UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(MARK ONE)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2023

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM             TO            

COMMISSION FILE NUMBER 1-10596

ESCO TECHNOLOGIES INC.

(Exact name of registrant as specified in its charter)

MISSOURI	43-1554045
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)
9900A CLAYTON ROAD
ST. LOUIS, MISSOURI	63124-1186
(Address of principal executive offices)	(Zip Code)

(314) 213-7200

(Registrant’s telephone number, including area code)

Securities registered pursuant to section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	ESE	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Class	Shares outstanding at April 30, 2023
Common stock, $.01 par value per share	25,758,077

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

ESCO TECHNOLOGIES INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(Dollars in thousands, except per share amounts)

	Three Months Ended
	March 31,
	2023		2022
Net sales	$	229,136	204,928
Costs and expenses:
Cost of sales		142,296	128,375
Selling, general and administrative expenses		53,877	47,959
Amortization of intangible assets		7,030	6,510
Interest expense, net		2,269	1,020
Other expenses (income), net		314	(604)
Total costs and expenses		205,786	183,260
Earnings before income taxes		23,350	21,668
Income tax expense		5,472	5,085
Net earnings	$	17,878	16,583
Earnings per share:
Basic - Net earnings		0.69	0.64
Diluted - Net earnings	$	0.69	0.64

See accompanying notes to consolidated financial statements.

2

ESCO TECHNOLOGIES INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(Dollars in thousands, except per share amounts)

	Six Months Ended
	March 31,
	2023		2022
Net sales	$	434,637		381,938
Costs and expenses:
Cost of sales		268,679		236,680
Selling, general and administrative expenses		105,179		94,594
Amortization of intangible assets		13,891		12,977
Interest expense, net		3,927		1,753
Other expenses (income), net		712		(571)
Total costs and expenses		392,388		345,433
Earnings before income taxes		42,249		36,505
Income tax expense		9,644		8,398
Net earnings	$	32,605		28,107
Earnings per share:
Basic — Net earnings	$	1.26		1.08
Diluted — Net earnings	$	1.26		1.08

See accompanying notes to consolidated financial statements.

3

ESCO TECHNOLOGIES INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

(Dollars in thousands)

	Three Months Ended			Six Months Ended
	March 31,			March 31,
	2023		2022	2023	2022
Net earnings	$	17,878	16,583	32,605	28,107
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments		2,233	(2,811)	13,747	(5,311)
Total other comprehensive income (loss), net of tax		2,233	(2,811)	13,747	(5,311)
Comprehensive income	$	20,111	13,772	46,352	22,796

See accompanying notes to consolidated financial statements.

4

ESCO TECHNOLOGIES INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(Dollars in thousands)

	March 31,		September 30,
	2023		2022
ASSETS
Current assets:
Cash and cash equivalents	$	48,221		97,724
Accounts receivable, net of allowance for credit losses of $2,693 and $2,612, respectively		180,817		164,645
Contract assets		128,205		125,154
Inventories, net		185,753		162,403
Other current assets		27,144		22,696
Total current assets		570,140		572,622
Property, plant and equipment, net of accumulated depreciation of $166,699 and $165,322, respectively		154,020		155,973
Intangible assets, net of accumulated amortization of $189,819 and $175,928, respectively		401,717		394,464
Goodwill		505,194		492,709
Operating lease assets		41,418		29,150
Other assets		10,113		9,538
Total assets	$	1,682,602		1,654,456
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Current maturities of long-term debt	$	20,000		20,000
Accounts payable		79,619		78,746
Contract liabilities		119,970		125,009
Accrued salaries		31,092		40,572
Accrued other expenses		46,374		53,802
Total current liabilities		297,055		318,129
Deferred tax liabilities		81,150		82,023
Non-current operating lease liabilities		37,657		24,853
Other liabilities		44,945		48,294
Long-term debt		141,000		133,000
Total liabilities		601,807		606,299
Shareholders’ equity:
Preferred stock, par value $.01 per share, authorized 10,000,000 shares		—		—
Common stock, par value $.01 per share, authorized 50,000,000 shares, issued 30,751,449 and 30,707,748 shares, respectively		308		307
Additional paid-in capital		304,184		301,553
Retained earnings		933,499		905,022
Accumulated other comprehensive loss, net of tax		(18,018)		(31,764)
		1,219,973		1,175,118
Less treasury stock, at cost: 4,993,372 and 4,854,997 common shares, respectively		(139,178)		(126,961)
Total shareholders’ equity		1,080,795		1,048,157
Total liabilities and shareholders’ equity	$	1,682,602		1,654,456

See accompanying notes to consolidated financial statements.

