Acquisitions (Tables)

6 Months Ended

Mar. 31, 2017

Acquisitions

Schedule of unaudited pro forma information

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

	Six Months Ended				Three Months Ended
	March 31,				March 31,
	2017		2016		2017		2016
Net sales	$	678.6	$	703.2	$	343.7	$	369.1
Net income (loss)	$	(2.7)	$	3.8	$	0.5	$	9.5

Schedule of changes in the carrying amount of goodwill

Changes in goodwill for the six months ended March 31, 2017 were as follows (in millions):

			Cubic Global		Cubic Global
	Transportation		Defense		Defense
	Systems		Systems		Services		Total
Net balances at September 30, 2016	$	49,630	$	262,966	$	94,350	$	406,946
Acquisitions		—		3,642		—		3,642
Foreign currency exchange rate changes		(1,266)		(231)		—		(1,497)
Net balances at March 31, 2017	$	48,364	$	266,377	$	94,350	$	409,091

Vocality

Acquisitions

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	$	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)		(0.2)
Net identifiable assets acquired		6.0
Goodwill		3.6
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 2017 through 2021 and thereafter is as follows (in millions):

Year Ended
September 30,
2017	$	0.6
2018		0.8
2019		0.7
2020		0.6
2021		0.5
Thereafter		1.7

Schedule of Business Combination Operating Results

Vocality’s sales and results of operations included in our operating results for the quarter and six-months ended March 31, 2017 and 2016 were as follows (in millions):

	Six Months Ended				Three Months Ended
	March 31,				March 31,
	2017		2016		2017		2016
Sales	$	0.8	$	—	$	0.7	$	—
Operating income (loss)		(1.6)		—		(0.5)		—
Net income (loss) after taxes		(1.5)		—		(0.6)		—

Components of Business Combination Operating Results

Vocality’s operating results above included the following amounts for the quarter and six month periods (in millions):

	Six Months Ended				Three Months Ended
	March 31,				March 31,
	2017		2016		2017		2016
Amortization	$	0.2	$	—	$	0.2	$	—
Acquisition-related expenses		1.2		—		0.4		—

GATR

Acquisitions

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	$	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 2017 through 2021 and thereafter is as follows (in millions):

Year Ended
September 30,
2017	$	12.7
2018		11.1
2019		9.8
2020		8.3
2021		6.9
Thereafter		13.2

Schedule of Business Combination Operating Results

GATR’s sales and results of operations included in our operating results for the quarter and six months ended March 31, 2017 and 2016 were as follows (in millions):

	Six Months Ended				Three Months Ended
	March 31,				March 31,
	2017		2016		2017		2016
Sales	$	27.4	$	9.3	$	8.9	$	9.3
Operating income (loss)		(5.3)		(20.7)		(4.8)		(20.7)
Net loss after taxes		(3.2)		(18.3)		(2.9)		(18.3)

Components of Business Combination Operating Results

GATR’s operating results above included the following amounts for the quarter and six-month periods (in millions):

	Six Months Ended				Three Months Ended
	March 31,				March 31,
	2017		2016		2017		2016
Amortization	$	6.6	$	2.4	$	3.0	$	2.4
Gains (losses) for changes in fair value of contingent consideration		1.7		(0.1)		1.3		(0.1)
Acquisition-related expenses		0.8		19.4		—		18.8

TeraLogics

Acquisitions

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 2017 through 2021 and thereafter is as follows (in millions):

Year Ended
September 30,
2017	$	3.5
2018		2.8
2019		2.1
2020		1.4
2021		0.8
Thereafter		1.4

Schedule of Business Combination Operating Results

Teralogic’s sales and results of operations included in our operating results for the quarter and six months ended March 31, 2017 and 2016 were as follows (in millions):

	Six Months Ended				Three Months Ended
	March 31,				March 31,
	2017		2016		2017		2016
Sales	$	11.0	$	3.8	$	4.8	$	3.8
Operating income (loss)		(0.2)		(2.0)		(0.2)		(0.3)
Net loss after taxes		(0.1)		(1.2)		(0.1)		(0.2)

Components of Business Combination Operating Results

Teralogic’s operating results above included the following amounts for the quarter and six-month periods (in millions):

	Six Months Ended				Three Months Ended
	March 31,				March 31,
	2017		2016		2017		2016
Amortization	$	1.8	$	1.0	$	0.8	$	1.0
Gains (losses) for changes in fair value of contingent consideration		(0.2)		0.1		(0.3)		0.1
Acquisition-related expenses		0.1		2.2		—		0.5

H4 Global

Acquisitions

Schedule of Business Combination Operating Results

H4 Global’s sales and results of operations included in our operating results for the quarter and six months ended March 31, 2017 and 2016 were as follows (in millions):

	Six Months Ended				Three Months Ended
	March 31,				March 31,
	2017		2016		2017		2016
Sales	$	1.6	$	0.6	$	0.9	$	0.6
Operating income (loss)		(0.3)		—		(0.1)		0.1
Net income (loss) after taxes		(0.2)		—		—		—

Components of Business Combination Operating Results

H4 Global’s operating results above included the following amounts for the quarter and six-month periods (in millions):

	Six Months Ended				Three Months Ended
	March 31,				March 31,
	2017		2016		2017		2016
Amortization	$	0.1	$	—	$	0.1	$	—
Gains (losses) for changes in fair value of contingent consideration		0.1		0.2		—		0.2
Acquisition-related expenses		—		0.1		—		—