Amentum Reports Second Quarter Fiscal Year 2025 Results
Revenues of $3.5 billion, 1% growth on a pro forma basis
Net Income of $4 million; Adjusted EBITDA of $268 million
Diluted Earnings Per Share of $0.02; Adjusted Diluted Earnings Per Share of $0.53
Operating Cash Flow of $57 million; Free Cash Flow of $53 million
Backlog of $45 billion; 1.0x YTD Book-to-Bill
CHANTILLY, Va.--(BUSINESS WIRE)--May 06, 2025--
Amentum Holdings, Inc. ("Amentum" or the "Company") (NYSE: AMTM), a leading advanced engineering and technology company, today announced results for the second quarter ended March 28, 2025 and updated its outlook for fiscal year 2025, reaffirming the mid-points of prior guidance.
"Amentum delivered solid results this quarter, underscoring the strength of our mission-focused portfolio and the consistency of demand across our markets," said Amentum Chief Executive Officer John Heller. "Our performance, combined with our recently announced divestiture of Rapid Solutions, highlights the strength of our business as a premier pure-play advanced engineering and technology solutions company and enhances our financial flexibility. We remain focused on delivering differentiated value to our customers and driving long-term growth through disciplined execution."
Summary Operating Results
--------------------------------------------------------------------------
Three Months Ended
----------------------------------------
(in millions, except per share
data) March 28, 2025 March 29, 2024 % Change
-------------- -------------- --------
GAAP Measures:
Revenues $3,491 $2,051 70%
Operating income $110 $89 24%
Net income (loss) $4 $(41) 110%
Diluted earnings (loss) per
share $0.02 $(0.46) 104%
Pro Forma and Non-GAAP
Measures(1,2) :
Revenues $3,491 $3,465 1%
Adjusted EBITDA(2) $268 $260 3%
Adjusted EBITDA Margin(2) 7.7% 7.5% + 20 bps
Adjusted Diluted Earnings Per
Share $(EPS)$(2) $0.53 $0.51 4%
Free Cash Flow(2) $53 N/A N/A
1 -- March 29, 2024 Revenues and Non-GAAP financial measures are presented on
a pro forma basis to include the results of Jacob's Critical Mission Solutions
and Cyber & Intelligence $(CMS)$ businesses prepared in accordance with the
requirements of Article 11 of Regulation S-X.
2 -- Non-GAAP financial measures should be considered in addition to, but not
as a substitute for, the information provided in accordance with GAAP.
Management believes that these non-GAAP measures provide another measure of
Amentum's results of operations and financial condition, including its ability
to comply with financial covenants. See Unaudited Pro Forma Non-GAAP Financial
Measures at the end of this press release for more information and a
reconciliation of our selected reported results to these non-GAAP measures.
GAAP Results
GAAP revenues increased 70% year-over-year primarily as a result of revenues from the combination with Jacobs' Critical Mission Solutions and Cyber & Intelligence (CMS) businesses. GAAP operating income increased as a result of the contribution from CMS, partially offset by increased intangible amortization expense. GAAP net income and diluted earnings per share improved year-over-year due to the higher operating income and lower interest expense.
Pro Forma and Non-GAAP Results
Pro forma revenues, which include the results of CMS prepared in accordance with the requirements of Article 11 of Regulation S-X, increased 1% year-over-year driven by growth in Digital Solutions. Pro Forma Adjusted EBITDA increased 3% year-over-year primarily due to the higher revenues and improved operating performance. Pro Forma Adjusted Net Income and Adjusted Diluted Earnings Per Share increased due to higher operating profit partially offset by increases in interest and tax expenses.
Pro Forma and Non-GAAP Segment Results
Three Months Ended Six Months Ended
------------------------- -------------------------
March March March March
28, 29, 28, 29,
(in millions) 2025 2024(1) % Change 2025 2024(1) % Change
------ ------- -------- ------ ------- --------
Revenues
Digital
Solutions $1,340 $1,299 3% $2,626 $2,578 2%
Global
Engineering
Solutions 2,151 2,166 (1)% 4,281 4,225 1%
------ ------- ------ -------
Total Revenues $3,491 $3,465 1% $6,907 $6,803 2%
====== ======= ====== =======
Adjusted
EBITDA(2)
Digital
Solutions $107 $100 7% $207 $199 4%
Global
Engineering
Solutions 161 160 1% 323 316 2%
------ ------- ------ -------
Total Adjusted
EBITDA $268 $260 3% $530 $515 3%
====== ======= ====== =======
1 -- March 29, 2024 Revenues and Non-GAAP financial measures are presented on
a pro forma basis.