5

ESCO TECHNOLOGIES INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(Dollars in thousands)

	Six Months Ended
	March 31,
	2023		2022
Cash flows from operating activities:
Net earnings	$	32,605	28,107
Adjustments to reconcile net earnings to net cash (used) provided by operating activities:
Depreciation and amortization		24,910	24,292
Stock compensation expense		5,309	3,428
Changes in assets and liabilities		(67,140)	(41,451)
Effect of deferred taxes		(1,145)	8,627
Net cash (used) provided by operating activities		(5,461)	23,003
Cash flows from investing activities:
Acquisition of business, net of cash acquired		(17,901)	(15,592)
Additions to capitalized software and other		(5,918)	(4,727)
Capital expenditures		(10,305)	(20,715)
Net cash used by investing activities		(34,124)	(41,034)
Cash flows from financing activities:
Proceeds from long-term debt and short-term borrowings		68,000	88,000
Principal payments on long-term debt and short-term borrowings		(60,000)	(46,000)
Purchases of common stock into treasury		(12,217)	(17,878)
Dividends paid		(4,128)	(4,150)
Other		(2,374)	(2,719)
Net cash (used) provided by financing activities		(10,719)	17,253
Effect of exchange rate changes on cash and cash equivalents		801	(1,130)
Net decrease in cash and cash equivalents		(49,503)	(1,908)
Cash and cash equivalents, beginning of period		97,724	56,232
Cash and cash equivalents, end of period	$	48,221	54,324
Supplemental cash flow information:
Interest paid	$	3,384	1,002
Income taxes paid (including state and foreign)		13,346	1,558

See accompanying notes to consolidated financial statements.

6

ESCO TECHNOLOGIES INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1.    BASIS OF PRESENTATION

The accompanying consolidated financial statements, in the opinion of management, include all adjustments, consisting of normal recurring accruals, necessary for a fair presentation of the results for the interim periods presented. The consolidated financial statements are presented in accordance with the requirements of Form 10-Q and consequently do not include all the disclosures required for annual financial statements by accounting principles generally accepted in the United States of America (GAAP).

The Company’s results for the three-month period ended March 31, 2023 are not necessarily indicative of the results for the entire 2023 fiscal year. References to the second quarters of 2023 and 2022 represent the fiscal quarters ended March 31, 2023 and 2022, respectively. 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. Actual results could differ from those estimates.

2.    EARNINGS PER SHARE (EPS)

Basic EPS is calculated using the weighted average number of common shares outstanding during the period. Diluted EPS is calculated using the weighted average number of common shares outstanding during the period plus shares issuable upon the assumed exercise of dilutive common share options and vesting of performance-accelerated restricted shares (restricted shares) by using the treasury stock method. The number of shares used in the calculation of earnings per share for each period presented is as follows (in thousands):

	Three Months		Six Months
	Ended March 31,		Ended March 31,
	2023	2022	2023	2022
Weighted Average Shares Outstanding — Basic	25,800	25,953	25,831	26,008
Dilutive Restricted Shares	95	92	88	90
Adjusted Shares — Diluted	25,895	26,045	25,919	26,098

3.    ACQUISITION

On February 1, 2023, the Company acquired CMT Materials, LLC and its affiliate Engineered Syntactic Systems, LLC (CMT) for a purchase price of approximately $18 million, net of cash acquired. CMT, based in Attleboro, Massachusetts, is a supplier of syntactic materials for buoyancy and specialty applications. Since the date of acquisition, the operating results for the CMT business have been included as part of Globe in the A&D segment. The acquisition date fair value of the assets acquired and liabilities assumed primarily were as follows: approximately $1.7 million of accounts receivable, $3.0 million of inventory, $1.3 million of property, plant and equipment, $1.2 million of accounts payable and accrued expenses, $7.3 million of identifiable intangible assets, mainly consisting of customer relationships totaling $6.2 million. The acquired goodwill of $5.7 million related to excess value associated with opportunities to expand the services and products that the Company can offer to its customers. The Company anticipates that the goodwill will be deductible for tax purposes.

