selling, general and administrative expenses		17,487		16,430		16,766
Amortization of purchased intangibles		2,752		4,764		7,690
Restructuring costs		208		574		559
Other income		(46)		(93)		(131)
Earnings from discontinued operations before income taxes		14,932		18,960		15,115
Income tax provision		401		5,145		2,371
Net income from discontinued operations	$	14,531	$	13,815	$	12,744

The carrying amounts of CGD Services segment assets and liabilities that were classified as assets and liabilities of discontinued operations are as follows (in thousands):

	September 30,		September 30,
	2017		2016
Accounts receivable, net	$	74,710	$	80,138
Other current assets		1,190		1,667
Property and equipment, net		466		2,391
Goodwill		94,350		94,350
Purchased intangibles, net		8,637		11,389
Other noncurrent assets		(5,179)		(4,425)
Total assets		174,174		185,510
Accounts payable and other liabilities		36,862		32,771
Net assets	$	137,312	$	152,739

Schedule of estimated amortization expense related to acquisition

The table below shows our expected amortization of purchased intangibles as of September 30, 2017, for each of the next five years and thereafter (in thousands):

			Cubic Global		Cubic
	Transportation		Defense		Mission
	Systems		Systems		Solutions		Total
2018	$	4,944	$	805	$	20,203	$	25,952
2019		2,886		530		16,761		20,177
2020		947		315		13,214		14,476
2021		698		261		9,814		10,773
2022		598		261		6,651		7,510
Thereafter		297		893		9,780		10,970
	$	10,370	$	3,065	$	76,423	$	89,858

Schedule of unaudited pro forma information

The following unaudited pro forma information presents our consolidated results of operations as if Deltenna, Vocality, GATR, TeraLogics, H4 Global and DTECH had been included in our consolidated results since October 1, 2015 (in millions):

	Year Ended
	September 30,
	2017		2016
Net sales	$	1,109.4	$	1,097.5
Net loss from continuing operations	$	(26.1)	$	(13.7)

Deltenna

Acquisitions

Schedule of Business Combination Operating Results

Deltenna’s sales and results of operations included in our operating results for the years ended September 30, 2017, 2016 and 2015 were as follows (in millions):

	September 30,
	2017		2016		2015
Sales	$	0.1	$	—	$	—
Operating loss		(0.2)		—		—
Net loss after taxes		(0.2)		—		—

Schedule of Business Combination components of operating results

Deltenna’s operating results above included the following amounts for the years ended September 30, 2017, 2016 and 2015 (in millions):

	September 30,
	2017		2016		2015
Amortization	$	—	$	—	$	—
Acquisition-related expenses		0.2		—		—

Schedule of estimated fair values of the assets acquired and liabilities assumed at the acquisition date

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the acquisition date (in millions):

Customer relationships	$	1.0
Technology		1.1
Other net assets acquired (liabilities assumed)		(0.3)
Net identifiable assets acquired		1.8
Goodwill		3.5
Net assets acquired	$	5.3

Schedule of estimated amortization expense related to acquisition

The estimated amortization expense related to the intangible assets recorded in connection with our acquisition of Deltenna for fiscal years 2018 through 2022 and thereafter is as follows (in millions):

Year Ended
September 30,
2018	$	0.3
2019		0.3
2020		0.3
2021		0.3
2022		0.3
Thereafter		0.6

Vocality

Acquisitions

Schedule of Business Combination Operating Results

Vocality’s sales and results of operations included in our operating results for the years ended September 30, 2017, 2016 and 2015 were as follows (in millions):

	September 30,
	2017		2016		2015
Sales	$	1.5	$	—	$	—
Operating loss		(2.9)		—		—
Net loss after taxes		(2.6)		—		—

Schedule of Business Combination components of operating results

Vocality’s operating results above included the following amounts for the years ended September 30, 2017, 2016 and 2015 (in millions):

	September 30,
	2017		2016		2015
Amortization	$	0.6	$	—	$	—
Acquisition-related expenses		1.6		—		—

Schedule of estimated fair values of the assets acquired and liabilities assumed at the acquisition date

The following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date (in millions):

Customer relationships	$	2.1
Technology		2.4
Trade name		0.4
Inventory		1.7
Accounts payable and accrued expenses		(0.4)
Other net assets acquired (liabilities assumed)		(0.5)
Net identifiable assets acquired		5.7
Goodwill		3.9
Net assets acquired	$	9.6

Schedule of estimated amortization expense related to acquisition

The estimated amortization expense related to the intangible assets recorded in connection with our acquisition of Vocality for fiscal years 2018 through 2022 and thereafter is as follows (in millions):

Year Ended
September 30,
2018	$	0.8
2019		0.7
2020		0.6
2021		0.6
2022		0.5
Thereafter		1.3

GATR

Acquisitions

Schedule of Business Combination Operating Results

GATR’s sales and results of operations included in our operating results for the years ended September 30, 2017, 2016 and 2015 were as follows (in millions):

	September 30,
	2017		2016		2015
Sales	$	84.3	$	43.1	$	—
Operating income (loss)		1.9		(26.4)		—
Net income (loss) after taxes		1.4		(23.0)		—

Schedule of Business Combination components of operating results

GATR’s operating results above included the following amounts for the years ended September 30, 2017, 2016 and 2015 (in millions):

