Acquisitions and Divestitures (Tables)

3 Months Ended

Dec. 31, 2018

Acquisitions

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

		Three Months Ended
	December 31, 2017
Net sales	$	92,293
Costs and expenses:
Cost of sales		83,120
Selling, general and administrative expenses		3,667
Amortization of purchased intangibles		608
Other income		(5)
Earnings from discontinued operations before income taxes		4,903
Income tax provision		3,254
Net income from discontinued operations	$	1,649

Schedule of unaudited pro forma information

The following unaudited pro forma information presents our consolidated results of operations as if Trafficware, Shield, and MotionDSP had been included in our consolidated results since October 1, 2017 (in millions):

	Three Months Ended
	December 31,
	2018		2017
Net sales	$	307.1	$	261.8
Net loss	$	(6.3)	$	(13.4)

Schedule of changes in the carrying amount of goodwill

Changes in goodwill for the three months ended December 31, 2018 were as follows for each of our reporting units (in thousands):

	Transportation		Cubic Mission		Cubic Global
	Systems		Solutions		Defense		Total
Net balances at September 30, 2018	$	49,786	$	138,127	$	145,713	$	333,626
Acquisitions		151,670		—		—		151,670
Foreign currency exchange rate changes		(798)		(73)		(96)		(967)
Net balances at December 31, 2018	$	200,658	$	138,054	$	145,617	$	484,329

Trafficware

Acquisitions

Schedule of Business Combination Operating Results

Trafficware’s sales and results of operations included in our operating results for the quarter ended December 31, 2018 and 2017 were as follows (in millions):

	Three Months Ended
	December 31,
	2018		2017
Sales	$	10.5	$	—
Operating loss		(3.3)		—
Net loss after taxes		(3.3)		—

Schedule of Business Combination components of operating results

Trafficware’s operating results above included the following amounts for the quarter (in millions):

	Three Months Ended
	December 31,
	2018		2017
Amortization	$	4.3	$	—
Acquisition-related expenses		1.4		—

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):

Technology	$	43.3
Customer Relationships		21.9
Backlog		4.8
Trade Name		4.6
Accounts Receivable		10.4
Inventory		9.4
Accounts payable and accrued expenses		(6.5)
Other net assets acquired (liabilities assumed)		(2.0)
Net identifiable assets acquired		85.9
Goodwill		151.7
Net assets acquired	$	237.6

Schedule of estimated amortization expense related to acquisition

The estimated amortization expense related to the intangible assets recorded in connection with our acquisition of Trafficware for fiscal years 2019 through 2023 and thereafter is as follows (in millions):

Year Ended
September 30,
2019	$	15.3
2020		11.4
2021		11.4
2022		11.4
2023		6.4
Thereafter		18.8

Shield Aviation

Acquisitions

Schedule of Business Combination Operating Results

Shield’s sales and results of operations included in our operating results for the three months ended December 31, 2018 and 2017 were as follows (in millions):

	December 31,
	2018		2017
Sales	$	—	$	—
Operating loss		(0.9)		—
Net loss after taxes		(0.9)		—

Schedule of Business Combination components of operating results

Shield’s operating results above included the following amounts for the three months ended December 31, 2018 and 2017 (in millions):

	December 31,
	2018		2017
Amortization	$	0.2	$	—
Acquisition-related expenses		—		—

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

The acquisition of Shield was paid for with funds from existing cash resources. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the acquisition date (in millions):

Technology	$	6.0
Other net assets acquired		0.3
Net identifiable assets acquired		6.3
Goodwill		6.5
Net assets acquired	$	12.8

Schedule of estimated amortization expense related to acquisition

The estimated amortization expense related to the intangible assets recorded in connection with our acquisition of Shield for fiscal years 2019 through 2023 and thereafter is as follows (in millions):

Year Ended
September 30,
2019	$	0.8
2020		0.8
2021		0.8
2022		0.8
2023		0.8
Thereafter		2.1

MotionDSP

Acquisitions

Schedule of Business Combination Operating Results

MotionDSP’s sales and results of operations included in our operating results since its consolidation in our financial statements for the quarters ended December 31, 2018 and 2017 were as follows (in millions):

	December 31,
	2018		2017
Sales	$	0.2	$	—
Operating loss		(0.4)		—
Net loss after taxes		(0.4)		—

Schedule of Business Combination components of operating results

MotionDSP’s operating results above included the following amounts for the quarters ended December 31, 2018 and 2017 (in millions):

	December 31,
	2018		2017
Amortization	$	0.2	$	—
Acquisition-related expenses		0.1		—

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

The acquisition of MotionDSP was paid for with funds from existing cash resources. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the acquisition date (in millions):

Customer relationships	$	0.2
Technology		4.5
Trade name		0.1
Accounts payable and accrued expenses		(0.3)
Other noncurrent liabilities		(0.8)
Other net liabilities assumed		(0.9)
Net identifiable assets acquired		2.8
Goodwill		6.7
Net assets acquired	$	9.5

Schedule of estimated amortization expense related to acquisition

The estimated amortization expense related to the intangible assets recorded in connection with our acquisition of MotionDSP for fiscal years 2019 through 2023 and thereafter is as follows (in millions):

Year Ended
September 30,
2019	$	0.7
2020		0.7
2021		0.7
2022		0.7
2023		0.7
Thereafter		0.8