2 -- Non-GAAP financial measures should be considered in addition to, but not
as a substitute for, the information provided in accordance with GAAP.
Management believes that these non-GAAP measures provide another measure of
Amentum's results of operations and financial condition, including its ability
to comply with financial covenants. See Unaudited Pro Forma Non-GAAP Financial
Measures at the end of this press release for more information and a
reconciliation of our selected reported results to these non-GAAP measures.
Digital Solutions revenues for the second quarter increased 3% year-over-year driven by higher volume from new commercial contract awards, partially offset by the expected ramp-down of other historical programs. Adjusted EBITDA increased 7% year-over-year due to the higher revenues and improved operating performance.
Global Engineering Solutions revenues for the second quarter decreased 1% year-over-year as a result of the expected ramp-down on certain historical programs, partially offset by new contract awards and growth on existing programs. Adjusted EBITDA increased 1% year-over-year as a result of improved operating performance.
Cash Flow Summary
During the three months ended March 28, 2025, Amentum generated $57 million of net cash provided by operating activities and used $31 million and $12 million in investing and financing activities, respectively. Net cash provided by operating activities was driven by strong cash earnings and disciplined working capital management partially offset by the timing of tax and interest payments. Investing activities included $4 million in capital expenditures, which resulted in quarterly free cash flow of $53 million, as well as contributions of $27 million to equity method investments. Financing activities consisted primarily of $9 million in distributions to non-controlling interests. As of March 28, 2025, Amentum had $546 million in cash and cash equivalents and $4.7 billion of debt.
Backlog and Contract Awards
As of March 28, 2025, the Company had total backlog of $44.8 billion, compared with $27.2 billion as of March 29, 2024, an increase of $17.6 billion primarily due to the acquisition of CMS. Funded backlog as of March 28, 2025 was $5.8 billion.
Notable Q2 Fiscal Year 2025 Awards
-- Multiple Intelligence Awards - Amentum was awarded over $1 billion in
intelligence contracts, delivering a variety of mission-focused solutions
including critical infrastructure management, cyber security and
intelligence analysis. These awards illustrate the strong demand for
Amentum's expertise and innovative intelligence solutions.
-- Sizewell C: New U.K. Nuclear Power Station - Amentum was selected as the
program manager and lead design engineer for Sizewell C, delivering
critical engineering and technical services, and modernized
infrastructure solutions. The station will have two 1.6 gigawatt reactors
capable of supplying electricity to six million homes each year.
-- Multiple IDIQ Task Order Awards - Amentum was awarded over $500 million
on IDIQ task orders, including a program with the Naval Surface Warfare,
leveraging our proven track-record in electromagnetic environmental
effects, communication and execution systems, and Amentum's
highly-skilled digital engineers.
Announced Divestiture
On April 23, 2025, Amentum announced it has entered into a definitive agreement to sell its hardware and products business, Rapid Solutions, for $360 million in cash. The business accounts for approximately 1% of Amentum's annual Revenues and Adjusted EBITDA. The transaction is expected to close in the second half of 2025 and generate approximately $325 million in after-tax proceeds.
Fiscal Year 2025 Guidance
Amentum updates its fiscal year 2025 outlook and reaffirms the mid-points of prior guidance as follows:
(in millions, except per Fiscal Year 2025 share data) Guidance Prior Guidance -------------- ------------------ ------------------- Revenues $13,850 -$14,150 $13,800 -$14,200 Adjusted EBITDA(1) $1,065 - $1,095 $1,060 - $1,100 Adjusted Diluted EPS(1) $2.00 - $2.20 $2.00 - $2.20 Free Cash Flow(1) $475 - $525 $475 - $525 1 -- Represents a Non-GAAP financial measure - see the related explanations included elsewhere in this release. Amentum does not provide a reconciliation of forward-looking non-GAAP financial measures to the most directly comparable GAAP measures due to the inherent difficulty in forecasting and quantifying certain significant items. These items are uncertain, depend on various factors and could have a material impact on GAAP reported results for the relevant period.
