Acquisitions and Divestitures (Tables)

6 Months Ended

Mar. 31, 2020

Acquisitions

Schedule of unaudited pro forma information

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

	Three Months Ended				Six Months Ended
	March 31,				March 31,
	2020		2019		2020		2019
Net sales	$	321.5	$	342.3	$	654.6	$	665.8
Net loss		(39.3)		(17.7)		(68.1)		(33.3)

Schedule of changes in the carrying amount of goodwill

Changes in goodwill for the six months ended March 31, 2020 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
Acquisitions		30,621		172,068		—		202,689
Adjustments		603		—		—		603
Foreign currency exchange rate changes		385		99		(190)		294
Net balances at March 31, 2020	$	286,201	$	353,591	$	141,891	$	781,683

Cubic Mission Solutions

Acquisitions

Schedule of Business Combination Operating Results

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

	Three Months Ended
	March 31, 2020				March 31, 2019
	Pixia		Nuvotronics		Pixia		Nuvotronics
Sales	$	1.1	$	3.2	$	—	$	0.7
Operating loss		(10.0)		(4.5)		—		(1.7)
Net loss after taxes		(10.0)		(4.5)		—		(1.7)
	Six Months Ended
	March 31, 2020				March 31, 2019
	Pixia		Nuvotronics		Pixia		Nuvotronics
Sales	$	1.1	$	6.0	$	—	$	0.7
Operating loss		(10.0)		(4.9)		—		(1.7)
Net loss after taxes		(10.0)		(4.9)		—		(1.7)

Schedule of Business Combination components of operating results

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

	Three Months Ended
	March 31, 2020				March 31, 2019
	Pixia		Nuvotronics		Pixia		Nuvotronics
Amortization	$	7.2	$	0.9	$	—	$	0.1
Acquisition-related expenses		2.0		0.7		—		1.8
	Six Months Ended
	March 31, 2020				March 31, 2019
	Pixia		Nuvotronics		Pixia		Nuvotronics
Amortization	$	7.2	$	2.2	$	—	$	0.1
Acquisition-related expenses		2.0		1.3		—		1.8
Gain for changes in fair value of contingent consideration		—		(4.2)		—		—

Schedule of estimated amortization expense related to acquisition

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

Year Ending
September 30,	Pixia		Nuvotronics
2020	$	21.5	$	4.0
2021		28.7		3.0
2022		12.7		3.0
2023		7.3		2.9
2024		7.3		2.7
Thereafter		10.5		10.1

Cubic Transportation Systems

Acquisitions

Schedule of Business Combination Operating Results

The sales and results of operations from Delerrok, GRIDSMART and Trafficware included in our operating results were as follows (in millions):

	Three Months Ended
	March 31, 2020						March 31, 2019
	Delerrok		GRIDSMART		Trafficware		Delerrok		GRIDSMART		Trafficware
Sales	$	0.7	$	7.7	$	14.0	$	—	$	6.3	$	11.7
Operating income (loss)		(1.1)		0.9		(0.2)		—		(2.0)		(5.2)
Net income (loss) after taxes		(1.1)		0.9		(0.2)		—		(2.0)		(5.2)
	Six Months Ended
	March 31, 2020						March 31, 2019
	Delerrok		GRIDSMART		Trafficware		Delerrok		GRIDSMART		Trafficware
Sales	$	0.7	$	11.9	$	23.0	$	—	$	6.3	$	22.2
Operating income (loss)		(1.1)		(0.8)		(3.2)		—		(2.0)		(8.5)
Net loss after taxes		(1.1)		(0.8)		(3.2)		—		(2.0)		(8.5)

Schedule of Business Combination components of operating results

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

	Three Months Ended
	March 31, 2020						March 31, 2019
	Delerrok		GRIDSMART		Trafficware		Delerrok		GRIDSMART		Trafficware
Amortization	$	0.4	$	1.3	$	2.8	$	—	$	1.4	$	5.3
Acquisition-related expenses		0.7		(0.1)		0.4		—		1.8		2.1
	Six Months Ended
	March 31, 2020						March 31, 2019
	Delerrok		GRIDSMART		Trafficware		Delerrok		GRIDSMART		Trafficware
Amortization	$	0.4	$	2.7	$	5.7	$	—	$	1.4	$	9.6
Acquisition-related expenses		0.7		0.4		0.9		—		1.8		3.5

Schedule of estimated amortization expense related to acquisition

The estimated amortization expense related to the intangible assets recorded in connection with our acquisitions are as follows (in millions):

Year Ending
September 30,	Delerrok		GRIDSMART		Trafficware
2020	$	1.3	$	5.3	$	11.4
2021		1.7		3.9		11.4
2022		1.6		3.5		11.4
2023		1.6		3.5		6.4
2024		1.6		3.5		5.9
Thereafter		8.0		8.1		12.9

PIXIA Corp

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 assets acquired and liabilities assumed at the acquisition date (in millions):

Backlog	$	42.5
Customer relationships		25.5
Developed technology		14.1
Trade name		5.7
Accounts receivable, prepaids and other assets		3.9
Deferred taxes		(18.3)
Other net assets acquired (liabilities assumed)		(1.8)
Net identifiable assets acquired		71.6
Goodwill		172.1
Net assets acquired	$	243.7

Nuvotronics

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):

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

Delerrok Inc.

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):

Technology	$	14.9
Trade name		0.9
Accounts receivable		0.9
Other net assets acquired		(0.2)
Deferred tax liability		(2.0)
Net identifiable assets acquired		14.5
Goodwill		30.6
Net assets acquired	$	45.1

GRIDSMART

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):

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

Trafficware

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):

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