4.    SHARE-BASED COMPENSATION

The Company provides compensation benefits to certain key employees under several share-based plans providing for performance-accelerated and/or time-vested restricted stock unit awards, and to non-employee directors under a non-employee directors compensation plan.

Performance-Accelerated Restricted Stock Unit (PARS) Awards and Time-Vested Restricted Stock Unit (RSU) Awards

Compensation expense related to the PARS/RSU awards was $3.1 million and $4.7 million for the three and six-month periods ended March 31, 2023, respectively, and $1.5 million and $2.8 million for the corresponding periods in 2022. As of March 31, 2023, there were 244,387 unvested stock units outstanding.

7

Non-Employee Directors Plan

Compensation expense related to the non-employee director grants was $0.3 million and $0.6 million for the three and six-month periods ended March 31, 2023, respectively, and $0.3 million and $0.6 million for the corresponding periods in 2022.

The total share-based compensation cost that has been recognized in the results of operations and included within selling, general and administrative expenses (SG&A) was $3.4 million and $5.3 million for the three and six-month periods ended March 31, 2023, respectively, and $1.7 million and $3.4 million for the corresponding periods in 2022. The total income tax benefit recognized in results of operations for share-based compensation arrangements was $0.3 million and $0.6 million for the three and six-month periods ended March 31, 2023, respectively, and $0.3 million and $0.5 million for the corresponding periods in 2022. As of March 31, 2023, there was $10.8 million of total unrecognized compensation cost related to share-based compensation arrangements. That cost is expected to be recognized over a remaining weighted-average period of 1.7 years.

5.    INVENTORIES

Inventories, net, consist of the following:

	March 31,		September 30,
(In thousands)	2023		2022
Finished goods	$	32,712	32,471
Work in process		46,596	38,492
Raw materials		106,445	91,440
Total inventories, net	$	185,753	162,403

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6. GOODWILL AND OTHER INTANGIBLE ASSETS

Included on the Company’s Consolidated Balance Sheets at March 31, 2023 and September 30, 2022 are the following intangible assets gross carrying amounts and accumulated amortization:

	March 31,		September 30,
(Dollars in thousands)	2023		2022
Goodwill	$	505,194	492,709
Intangible assets with determinable lives:
Patents
Gross carrying amount	$	2,425	2,353
Less: accumulated amortization		1,154	1,091
Net	$	1,271	1,262
Capitalized software
Gross carrying amount	$	115,191	106,583
Less: accumulated amortization		74,787	70,476
Net	$	40,404	36,107
Customer relationships
Gross carrying amount	$	298,005	287,447
Less: accumulated amortization		105,013	96,921
Net	$	192,992	190,526
Other
Gross carrying amount	$	14,298	13,985
Less: accumulated amortization		8,779	7,440
Net	$	5,519	6,545
Intangible assets with indefinite lives:
Trade names	$	161,531	160,024

The changes in the carrying amount of goodwill attributable to each business segment for the six months ended March 31, 2023 is as follows:

					Aerospace
(Dollars in millions)	USG		Test		& Defense	Total
Balance as of September 30, 2022	$	348.7		34.0	110.0	492.7
Acquisition activity and adjustments		—		—	5.7	5.7
Foreign currency translation		6.8		—	—	6.8
Balance as of March 31, 2023	$	355.5		34.0	115.7	505.2

7.    BUSINESS SEGMENT INFORMATION

The Company is organized based on the products and services that it offers and classifies its continuing business operations in three reportable segments for financial reporting purposes: Aerospace & Defense, Utility Solutions Group (USG), and RF Shielding and Test (Test).