Webcast Information
Amentum will host a conference call beginning at 8:30 a.m. Eastern time on Wednesday, May 7, 2025 to discuss the results for the second quarter ended March 28, 2025. The conference call will be webcast simultaneously to the public through a link on the Investor Relations section of the Amentum website at amentum.com. After the call concludes, a replay of the webcast can be accessed on the Investor Relations website.
About Amentum
Amentum is a global leader in advanced engineering and innovative technology solutions, trusted by the United States and its allies to address their most significant and complex challenges in science, security and sustainability. Our people apply undaunted curiosity, relentless ambition and boundless imagination to challenge convention and drive progress. Our commitments are underpinned by the belief that safety, inclusion and well-being are integral to success. Headquartered in Chantilly, Virginia, we have more than 53,000 employees in approximately 80 countries.
Visit us at amentum.com to learn how we advance the future together.
Cautionary Note Regarding Forward Looking Statements
This release contains or incorporates by reference statements that relate to future events and expectations and, as such, could be interpreted to be "forward-looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995 and other federal securities laws. Forward-looking statements may be characterized by terminology such as "believe," "project," "expect," "anticipate," "estimate," "forecast," "outlook," "target," "endeavor," "seek," "predict," "intend," "strategy," "plan," "may," "could," "should," "will, " "would," "will be," "will continue," "will likely result," or the negative thereof or variations thereon or similar terminology generally intended to identify forward-looking statements. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including projections of financial performance; statements of plans, strategies and objectives of management for future operations; any statement concerning developments, performance or industry rankings relating to products or services; any statements regarding future economic conditions or performance; any statements of assumptions underlying any of the foregoing; and any other statements that address activities, events or developments that the Company intends, expects, projects, believes or anticipates will or may occur in the future.
Important factors that could cause actual results to differ materially from such plans, estimates or expectations include, among others: changes in U.S. or global economic, financial, business and political conditions, including changes to governmental budgetary priorities and tariffs; our ability to comply with the various procurement and other laws and regulations; risks associated with contracts with governmental entities; reviews and audits by the U.S. government and others; changes to our professional reputation and relationship with government agencies; the occurrence of an accident or safety incident; the ability of the Company to control costs, meet performance requirements or contractual schedules, compete effectively or implement its business strategy; the ability of the Company to retain and hire key personnel, and retain and engage key customers and suppliers; the failure to realize the anticipated benefits of the 2024 transaction with Jacobs Solutions Inc.; potential liabilities associated with shareholder litigation or other settlements or investigations; evolving legal, regulatory and tax regimes; and other factors set forth under Item 1A, Risk Factors in the annual report on Form 10-K (the "Annual Report"), and from time to time in documents that we file with the SEC. The above list of factors is not exhaustive or necessarily in order of importance. For additional information on identifying factors that may cause actual results to vary materially from those stated in forward-looking statements, see the discussions under the section entitled "Risk Factors" in the Annual Report. Any forward-looking statement speaks only as of the date on which it is made, and we assume no obligation to update or revise such statement, whether as a result of new information, future events or otherwise, except as required by applicable law.
Pro Forma and Non-GAAP Measures
This release includes the presentation and discussion of pro forma financial information that incorporates the results of CMS prepared in accordance with the requirements of Article 11 of Regulation S-X. This release also includes the presentation and discussion of Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income, Adjusted Diluted Earnings Per Share, and Free Cash Flow, which are not measures of financial performance under Generally Accepted Accounting Principles in the United States ("GAAP"), each of which are pro forma when reporting for the three and six months ended March 29, 2024. These pro forma and non-GAAP measures should be considered only as supplements to, and should not be considered in isolation or used as substitutes for, financial information prepared in accordance with GAAP. Management of the Company believes these pro forma and non-GAAP measures, when read in conjunction with the Company's financial statements prepared in accordance with GAAP and, where applicable, the reconciliations herein to the most directly comparable GAAP measures, provide useful information to management, investors and other users of the Company's financial information in evaluating operating results and understanding operating trends by adjusting for the effects of items we do not consider to be indicative of the Company's ongoing performance, the inclusion of which can obscure underlying trends. Additionally, management of the Company uses such measures in its evaluation of business performance, particularly when comparing performance to past periods, and believes these measures are useful for investors because they facilitate a comparison of financial results from period to period. The computation of pro forma and non-GAAP measures may not be comparable to similarly titled measures reported by other companies, thus limiting their use for comparability.
