Acquisitions and Divestitures (Tables)

3 Months Ended

Dec. 31, 2019

Acquisitions

Schedule of unaudited pro forma information

The following unaudited pro forma information presents our consolidated results of operations as if Nuvotronics, GRIDSMART, and Trafficware had been included in our consolidated results since October 1, 2018 (in millions):

	Three Months Ended
	December 31,
	2019		2018
Net sales	$	328.8	$	316.9
Net loss	$	(20.0)	$	(10.0)

Schedule of changes in the carrying amount of goodwill

Changes in goodwill for the three months ended December 31, 2019 were as follows for each of our reporting units (in thousands):

	Cubic Transportation		Cubic Mission		Cubic Global
	Systems		Solutions		Defense		Total
Net balances at September 30, 2019	$	254,592	$	181,424	$	142,081	$	578,097
Adjustments		603		—		—		603
Foreign currency exchange rate changes		2,862		738		249		3,849
Net balances at December 31, 2019	$	258,057	$	182,162	$	142,330	$	582,549

Nuvotronics

Acquisitions

Schedule of Business Combination Operating Results

Nuvotronics’ sales and results of operations included in our operating results were as follows (in millions):

	Three Months Ended
	December 31,
	2019		2018
Sales	$	2.8	$	—
Operating loss		(0.4)		—
Net loss after taxes		(0.4)		—

Schedule of Business Combination components of operating results

Nuvotronics’ operating results above included the following amounts (in millions):

	Three Months Ended
	December 31,
	2019		2018
Amortization	$	1.3	$	—
Acquisition-related expenses		0.5		—
(Gain) loss for changes in fair value of contingent consideration		(4.1)		—

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):

Technology	$	22.7
Trade name		1.5
Backlog		1.4
Non-compete agreements		0.5
Customer relationships		0.6
Accounts receivable and contract assets		2.6
Fixed assets		2.7
Accounts payable and accrued expenses		(1.8)
Deferred taxes		(3.2)
Other net assets acquired (liabilities assumed)		(0.6)
Net identifiable assets acquired		26.4
Goodwill		40.4
Net assets acquired	$	66.8

Schedule of estimated amortization expense related to acquisition

The estimated amortization expense related to the intangible assets recorded in connection with our acquisition of Nuvotronics is as follows (in millions):

Year Ended
September 30,
2020	$	4.0
2021		3.0
2022		3.0
2023		2.9
2024		2.7
Thereafter		10.1

GRIDSMART

Acquisitions

Schedule of Business Combination Operating Results

GRIDSMART’s sales and results of operations included in our operating results were as follows (in millions):

	Three Months Ended
	December 31,
	2019		2018
Sales	$	4.1	$	—
Operating loss		(1.7)		—
Net loss after taxes		(1.7)		—

Schedule of Business Combination components of operating results

GRIDSMART’s operating results above included the following amounts (in millions):

	Three Months Ended
	December 31,
	2019		2018
Amortization	$	1.3	$	—
Acquisition-related expenses		0.5		—

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):

Technology	$	25.7
Customer relationships		3.6
Trade name		2.4
Inventory		4.3
Accounts receivable		1.7
Accounts payable and accrued expenses		(1.9)
Deferred taxes		(3.3)
Other net assets acquired		0.5
Net identifiable assets acquired		33.0
Goodwill		53.8
Net assets acquired	$	86.8

Schedule of estimated amortization expense related to acquisition

The estimated amortization expense related to the intangible assets recorded in connection with our acquisition of GRIDSMART is as follows (in millions):

Year Ended
September 30,
2020	$	5.3
2021		3.9
2022		3.5
2023		3.5
2024		3.5
Thereafter		8.1

Trafficware

Acquisitions

Schedule of Business Combination Operating Results

Trafficware’s sales and results of operations included in our operating results were as follows (in millions):

	Three Months Ended
	December 31,
	2019		2018
Sales	$	9.1	$	10.5
Operating loss		(3.0)		(3.3)
Net loss after taxes		(3.0)		(3.3)

Schedule of Business Combination components of operating results

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

	Three Months Ended
	December 31,
	2019		2018
Amortization	$	2.8	$	4.3
Acquisition-related expenses		0.5		1.4

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):

Technology	$	43.3
Customer relationships		21.9
Backlog		4.8
Trade name		4.6
Accounts receivable		10.4
Inventory		9.9
Accounts payable and accrued expenses		(9.5)
Other net assets acquired (liabilities assumed)		(2.0)
Net identifiable assets acquired		83.4
Goodwill		153.8
Net assets acquired	$	237.2

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 is as follows (in millions):

Year Ended
September 30,
2020	$	11.4
2021		11.4
2022		11.4
2023		6.4
2024		5.9
Thereafter		12.9