The Aerospace & Defense segment’s operations consist of PTI Technologies Inc. (PTI), VACCO Industries (VACCO), Crissair, Inc. (Crissair), Westland Technologies Inc. (Westland), Mayday Manufacturing Co. (Mayday) and Globe Composite Solutions, LLC (Globe). The companies within this segment primarily design and manufacture specialty filtration, fluid control and naval products, including hydraulic filter elements and fluid control devices used in aerospace and defense applications; unique filter mechanisms used in micro-propulsion devices for satellites, custom designed filters for manned aircraft and submarines; products and systems to reduce vibration and/or acoustic signatures and otherwise reduce or obscure a vessel’s signature, and other communications, sealing, surface control and hydrodynamic related applications to enhance U.S. Navy maritime survivability; precision-tolerance machined components for the aerospace and defense industry; and metal processing services.

9

The USG segment’s operations consist primarily of Doble Engineering Company and related subsidiaries including Morgan Schaffer and Altanova (collectively, Doble), and NRG Systems, Inc. (NRG). Doble is an industry leader in the development, manufacture and delivery of diagnostic testing solutions that enable electric power grid operators to assess the integrity of high voltage power delivery equipment. It combines three core elements for customers – diagnostic test and condition monitoring instruments, expert consulting, and testing services – and provides access to its large reserve of related empirical knowledge. NRG is a global market leader in the design and manufacture of decision support tools for the renewable energy industry, primarily wind and solar.

The Test segment’s operations consist primarily of ETS-Lindgren Inc. and related subsidiaries (ETS-Lindgren). ETS-Lindgren is an industry leader in designing and manufacturing products which provide its customers with the ability to identify, measure and contain magnetic, electromagnetic and acoustic energy. ETS-Lindgren also manufactures radio frequency shielding products and components used by manufacturers of medical equipment, communications systems, electronic products, and shielded rooms for high-security data processing and secure communication.

Management evaluates and measures the performance of its reportable segments based on “Net Sales” and “EBIT”, which are detailed in the table below. EBIT is defined as earnings before interest and taxes.

	Three Months			Six Months
	Ended March 31,			Ended March 31,
(In thousands)	2023		2022	2023	2022
NET SALES
Aerospace & Defense	$	98,982	84,821	181,965	155,065
USG		79,161	64,191	150,206	127,676
Test		50,993	55,916	102,466	99,197
Consolidated totals	$	229,136	204,928	434,637	381,938
EBIT
Aerospace & Defense	$	18,795	14,349	31,331	24,304
USG		14,061	11,314	30,192	24,705
Test		7,226	8,494	12,637	12,459
Corporate (loss)		(14,463)	(11,469)	(27,984)	(23,210)
Consolidated EBIT		25,619	22,688	46,176	38,258
Less: Interest expense		(2,269)	(1,020)	(3,927)	(1,753)
Earnings before income taxes	$	23,350	21,668	42,249	36,505

Non-GAAP Financial Measures

The financial measure “EBIT” is presented in the above table and elsewhere in this Report. EBIT on a consolidated basis is a non-GAAP financial measure. Management believes that EBIT is useful in assessing the operational profitability of the Company’s business segments because it excludes interest and taxes, which are generally accounted for across the entire Company on a consolidated basis. EBIT is also one of the measures used by management in determining resource allocations within the Company as well as incentive compensation. A reconciliation of EBIT to net earnings is set forth in Item 2, Management’s Discussion and Analysis of Financial Condition and Results of Operations – EBIT.

The Company believes that the presentation of EBIT provides important supplemental information to investors to facilitate comparisons with other companies, many of which use similar non-GAAP financial measures to supplement their GAAP results. However, the Company’s non-GAAP financial measures may not be comparable to other companies’ non-GAAP financial performance measures. Furthermore, the use of non-GAAP financial measures is not intended to replace any measures of performance determined in accordance with GAAP.