	September 30,
	2017		2016		2015
Amortization	$	12.7	$	9.7	$	—
Gains (losses) for changes in fair value of contingent consideration		3.2		(0.7)		—
Acquisition-related expenses		0.6		22.0		—

Schedule of estimated fair values of the assets acquired and liabilities assumed at the acquisition date

The following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date (in millions):

Customer relationships	$	51.7
Backlog		3.4
Technology		10.7
Non-compete agreements		1.2
Trade name		4.7
Accounts receivable		10.6
Inventory		3.4
Income tax receivable		5.1
Accounts payable and accrued expenses		(2.4)
Deferred tax liabilities		(23.8)
Net identifiable assets acquired		64.6
Goodwill		155.9
Net assets acquired	$	220.5

Schedule of estimated amortization expense related to acquisition

The estimated amortization expense related to the intangible assets recorded in connection with our acquisition of GATR for fiscal years 2018 through 2022 and thereafter is as follows (in millions):

Year Ended
September 30,
2018	$	11.1
2019		9.8
2020		8.3
2021		6.9
2022		5.6
Thereafter		7.6

TeraLogics

Acquisitions

Schedule of Business Combination Operating Results

TeraLogic’s sales and results of operations included in our operating results for the years ended September 30, 2017, 2016 and 2015 were as follows (in millions):

	September 30,
	2017		2016		2015
Sales	$	19.7	$	14.2	$	—
Operating loss		(1.8)		(2.9)		—
Net loss after taxes		(1.2)		(1.6)		—

Schedule of Business Combination components of operating results

TeraLogic’s operating results above included the following amounts for the years ended September 30, 2017, 2016 and 2015 (in millions):

	September 30,
	2017		2016		2015
Amortization	$	3.5	$	3.0	$	—
Losses for changes in fair value of contingent consideration		(1.3)		(1.5)		—
Acquisition-related expenses		0.2		2.3		—

Schedule of estimated fair values of the assets acquired and liabilities assumed at the acquisition date

The following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date (in millions):

Customer relationships	$	6.7
Backlog		5.6
Software		2.5
Non-compete agreements		0.1
Accounts receivable		1.4
Accounts payable and accrued expenses		(0.5)
Other net assets acquired (liabilities assumed)		(0.1)
Net identifiable assets acquired		15.7
Goodwill		18.2
Net assets acquired	$	33.9

Schedule of estimated amortization expense related to acquisition

The estimated amortization expense amounts related to the intangible assets recorded in connection with our acquisition of TeraLogics for fiscal years 2018 through 2022 and thereafter is as follows (in millions):

Year Ended
September 30,
2018	$	2.8
2019		2.1
2020		1.4
2021		0.8
2022		0.5
Thereafter		0.9

H4 Global

Acquisitions

Schedule of Business Combination Operating Results

H4 Global’s sales and results of operations included in our operating results for the years ended September 30, 2017, 2016 and 2015 were as follows (in millions):

	September 30,
	2017		2016		2015
Sales	$	3.3	$	2.2	$	—
Operating loss		(1.1)		(0.6)		—
Net loss after taxes		(0.9)		(0.4)		—

Schedule of Business Combination components of operating results

H4 Global’s operating results above included the following amounts for the years ended September 30, 2017, 2016 and 2015 (in millions):

	September 30,
	2017		2016		2015
Amortization	$	0.1	$	0.1	$	—
Gains for changes in fair value of contingent consideration		—		0.4		—
Acquisition-related expenses		—		0.1		—

DTECH

Acquisitions

Schedule of Business Combination Operating Results

DTECH’s sales and results of operations included in our operating results for the years ended September 30, 2017, 2016 and 2015 were as follows (in millions):

	September 30,
	2017		2016		2015
Sales	$	39.0	$	34.5	$	45.8
Operating income (loss)		2.4		(3.0)		0.9
Net income (loss) after taxes		1.3		(2.1)		0.5

Schedule of Business Combination components of operating results

DTECH’s operating results above included $23.0 million and $14.2 million in intercompany sales for the years ended September 30, 2017 and 2016, respectively, as well as the following amounts for the years ended September 30, 2017, 2016 and 2015 (in millions):

	September 30,
	2017		2016		2015
Amortization	$	6.8	$	8.0	$	9.2
Gains (losses) for changes in fair value of contingent consideration		2.0		0.5		(3.6)
Acquisition-related expenses		0.3		0.9		2.1

Schedule of estimated fair values of the assets acquired and liabilities assumed at the acquisition date

The following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date (in millions):

Customer relationships	$	35.1
Non-compete agreements		0.7
Backlog		2.1
Cash		0.9
Accounts receivable		5.4
Inventory		4.2
Warranty obligation		(0.4)
Tax liabilities		(3.3)
Accounts payable and accrued expenses		(3.4)
Other net assets acquired		0.2
Net identifiable assets acquired		41.5
Goodwill		57.9
Net assets acquired	$	99.4

Schedule of estimated amortization expense related to acquisition

The estimated amortization expense amounts related to the intangible assets recorded in connection with our acquisition of DTECH for fiscal years 2018 through 2021 is as follows (in millions):

Year Ended September 30,
2018	5.5
2019	4.1
2020	2.8
2021	1.5