Definitions of applicable non-GAAP measures and reconciliations to the most directly comparable GAAP measures are provided elsewhere in this release.
In addition to the above non-GAAP financial measures, the Company has included backlog, net bookings, and book-to-bill in this release. Backlog is an operational measure representing the estimated amount of future revenues to be recognized under negotiated contracts, and net bookings represent the change in backlog between reporting periods plus reported revenues for the period. Book-to-bill represents net bookings divided by reported revenues for the same period. We believe these metrics are useful for investors because they are an important measure of business development performance and are used by management to conduct and evaluate its business during its regular review of operating results.
AMENTUM HOLDINGS, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in millions, except per share data)
Three Months Ended Six Months Ended
------------------ --------------------
March March March
28, 29, 28, March 29,
2025 2024 2025 2024
-------- -------- -------- ----------
Revenues $ 3,491 $ 2,051 $ 6,907 $ 4,034
Cost of revenues (3,124) (1,851) (6,179) (3,640)
Selling, general,
and
administrative
expenses (145) (72) (275) (139)
Amortization of
intangibles (120) (58) (240) (114)
Equity earnings
of
non-consolidated
subsidiaries 8 19 29 34
------ ------ ------ ------
Operating income 110 89 242 175
Interest expense
and other, net (86) (111) (173) (222)
------ ------ ------ ------
Income (loss) before
income taxes 24 (22) 69 (47)
Provision for
income taxes (22) (20) (46) (34)
------ ------ ------ ------
Net income (loss)
including
non-controlling
interests 2 (42) 23 (81)
Less: net income
(loss)
attributable to
non-controlling
interests 2 1 (7) (1)
------ ------ ------ ------
Net income (loss)
attributable to
common shareholders $ 4 $ (41) $ 16 $ (82)
====== ====== ====== ======
Basic and diluted
earnings (loss) per
share attributable
to common
shareholders $ 0.02 $ (0.46) $ 0.07 $ (0.91)
Basic and diluted
weighted average
shares outstanding 243 90 243 90
AMENTUM HOLDINGS, INC.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(in millions, except per share data)
March 28, 2025 September 27, 2024
---------------- ----------------------
ASSETS
Current assets:
Cash and cash
equivalents $ 546 $ 452
Accounts receivable, net 2,509 2,401
Prepaid expenses and
other current assets 211 231
----------- --- -------------
Total current assets 3,266 3,084
Property and equipment, net 133 144
Equity method investments 193 123
Goodwill 5,658 5,556
Intangible assets, net 2,353 2,623
Other long-term assets 401 444
----------- --- -------------
Total assets $ 12,004 $ 11,974
=========== === =============
LIABILITIES
Current liabilities:
Current portion of
long-term debt $ 43 $ 36
Accounts payable 876 764
Accrued compensation and
benefits 659 696
Contract liabilities 112 113
Other current
liabilities 407 356
----------- --- -------------
Total current
liabilities 2,097 1,965
Long-term debt, net of
current portion 4,636 4,643
Deferred tax liabilities 332 370
Other long-term liabilities 360 444
----------- --- -------------
Total liabilities 7,425 7,422
----------- --- -------------
SHAREHOLDERS' EQUITY
Common stock, $0.01 par value,
1,000,000,000 shares
authorized; 243,322,468 shares
issued and outstanding at March
28, 2025 and 243,302,173 shares
issued and outstanding at
September 27, 2024. 2 2
Additional paid-in capital 4,907 4,962
Retained deficit (511) (527)
Accumulated other comprehensive
income 29 23
----------- --- -------------
Total Amentum shareholders'
equity 4,427 4,460
Non-controlling interests 152 92
----------- --- -------------
Total shareholders' equity 4,579 4,552
----------- --- -------------
Total liabilities and
shareholders' equity $ 12,004 $ 11,974
=========== === =============
AMENTUM HOLDINGS, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in millions)
Three Months Ended Six Months Ended
-------------------- --------------------
March 28, March 29, March 28, March 29,
2025 2024 2025 2024
--------- --------- --------- ---------
Cash flows from
operating activities
Net income (loss)
including
non-controlling
interests $ 2 $ (42) $ 23 $ (81)
Adjustments to
reconcile net income
(loss) including
non-controlling
interests to net cash
provided by (used in)
operating
activities:
Depreciation 9 5 18 12
Amortization of
intangibles 120 58 240 114
Amortization of
deferred loan
costs and
original issue
discount 2 6 5 11
Derivative
instruments 3 16 6 31
Equity earnings
of
non-consolidated
subsidiaries (8) (19) (29) (34)
Distributions
from equity
method
investments 14 14 35 31
Deferred income
taxes 4 (17) (11) (29)
Equity-based
compensation 5 1 8 2
Other -- 4 (1) 2
Changes in assets and
liabilities, net of
effects of business
acquisition:
Accounts
receivable, net (100) 15 (127) (88)
Prepaid expenses
and other
assets 36 44 71 52
Accounts payable,
contract
liabilities, and
other current
liabilities 20 (71) (11) (98)
Accrued employee
compensation and
benefits (40) (12) (46) (4)
Other long-term
liabilities (10) 3 (14) 1
---- ---- ---- ----
Net cash provided by
(used in) operating
activities 57 5 167 (78)
---- ---- ---- ----
Cash flows from
investing activities
Payments for
property and
equipment (4) (3) (12) (5)
Contributions to
equity method
investments (27) -- (28) --
Other -- -- 1 (1)
---- ---- ---- ----
Net cash used in
investing
activities (31) (3) (39) (6)
---- ---- ---- ----
Cash flows from
financing activities
Borrowings on
revolving credit
facilities 303 362 513 562
Payments on
revolving credit
facilities (303) (362) (513) (562)
Repayments of
borrowings under
the credit
agreement -- (9) -- (17)
Repayments of
borrowings under
other
agreements (3) (3) (5) (6)
Distributions to
non-controlling
interests (9) (1) (22) (2)
Other -- (1) (1) (3)
---- ---- ---- ----
Net cash used in
financing
activities (12) (14) (28) (28)
---- ---- ---- ----
Effect of exchange
rate changes on
cash 10 (2) (6) 4
Net change in cash
and cash
equivalents 24 (14) 94 (108)
Cash and cash
equivalents,
beginning of period 522 211 452 305
---- ---- ---- ----
Cash and cash
equivalents, end of
period $ 546 $ 197 $ 546 $ 197
==== ==== ==== ====
AMENTUM HOLDINGS, INC.
UNAUDITED NON-GAAP FINANCIAL MEASURES
The presentation and discussion of Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income, Adjusted Diluted EPS, and Free Cash Flow are not measures of financial performance under Generally Accepted Accounting Principles in the United States ("GAAP"). These non-GAAP measures should be considered only as supplements to, and should not be considered in isolation or used as a substitute for, financial information prepared in accordance with GAAP. Management believes these non-GAAP measures, when read in conjunction with our consolidated financial statements prepared in accordance with GAAP and the reconciliations herein to the most directly comparable GAAP measures, provide useful information in assessing trends in our ongoing operating performance and may provide greater visibility in understanding the long-term financial performance of the Company. The computation of non-GAAP measures may not be comparable to similarly titled measures reported by other companies, thus limiting their use for comparability.
Adjusted EBITDA is defined as GAAP net income attributable to common shareholders adjusted for interest expense and other, net, provision for income taxes, depreciation and amortization, and excludes the following discrete items:
-- Acquisition, transaction, and integration costs -- Represents acquisition,
transaction and integration costs, including severance, retention, and
other adjustments related to acquisition and integration activities.
-- Amortization of intangibles -- Represents the amortization of intangible
assets.
-- Non-cash GAAP expense (gain) -- Represents a non-cash goodwill impairment
charge and a non-cash gain on acquisition of controlling interest.
-- Loss on extinguishment of debt -- Represents the write-off of debt
discount and debt issuance costs as a result of debt modifications.
-- Utilization of certain fair market value adjustments assigned in purchase
accounting -- Represents the periodic utilization of the fair market
value adjustments assigned to certain equity method investments and
non-controlling interests based on the remaining period of performance
for the related contract.
-- Share-based compensation -- Represents non-cash compensation expenses
recognized for share based arrangements.
Adjusted EBITDA Margin is defined as Adjusted EBITDA divided by revenues.
Adjusted Net Income is defined as GAAP net income attributable to common shareholders excluding the discrete items listed under Adjusted EBITDA and the related tax impacts.
Adjusted Diluted EPS is defined as Adjusted Net Income divided by diluted weighted average number of common shares outstanding.
Free Cash Flow is defined as GAAP cash flow provided by operating activities less purchases of property and equipment.
AMENTUM HOLDINGS, INC.
UNAUDITED NON-GAAP FINANCIAL MEASURES
(in millions, except per share data and margin percentages)
The following table presents the reconciliation of Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income and Adjusted Diluted EPS to the most directly comparable GAAP measures for the three months ended March 28, 2025:
For the Three Months Ended March 28, 2025
--------------------------------------------------------------------------------------------
Acquisition,
transaction Utilization of
and fair market
As integration Amortization of value Share-based Non-GAAP
reported costs intangibles adjustments compensation results
---------- -------------- ---------------- -------------- ---------------- ------------
Revenues $3,491 $ -- $ -- $ -- $ -- $3,491
Operating income $ 110 $ 21 $ 120 $ 11 $ 5 $ 267
Non-operating
expenses, net (86) -- -- -- -- (86)
----- ---- ------- ----- ----- --- -------- ----- ----- ----- ---
Income before income
taxes 24 21 120 11 5 181
Provision for
income taxes
(1) (22) (5) (13) (2) (1) (43)
----- ---- ------ ----- ---- --- ------- ----- ---- ----- ---
Net income including
non-controlling
interests 2 16 107 9 4 138
Less: net income
(loss)
attributable to
non-controlling
interests 2 -- -- (10) -- (8)
----- ---- ------- ----- ----- --- ------- ----- ----- ----- ---
Net income (loss)
attributable to
common
shareholders $ 4 $ 16 $ 107 $ (1) $ 4 $ 130
===== ==== ======= ===== ===== === ======= ===== ===== ===== ====
Basic and diluted
income per share
attributable to
common
shareholders $ 0.02 $0.07 $ 0.43 $ -- $ 0.01 $ 0.53
Basic and diluted
weighted average
shares outstanding 243 243 243 243 243 243
Net income (loss)
attributable to
common
shareholders $ 4 $ 16 $ 107 $ (1) $ 4 $ 130
Net income
margin (2) 0.1% 3.7%
Depreciation
expense 9 -- -- -- -- 9
Amortization of
intangibles 120 -- (120) -- -- --
Interest expense
and other, net 86 -- -- -- -- 86
Provision for
income taxes 22 5 13 2 1 43
----- ---- ------- ----- ----- --- -------- ----- ----- ----- ----
EBITDA (non-GAAP) $ 241 $ 21 $ -- $ 1 $ 5 $ 268
===== ==== ======= ===== ===== === ======== ===== ===== ===== ====
EBITDA
margin 6.9% 7.7%
1 - Calculation uses a full year estimated statutory rate on each non-GAAP tax
deductible adjustment, unless the nature of the item requires application of
specific tax treatment for related impacts.
2 - Calculated as net income (loss) attributable to common shareholders
divided by revenues.
AMENTUM HOLDINGS, INC.
UNAUDITED NON-GAAP FINANCIAL MEASURES
(in millions, except per share data and margin percentages)
The following table presents the reconciliation of Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income and Adjusted Diluted EPS to the most directly comparable GAAP measures for the six months ended March 28, 2025:
For the Six Months Ended March 28, 2025
--------------------------------------------------------------------------------------------
Acquisition,
transaction Utilization of
and fair market
As integration Amortization of value Share-based Non-GAAP
reported costs intangibles adjustments compensation results
---------- -------------- ---------------- -------------- ---------------- ------------
Revenues $6,907 $ -- $ -- $ -- $ -- $6,907
Operating income $ 242 $ 30 $ 240 $ 11 $ 8 $ 531
Non-operating
expenses, net (173) -- -- -- -- (173)
----- ---- ------- ----- ----- ----- ------ ----- ----- ----- ---
Income before income
taxes 69 30 240 11 8 358
Provision for
income taxes
(1) (46) (7) (30) (2) (1) (86)
----- ---- ------ ----- ---- ----- ----- ----- ---- ----- ---
Net income including
non-controlling
interests 23 23 210 9 7 272
Less: net income
attributable to
non-controlling
interests (7) -- -- (12) -- (19)
----- ---- ------- ----- ----- ----- ----- ----- ----- ----- ---
Net income (loss)
attributable to
common
shareholders $ 16 $ 23 $ 210 $ (3) $ 7 $ 253
===== ==== ======= ===== ===== ===== ===== ===== ===== ===== ====
Basic and diluted
income (loss) per
share attributable
to common
shareholders $ 0.07 $0.09 $ 0.86 $(0.01) $ 0.03 $ 1.04
Basic and diluted
weighted average
shares outstanding 243 243 243 243 243 243
Net income (loss)
attributable to
common
shareholders $ 16 $ 23 $ 210 $ (3) $ 7 $ 253
Net income
margin (2) 0.2% 3.7%
Depreciation
expense 18 -- -- -- -- 18
Amortization of
intangibles 240 -- (240) -- -- --
Interest expense
and other, net 173 -- -- -- -- 173
Provision for
income taxes 46 7 30 2 1 86
----- ---- ------- ----- ----- ----- ------ ----- ----- ----- ----
EBITDA (non-GAAP) $ 493 $ 30 $ -- $ (1) $ 8 $ 530
===== ==== ======= ===== ===== ===== ===== ===== ===== ===== ====
EBITDA
margin 7.1% 7.7%
1 - Calculation uses a full year estimated statutory rate on each non-GAAP tax
deductible adjustment, unless the nature of the item requires application of
specific tax treatment for related impacts.
2 - Calculated as net income (loss) attributable to common shareholders
divided by revenues.
AMENTUM HOLDINGS, INC.
UNAUDITED PRO FORMA NON-GAAP FINANCIAL MEASURES
The presentation and discussion of Pro Forma Adjusted EBITDA, Pro Forma Adjusted EBITDA Margin, Pro Forma Adjusted Net Income, and Pro Forma Adjusted Diluted EPS are not measures of financial performance under Generally Accepted Accounting Principles in the United States ("GAAP"). These non-GAAP measures should be considered only as supplements to, and should not be considered in isolation or used as a substitute for, financial information prepared in accordance with GAAP. Management believes these non-GAAP measures, when read in conjunction with our consolidated financial statements prepared in accordance with GAAP and the reconciliations herein to the most directly comparable GAAP measures, provide useful information in assessing trends in our ongoing operating performance and may provide greater visibility in understanding the long-term financial performance of the Company. The computation of non-GAAP measures may not be comparable to similarly titled measures reported by other companies, thus limiting their use for comparability.
Pro Forma Adjusted EBITDA is defined as pro forma net income attributable to common shareholders, which incorporates the results of CMS prepared in accordance with the requirements of Article 11 of Regulation S-X, adjusted for pro forma interest expense and other, net, pro forma provision for income taxes, pro forma depreciation and amortization, and excludes the following discrete pro forma items:
-- Acquisition, transaction, and integration costs -- Represents acquisition,
transaction and integration costs, including severance, retention, and
other adjustments related to acquisition and integration activities.
-- Amortization of intangibles -- Represents the amortization of intangible
assets.
-- Non-cash GAAP expense (gain) -- Represents a non-cash goodwill impairment
charge and a non-cash gain on acquisition of controlling interest.
-- Loss on extinguishment of debt -- Represents the write-off of debt
discount and debt issuance costs as a result of debt modifications.
-- Utilization of certain fair market value adjustments assigned in purchase
accounting -- Represents the periodic utilization of the fair market
value adjustments assigned to certain equity method investments and
non-controlling interests based on the remaining period of performance
for the related contract.
-- Share-based compensation -- Represents non-cash compensation expenses
recognized for share based arrangements.
Pro Forma Adjusted EBITDA Margin is defined as Pro Forma Adjusted EBITDA divided by Pro Forma Revenues.
Pro Forma Adjusted Net Income is defined as pro forma net income attributable to common shareholders, which incorporates the results of CMS prepared in accordance with the requirements of Article 11 of Regulation S-X, excluding the discrete pro forma items listed under Pro Forma Adjusted EBITDA and the related pro forma tax impacts.
Pro Forma Adjusted Diluted EPS is defined as Pro Forma Adjusted Net Income divided by pro forma diluted weighted average number of common shares outstanding.
AMENTUM HOLDINGS, INC.
UNAUDITED PRO FORMA NON-GAAP FINANCIAL MEASURES
(in millions, except per share data and margin percentages)
The following table presents the unaudited pro forma combined reconciliation of Pro Forma Adjusted EBITDA, Pro Forma Adjusted EBITDA Margin, Pro Forma Adjusted Net Income and Pro Forma Adjusted Diluted EPS to the most directly comparable pro forma measures for the Company, including CMS, for the three months ended March 29, 2024:
For the Three Months Ended March 29, 2024
---------------------------------------------------------------------------------------------
Acquisition,
transaction Utilization of
and fair market Pro Forma
Pro Forma integration Amortization of value Share-based Non-GAAP
results costs intangibles adjustments compensation results
------------ -------------- ---------------- -------------- ------------- --------------
Revenues $3,465 $ -- $ -- $ -- $ -- $3,465
Operating income $ 114 $ 4 $ 133 $ -- $ 3 $ 254
Non-operating
expenses, net (85) -- -- -- -- (85)
----- --- ---- ------- ----- ----- ----- ------ ------------ ----- -----
Income before income
taxes 29 4 133 -- 3 169
Benefit
(provision) for
income taxes
(1) 10 (1) (49) -- -- (40)
----- ---- ---- ------ ----- ---- ----- ------ ------------ ----- -----
Net income including
non-controlling
interests 39 3 84 -- 3 129
Less: net income
(loss)
attributable to
non-controlling
interests 1 -- -- (5) -- (4)
----- ---- ---- ------- ----- ----- ----- ----- ------------ ----- -----
Net income (loss)
attributable to
common
shareholders $ 40 $ 3 $ 84 $ (5) $ 3 $ 125
===== ==== ==== ======= ===== ===== ===== ===== ============ ===== ======
Basic and diluted
income (loss) per
share attributable
to common
shareholders $ 0.16 $0.01 $ 0.35 $(0.02) $ 0.01 $ 0.51
Basic and diluted
weighted average
shares outstanding 243 243 243 243 243 243
Net income (loss)
attributable to
common
shareholders $ 40 $ 3 $ 84 $ (5) $ 3 $ 125
Net income
margin (2) 1.2% 3.6%
Depreciation
expense 10 -- -- -- -- 10
Amortization of
intangibles 133 -- (133) -- -- --
Interest expense
and other, net 85 -- -- -- -- 85
(Benefit)
provision for
income taxes (10) 1 49 -- -- 40
----- --- ---- ------- ----- ----- ----- ------ ------------ ----- ------
EBITDA (non-GAAP) $ 258 $ 4 $ -- $ (5) $ 3 $ 260
===== ==== ==== ======= ===== ===== ===== ===== ============ ===== ======
EBITDA
margin 7.4% 7.5%
1 - Calculation uses a full year estimated statutory rate on each non-GAAP tax
deductible adjustment, unless the nature of the item requires application of
specific tax treatment for related impacts.
2 - Calculated as net income (loss) attributable to common shareholders
divided by revenues.
AMENTUM HOLDINGS, INC.
UNAUDITED PRO FORMA NON-GAAP FINANCIAL MEASURES
(in millions, except per share data and margin percentages)
(MORE TO FOLLOW) Dow Jones Newswires
May 06, 2025 16:30 ET (20:30 GMT)
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