10

8.    DEBT

The Company’s debt is summarized as follows:

	March 31,		September 30,
(In thousands)	2023		2022
Total borrowings	$	161,000	153,000
Current portion of long-term debt		(20,000)	(20,000)
Total long-term debt, less current portion	$	141,000	133,000

The Credit Facility includes a $500 million revolving line of credit as well as provisions allowing for the increase of the credit facility commitment amount by an additional $250 million, if necessary, with the consent of the lenders. The bank syndication supporting the facility is comprised of a diverse group of eight banks led by JP Morgan Chase Bank, N.A., as Administrative Agent. The Credit Facility matures September 27, 2024, with balance due by this date.

At March 31, 2023, the Company had approximately $332 million available to borrow under the Credit Facility, plus the $250 million increase option, subject to lenders’ consent, in addition to $48.2 million cash on hand. The Company classified $20 million as the current portion of long-term debt as of March 31, 2023, as the Company intends to repay this amount within the next twelve months; however, the Company has no contractual obligation to repay such amount during the next twelve months. The letters of credit issued and outstanding under the Credit Facility totaled $7.3 million at March 31, 2023.

Interest on borrowings under the Credit Facility is calculated at a spread over either the Standard Overnight Financing Rate (SOFR) or the prime rate depending on various factors. The Credit Facility also requires a facility fee ranging from 10 to 25 basis points per annum on the unused portion. The interest rate spreads on the facility and the facility fee are subject to increase or decrease depending on the Company’s leverage ratio. The weighted average interest rates were 5.97% and 5.33% for the three and six-month periods ending March 31, 2023, respectively, and 1.29% and 1.23% for the three and six-month periods ending March 31, 2022. As of March 31, 2023, the Company was in compliance with all covenants.

9.    INCOME TAX EXPENSE

The second quarter 2023 effective income tax rate was 23.4% compared to 23.5% in the second quarter of 2022. The effective income tax rate in the first six months of 2023 was 22.8% compared to 23.0% for the first six months of 2022. There were no significant or unusual items impacting the 2023 second quarter or year-to-date effective tax rate.

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10.    SHAREHOLDERS’ EQUITY

The change in shareholders’ equity for the first three and six months of 2023 and 2022 is shown below (in thousands):

	Three Months Ended March 31,			Six Months Ended March 31,
	2023		2022	2023	2022
Common stock
Beginning balance		307	307	307	307
Stock plans		1	—	1	—
Ending balance		308	307	308	307
Additional paid-in-capital
Beginning balance		300,697	296,277	301,553	297,644
Stock plans		3,487	2,076	2,631	709
Ending balance		304,184	298,353	304,184	298,353
Retained earnings
Beginning balance		917,682	840,434	905,022	830,989
Net earnings common stockholders		17,878	16,583	32,605	28,107
Dividends paid		(2,061)	(2,071)	(4,128)	(4,150)
Ending balance		933,499	854,946	933,499	854,946
Accumulated other comprehensive income (loss)
Beginning balance		(20,251)	(4,661)	(31,764)	(2,161)
Foreign currency translation		2,233	(2,811)	13,746	(5,311)
Ending balance		(18,018)	(7,472)	(18,018)	(7,472)
Treasury stock
Beginning balance		(132,037)	(117,080)	(126,961)	(107,083)
Share repurchases		(7,141)	(7,881)	(12,217)	(17,878)
Ending balance		(139,178)	(124,961)	(139,178)	(124,961)
Total equity		1,080,795	1,021,173	1,080,795	1,021,173

11.  FAIR VALUE MEASUREMENTS

The accounting guidance establishes a three-level hierarchy for disclosure of fair value measurements, based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date, as follows:

● Level 1 – inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.

● Level 2 – inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

● Level 3 – inputs to the valuation methodology are unobservable and significant to the fair value measurement.

Financial Assets and Liabilities

The Company has estimated the fair value of its financial instruments as of March 31, 2023 and September 30, 2022 using available market information or other appropriate valuation methodologies. The carrying amounts of cash and cash equivalents, receivables, inventories, payables, and other current assets and liabilities approximate fair value because of the short maturity of those instruments.

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Fair Value of Financial Instruments

The Company’s forward contracts and interest rate swaps are classified within Level 2 of the valuation hierarchy in accordance with FASB Accounting Standards Codification (ASC) 825, and are immaterial.

Nonfinancial Assets and Liabilities

The Company’s nonfinancial assets such as property, plant and equipment, and other intangible assets are not measured at fair value on a recurring basis; however they are subject to fair value adjustments in certain circumstances, such as when there is evidence that an impairment may exist. No impairments were recorded during the three and six-month periods ended March 31, 2023.

12.  REVENUES

Disaggregation of Revenues

Revenues by customer type, geographic location, and revenue recognition method for the three and six-month periods ended March 31, 2023 are presented in the tables below as the Company deems it best depicts how the nature, amount, timing and uncertainty of net sales and cash flows are affected by economic factors. The tables below also include a reconciliation of the disaggregated revenue within each reportable segment.

Three months ended March 31, 2023	Aerospace
(In thousands)	& Defense		USG		Test		Total
Customer type:
Commercial	$	48,228	$	78,110	$	43,188	$	169,526
Government		50,754		1,051		7,805		59,610
Total revenues	$	98,982	$	79,161	$	50,993	$	229,136
Geographic location:
United States	$	82,516	$	53,020	$	27,504	$	163,040
International		16,466		26,141		23,489		66,096
Total revenues	$	98,982	$	79,161	$	50,993	$	229,136
Revenue recognition method:
Point in time	$	47,255	$	64,080	$	11,968	$	123,303
Over time		51,727		15,081		39,025		105,833
Total revenues	$	98,982	$	79,161	$	50,993	$	229,136

Six months ended March 31, 2023	Aerospace
(In thousands)	& Defense		USG		Test		Total
Customer type:
Commercial	$	84,968	$	148,273	$	89,180	$	322,421
Government		96,997		1,933		13,286		112,216
Total revenues	$	181,965	$	150,206	$	102,466	$	434,637
Geographic location:
United States	$	151,450	$	99,399	$	55,007	$	305,856
International		30,515		50,807		47,459		128,781
Total revenues	$	181,965	$	150,206	$	102,466	$	434,637
Revenue recognition method:
Point in time	$	80,859	$	120,111	$	21,069	$	222,039
Over time		101,106		30,095		81,397		212,598
Total revenues	$	181,965	$	150,206	$	102,466	$	434,637

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Revenues by customer type, geographic location, and revenue recognition method for the three and six-month periods ended March 31, 2022 are presented in the tables below.

Three months ended March 31, 2022	Aerospace
(In thousands)	& Defense		USG		Test		Total
Customer type:
Commercial	$	33,562	$	63,379	$	51,903	$	148,844
Government		51,259		812		4,013		56,084
Total revenues	$	84,821	$	64,191	$	55,916	$	204,928
Geographic location:
United States	$	72,621	$	41,458	$	31,071	$	145,150
International		12,200		22,733		24,845		59,778
Total revenues	$	84,821	$	64,191	$	55,916	$	204,928
Revenue recognition method:
Point in time	$	35,666	$	51,202	$	14,838	$	101,706
Over time		49,155		12,989		41,078		103,222
Total revenues	$	84,821	$	64,191	$	55,916	$	204,928

Six months ended March 31, 2022	Aerospace
(In thousands)	& Defense		USG		Test		Total
Customer type:
Commercial	$	61,489	$	126,221	$	92,941	$	280,651
Government		93,576		1,455		6,256		101,287
Total revenues	$	155,065	$	127,676	$	99,197	$	381,938
Geographic location:
United States	$	133,313	$	80,199	$	54,047	$	267,559
International		21,752		47,477		45,150		114,379
Total revenues	$	155,065	$	127,676	$	99,197	$	381,938
Revenue recognition method:
Point in time	$	64,223	$	102,037	$	27,660	$	193,920
Over time		90,842		25,639		71,537		188,018
Total revenues	$	155,065	$	127,676	$	99,197	$	381,938

Revenue Recognition

Payment terms with our customers vary by the type and location of the customer and the products or services offered. Arrangements with customers that include payment terms extending beyond one year are not significant. The transaction price for these contracts reflects our estimate of returns and discounts, which are based on historical, current and forecasted information to determine the expected amount to which we will be entitled in exchange for transferring the promised goods or services to the customer. The realization of variable consideration occurs within a short period of time from product delivery; therefore, the time value of money effect is not significant. We primarily provide standard warranty programs for products in our commercial businesses for periods that typically range from one to two years. These assurance-type programs typically cannot be purchased separately and do not meet the criteria to be considered a performance obligation. Under the typical payment terms of our long term fixed price contracts, the customer pays us either performance-based or progress payments. Performance-based payments represent interim payments based on quantifiable measures of performance or on the achievement of specified events or milestones. Progress payments are interim payments of costs incurred as the work progresses.

For our overtime revenue recognized using the output method of costs incurred, contract cost is estimated utilizing current contract specifications and expected engineering requirements. Contract costs typically are incurred over a period of several months to one or more years, and the estimation of these costs requires judgment. Our cost estimation process is based on the professional knowledge and experience of engineers and program managers along with finance professionals. We review and update our projections of costs quarterly or more frequently when circumstances significantly change. In addition, in the USG

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segment, we recognize revenue as a series of distinct services based on each day of providing services (straight-line over the contract term) for certain of our USG segment contracts. Under the typical payment terms of our service contracts, the customer pays us in advance of when services are performed. In addition, in the Test segment, we use milestones to measure progress for our Test segment contracts because it best depicts the transfer of control to the customer that occurs as we incur costs on our contracts.

Remaining Performance Obligations

Remaining performance obligations, which is the equivalent of backlog, represent the expected transaction price allocated to contracts that the Company expects to recognize as revenue in future periods when the Company performs under the contracts. These remaining obligations include amounts that have been formally appropriated under contracts with the U.S. Government, and exclude unexercised contract options and potential orders under ordering-type contracts such as Indefinite Delivery, Indefinite Quantity contracts. At March 31, 2023, the Company had $740.9 million in remaining performance obligations of which the Company expects to recognize revenues of approximately 79% in the next twelve months.

Contract assets and liabilities

Assets and liabilities related to contracts with customers are reported on a contract-by-contract basis at the end of each reporting period. Because of the timing difference of revenue recognition and customer billing, these contracts will often result in revenue recognized in excess of billings and billings in excess of costs incurred. At March 31, 2023, contract assets and liabilities totaled $128.2 million and $131.7 million, respectively. During the first six months of 2023, the Company recognized approximately $55 million in revenues that were included in the contract liabilities balance at September 30, 2022. At September 30, 2022, contract assets and liabilities totaled $125.2 million and $137.6 million, respectively.

13.  LEASES

The Company determines at lease inception whether an arrangement that provides control over the use of an asset is a lease. The Company recognizes at lease commencement a right-of-use (ROU) asset and lease liability based on the present value of the future lease payments over the lease term. The Company has elected not to recognize a ROU asset and lease liability for leases with terms of 12 months or less. Certain of the Company’s leases include options to extend the term of the lease for up to 20 years. When it is reasonably certain that the Company will exercise the option, Management includes the impact of the option in the lease term for purposes of determining total future lease payments. As most of the Company’s lease agreements do not explicitly state the discount rate implicit in the lease, Management uses the Company’s incremental borrowing rate on the commencement date to calculate the present value of future payments based on the tenor of each arrangement.

The Company’s leases for real estate commonly include escalating payments. These variable lease payments are included in the calculation of the ROU asset and lease liability. In addition to the present value of the future lease payments, the calculation of the ROU asset also includes any deferred rent, lease pre-payments and initial direct costs of obtaining the lease.

In addition to the base rent, real estate leases typically contain provisions for common-area maintenance and other similar services, which are considered non-lease components for accounting purposes. Non-lease components are excluded from our ROU assets and lease liabilities and expensed as incurred.

The Company’s leases are for office space, manufacturing facilities, and machinery and equipment.

The components of lease costs are shown below: