Cover Page Cover Page
Cover Page Cover Page - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 01, 2021 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 000-49604 | |
Entity Registrant Name | ManTech International Corporation | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 22-1852179 | |
Entity Address, Address Line One | 2251 Corporate Park Drive | |
Entity Address, City or Town | Herndon | |
Entity Address, State or Province | VA | |
Entity Address, Postal Zip Code | 20171 | |
City Area Code | 703 | |
Local Phone Number | 218-6000 | |
Title of 12(b) Security | Class A Common Stock | |
Trading Symbol | MANT | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Small Reporting Company | false | |
Emerging Growth Company | false | |
Entity Shell Company | false | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0000892537 | |
Current Fiscal Year End Date | --12-31 | |
Class A common stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 27,562,407 | |
Class B common stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 13,176,695 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
ASSETS | ||
Cash and cash equivalents | $ 145,414,000 | $ 41,193,000 |
Receivables—net | 389,403,000 | 400,621,000 |
Prepaid expenses | 30,752,000 | 26,243,000 |
Taxes receivable—current | 17,838,000 | 21,968,000 |
Other current assets | 8,339,000 | 6,354,000 |
Total Current Assets | 591,746,000 | 496,379,000 |
Goodwill | 1,238,090,000 | 1,237,894,000 |
Other intangible assets—net | 182,234,000 | 202,231,000 |
Property and equipment—net | 127,042,000 | 121,296,000 |
Operating lease right of use assets | 79,266,000 | 94,825,000 |
Employee supplemental savings plan assets | 40,996,000 | 37,848,000 |
Investments | 11,555,000 | 11,549,000 |
Other assets | 13,232,000 | 11,642,000 |
TOTAL ASSETS | 2,284,161,000 | 2,213,664,000 |
LIABILITIES | ||
Accounts payable | 164,387,000 | 142,360,000 |
Accrued salaries and related expenses | 121,767,000 | 123,953,000 |
Contract liabilities | 34,442,000 | 37,218,000 |
Operating lease obligations—current | 31,291,000 | 30,105,000 |
Accrued expenses and other current liabilities | 8,924,000 | 15,177,000 |
Total Current Liabilities | 360,811,000 | 348,813,000 |
Deferred income taxes | 152,586,000 | 141,638,000 |
Operating lease obligations—long term | 67,306,000 | 80,242,000 |
Accrued retirement | 34,841,000 | 36,310,000 |
Long-term debt | 0 | 15,000,000 |
Other long-term liabilities | 12,215,000 | 12,249,000 |
TOTAL LIABILITIES | 627,759,000 | 634,252,000 |
COMMITMENTS AND CONTINGENCIES | ||
STOCKHOLDERS' EQUITY | ||
Additional paid-in capital | 562,159,000 | 545,717,000 |
Treasury stock | (9,158,000) | (9,158,000) |
Retained earnings | 1,103,243,000 | 1,042,676,000 |
Accumulated other comprehensive loss | (252,000) | (230,000) |
TOTAL STOCKHOLDERS' EQUITY | 1,656,402,000 | 1,579,412,000 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | 2,284,161,000 | 2,213,664,000 |
Class A common stock | ||
STOCKHOLDERS' EQUITY | ||
Common stock | 278,000 | 275,000 |
Class B common stock | ||
STOCKHOLDERS' EQUITY | ||
Common stock | $ 132,000 | $ 132,000 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets Parentheticals - $ / shares | Sep. 30, 2021 | Dec. 31, 2020 |
Treasury Stock, Shares | 244,113 | 244,113 |
Class A common stock | ||
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized | 150,000,000 | 150,000,000 |
Common Stock, Shares, Issued | 27,803,379 | 27,538,474 |
Common Stock, Shares, Outstanding | 27,559,266 | 27,294,361 |
Class B common stock | ||
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized | 50,000,000 | 50,000,000 |
Common Stock, Shares, Issued | 13,176,695 | 13,176,695 |
Common Stock, Shares, Outstanding | 13,176,695 | 13,176,695 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
REVENUE | $ 637,821,000 | $ 636,196,000 | $ 1,919,623,000 | $ 1,879,600,000 |
Cost of services | 536,205,000 | 538,000,000 | 1,631,790,000 | 1,597,764,000 |
General and administrative expenses | 48,343,000 | 58,855,000 | 143,477,000 | 164,011,000 |
OPERATING INCOME | 53,273,000 | 39,341,000 | 144,356,000 | 117,825,000 |
Interest expense | (606,000) | (310,000) | (1,326,000) | (1,597,000) |
Interest income | 36,000 | 40,000 | 115,000 | 227,000 |
Other (expense), net | (92,000) | (29,000) | (225,000) | (51,000) |
INCOME FROM OPERATIONS BEFORE INCOME TAXES AND EQUITY METHOD INVESTMENTS | 52,611,000 | 39,042,000 | 142,920,000 | 116,404,000 |
Provision for income taxes | (14,655,000) | (9,303,000) | (36,026,000) | (28,037,000) |
Equity in losses of unconsolidated subsidiaries | 0 | 0 | (1,000) | (1,000) |
NET INCOME | $ 37,956,000 | $ 29,739,000 | $ 106,893,000 | $ 88,366,000 |
Class A common stock | ||||
BASIC EARNINGS PER SHARE: | ||||
Basic earnings per share | $ 0.93 | $ 0.74 | $ 2.63 | $ 2.19 |
DILUTED EARNINGS PER SHARE: | ||||
Diluted earnings per share | 0.93 | 0.73 | 2.61 | 2.18 |
Class B common stock | ||||
BASIC EARNINGS PER SHARE: | ||||
Basic earnings per share | 0.93 | 0.74 | 2.63 | 2.19 |
DILUTED EARNINGS PER SHARE: | ||||
Diluted earnings per share | $ 0.93 | $ 0.73 | $ 2.61 | $ 2.18 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
NET INCOME | $ 37,956 | $ 29,739 | $ 106,893 | $ 88,366 |
OTHER COMPREHENSIVE LOSS: | ||||
Translation adjustments, net of tax | (3) | (19) | (22) | (44) |
Total other comprehensive loss | (3) | (19) | (22) | (44) |
COMPREHENSIVE INCOME | $ 37,953 | $ 29,720 | $ 106,871 | $ 88,322 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Stockholders' Equity Statement - USD ($) | Total | Common StockCommon Stock, Class A | Common StockCommon Stock, Class B | Additional Paid-In Capital | Treasury Stock, at cost | Retained Earnings | Accumulated Other Comprehensive Loss |
At beginning of period at Dec. 31, 2019 | $ 272,000 | $ 132,000 | $ 525,851,000 | $ (9,158,000) | $ 973,767,000 | $ (222,000) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Stock option exercises | 1,000 | 5,917,000 | |||||
Stock-based compensation expense | $ 8,533,000 | 1,000 | 8,532,000 | ||||
Payment consideration to tax authority on employees' behalf | (1,014,000) | ||||||
Net income | 88,366,000 | 88,366,000 | |||||
Dividends | (38,685,000) | ||||||
Translation adjustments, net of tax | (44,000) | (44,000) | |||||
At end of period at Sep. 30, 2020 | 1,553,716,000 | 274,000 | 132,000 | 539,286,000 | (9,158,000) | 1,023,448,000 | (266,000) |
At beginning of period at Jun. 30, 2020 | 274,000 | 132,000 | 535,464,000 | (9,158,000) | 1,006,624,000 | (247,000) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Stock option exercises | 0 | 1,036,000 | |||||
Stock-based compensation expense | 0 | 3,023,000 | |||||
Payment consideration to tax authority on employees' behalf | (237,000) | ||||||
Net income | 29,739,000 | 29,739,000 | |||||
Dividends | (12,915,000) | ||||||
Translation adjustments, net of tax | (19,000) | (19,000) | |||||
At end of period at Sep. 30, 2020 | 1,553,716,000 | 274,000 | 132,000 | 539,286,000 | (9,158,000) | 1,023,448,000 | (266,000) |
At beginning of period at Dec. 31, 2020 | 1,579,412,000 | 275,000 | 132,000 | 545,717,000 | (9,158,000) | 1,042,676,000 | (230,000) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Stock option exercises | 2,000 | 8,019,000 | |||||
Stock-based compensation expense | 11,516,000 | 1,000 | 11,515,000 | ||||
Payment consideration to tax authority on employees' behalf | (3,092,000) | ||||||
Net income | 106,893,000 | 106,893,000 | |||||
Dividends | (46,326,000) | ||||||
Translation adjustments, net of tax | (22,000) | (22,000) | |||||
At end of period at Sep. 30, 2021 | 1,656,402,000 | 278,000 | 132,000 | 562,159,000 | (9,158,000) | 1,103,243,000 | (252,000) |
At beginning of period at Jun. 30, 2021 | 278,000 | 132,000 | 557,211,000 | (9,158,000) | 1,080,762,000 | (249,000) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Stock option exercises | 0 | 1,587,000 | |||||
Stock-based compensation expense | 0 | 3,960,000 | |||||
Payment consideration to tax authority on employees' behalf | (599,000) | ||||||
Net income | 37,956,000 | 37,956,000 | |||||
Dividends | (15,475,000) | ||||||
Translation adjustments, net of tax | (3,000) | (3,000) | |||||
At end of period at Sep. 30, 2021 | $ 1,656,402,000 | $ 278,000 | $ 132,000 | $ 562,159,000 | $ (9,158,000) | $ 1,103,243,000 | $ (252,000) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES: | ||
Net income | $ 106,893,000 | $ 88,366,000 |
Adjustments to reconcile net income to net cash flow from (used in) operating activities: | ||
Depreciation and amortization | 57,438,000 | 51,281,000 |
Noncash lease expense | 27,002,000 | 20,738,000 |
Stock-based compensation expense | 11,516,000 | 8,533,000 |
Deferred income taxes | 10,948,000 | 11,127,000 |
Change in allowance for bad debts | (3,499,000) | 5,244,000 |
Contract loss reserve | 0 | (372,000) |
Change in assets and liabilities—net of effects from acquired businesses: | ||
Receivables—net | 14,638,000 | 10,877,000 |
Taxes receivable—current | 4,130,000 | (5,825,000) |
Prepaid expenses | (3,843,000) | (7,838,000) |
Other current assets | 1,180,000 | (1,333,000) |
Employee supplemental savings plan asset | (3,375,000) | (2,042,000) |
Other long-term assets | (3,775,000) | (1,939,000) |
Accounts payable | 24,850,000 | 23,490,000 |
Operating lease obligations | (26,465,000) | (22,102,000) |
Accrued expenses and other current liabilities | (6,753,000) | (925,000) |
Contract liabilities | (2,292,000) | 12,438,000 |
Accrued salaries and related expenses | (2,123,000) | 29,812,000 |
Accrued retirement | (1,469,000) | (2,328,000) |
Other long-term liabilities | 0 | 100,000 |
Other | 49,000 | (169,000) |
Net cash flow from operating activities | 205,050,000 | 217,133,000 |
CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES: | ||
Purchases of property and equipment | (41,199,000) | (53,685,000) |
Proceeds from corporate owned life insurance | 227,000 | 4,137,000 |
Investment in capitalized software | 0 | (5,193,000) |
Proceeds from sale of property and equipment | 0 | 869,000 |
Net cash (used in) investing activities | (40,972,000) | (53,872,000) |
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES: | ||
Borrowing under credit agreement | 207,500,000 | 285,500,000 |
Repayments under credit agreement | (222,500,000) | (322,000,000) |
Dividends paid | (46,332,000) | (38,689,000) |
Proceeds from exercise of stock options | 8,020,000 | 5,918,000 |
Debt issuance costs | (3,315,000) | 0 |
Payment consideration to tax authority on employees' behalf | (3,092,000) | (1,014,000) |
Principal paid on financing leases | (138,000) | (118,000) |
Net cash (used in) financing activities | (59,857,000) | (70,403,000) |
NET CHANGE IN CASH AND CASH EQUIVALENTS | 104,221,000 | 92,858,000 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 41,193,000 | 8,854,000 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 145,414,000 | 101,712,000 |
SUPPLEMENTAL CASH FLOW INFORMATION | ||
Cash paid for interest | 1,008,000 | 1,568,000 |
Cash paid for income taxes, net of refunds | 20,789,000 | 22,619,000 |
Noncash investing and financing activities: | ||
Operating lease obligations arising from obtaining right of use assets | 14,685,000 | 6,459,000 |
Finance lease obligations arising from obtaining right of use assets | 141,000 | 107,000 |
Noncash investing activities | $ (319,000) | $ 5,480,000 |
Description of the Business (No
Description of the Business (Notes) | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of the Business [Text Block] | Description of the BusinessManTech International Corporation (depending on the circumstances, “ManTech” “Company” “we” “our” “ours” or “us”) provides mission-focused technology solutions and services for U.S. defense, intelligence community and federal civilian agencies. We excel in full-spectrum cyber, data collection & analytics, enterprise information technology (IT) and systems engineering and software application development solutions that support national and homeland security. |
Basis of Presentation (Notes)
Basis of Presentation (Notes) | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation [Text Block] | Basis of Presentation The accompanying condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and note disclosures normally included in the annual financial statements, prepared in accordance with accounting principles generally accepted in the U.S., have been condensed or omitted pursuant to those rules and regulations. The preparation of these condensed consolidated financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses. We recommend that you read these condensed consolidated financial statements in conjunction with the audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020, previously filed with the SEC. We believe that the condensed consolidated financial statements in this Form 10-Q reflect all adjustments that are necessary to fairly present the financial position, results of operations and cash flows for the interim periods presented. The results of operations for such interim periods are not necessarily indicative of the results that can be expected for the full year. We classify indirect cost incurred as cost of services and general and administrative expenses in the same manner as such costs are defined in our disclosure statements under U.S. Government Cost Accounting Standards. Effective January 1, 2021, we updated our disclosure statements with the Defense Contract Management Agency, resulting in certain costs being classified differently either as cost of services or as general and administrative expenses on a prospective basis. This change has caused a net increase in the reported cost of services and a net decrease in reported general and administrative expenses in 2021 as compared to 2020; however, total operating costs were not affected by this change. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers (Notes) | 9 Months Ended |
Sep. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customer [Text Block] | Revenue from Contracts with Customers We derive revenue from contracts with customers primarily from contracts with the U.S. government in the areas of defense, intelligence, homeland security and other federal civilian agencies. Substantially all of our revenue is derived from services and solutions provided to the U.S. government or to prime contractors supporting the U.S. government, including services by our employees and our subcontractors, and solutions that include third-party hardware and software that we purchase and integrate as a part of our overall solutions. Customer requirements may vary from period-to-period depending on specific contract and customer requirements. We provide our services and solutions under three types of contracts: cost-reimbursable, fixed-price and time-and-materials. Under cost-reimbursable contracts, we are reimbursed for costs that are determined to be reasonable, allowable and allocable to the contract and paid a fee representing the profit margin negotiated between us and the contracting agency, which may be fixed or performance based. Under fixed-price contracts, we perform specific tasks for a fixed price. Fixed-price contracts may include either a product delivery or specific service performance over a defined period. Under time-and-materials contracts, we are reimbursed for labor at fixed hourly rates and are generally reimbursed separately for allowable materials and expenses at cost. For contracts that do not meet the criteria to measure performance as a right to invoice under the series guidance, we utilize an Estimate at Completion process to measure progress toward completion. We typically estimate progress towards completion based on cost incurred or direct labor incurred. As part of this process, we review information including, but not limited to, any outstanding key contract matters, progress towards completion and the related program schedule, identified risks and opportunities and the related changes in estimates of revenue and costs. The risks and opportunities include judgments about the ability and cost to achieve the contract milestones and other technical contract requirements. We make assumptions and estimates regarding labor productivity and availability, the complexity of the work to be performed, the availability of materials, the length of time to complete the performance obligation, execution by our subcontractors, the availability and timing of funding from our customer and overhead cost rates, among other variables. A significant change in one or more of these estimates could affect the timing in which we recognize revenue on our contracts. For the three months ended September 30, 2021 and 2020, the aggregate impact of adjustments in contract estimates increased our revenue by $3.7 million and $4.3 million, respectively. For nine months ended September 30, 2021 and 2020, the aggregate impact of adjustments in contract estimates increased our revenue by $8.1 million and $9.4 million, respectively. We have one reportable segment. Our U.S. government customers typically exercise independent decision-making and contracting authority. Offices or divisions within an agency or department of the U.S. government may directly, or through a prime contractor, use our services as a separate customer as long as the customer has independent decision-making and contracting authority within its organization. We treat sales to U.S. government customers as sales within the U.S. regardless of where the services are performed. We generated 100% and 99% of our revenue from sales in the U.S. for each of the three months ended September 30, 2021 and 2020, respectively. We generated 100% and 99% of our revenue from sales in the U.S. for each of the nine months ended September 30, 2021 and 2020, respectively. The following tables disclose revenue (in thousands) by contract type, customer and contractor type for the periods presented. Three months ended Nine months ended 2021 2020 2021 2020 Cost-reimbursable $ 441,588 $ 431,991 $ 1,305,313 $ 1,283,522 Fixed-price 113,122 126,402 362,804 368,316 Time-and-materials 83,111 77,803 251,506 227,762 Revenue $ 637,821 $ 636,196 $ 1,919,623 $ 1,879,600 Three months ended Nine months ended 2021 2020 2021 2020 U.S. Government $ 631,765 $ 624,888 $ 1,903,018 $ 1,848,043 State agencies, international agencies and commercial entities 6,056 11,308 16,605 31,557 Revenue $ 637,821 $ 636,196 $ 1,919,623 $ 1,879,600 Three months ended Nine months ended 2021 2020 2021 2020 Prime contractor $ 596,420 $ 579,858 $ 1,787,800 $ 1,712,403 Subcontractor 41,401 56,338 131,823 167,197 Revenue $ 637,821 $ 636,196 $ 1,919,623 $ 1,879,600 The components of our receivables are as follows (in thousands): September 30, 2021 December 31, 2020 Billed receivables $ 313,336 $ 312,991 Unbilled receivables 91,251 106,007 Allowance for doubtful accounts (15,184) (18,377) Receivables—net $ 389,403 $ 400,621 Receivables at September 30, 2021 are expected to be substantially collected within one year except for approximately $4.1 million, of which a majority is related to U.S. government receivables. We do not believe that we have significant exposure to credit risk as billed receivables and unbilled receivables are primarily due from the U.S. government. The allowance for doubtful accounts represents our estimate for exposure due to compliance, contractual issues and bad debts related to prime contractors. At September 30, 2021 and December 31, 2020, our contract liabilities are $34.4 million and $37.2 million, respectively. Changes in the balance of contract liabilities are primarily due to the timing difference between our performance and our customers' payments. For the three months ended September 30, 2021, the amount of revenue that was included in the opening contract liabilities balance was $1.2 million. For the nine months ended September 30, 2021, the amount of revenue that was included in the opening contract liabilities balance was $30.6 million. The remaining performance obligation as of September 30, 2021 is $2.2 billion. The following table discloses when we expect to recognize the remaining performance obligation as revenue (in billions): For the remaining three months ending December 31, 2021 For the year ending December 31, 2022 December 31, 2023 Thereafter $ 0.6 $ 1.0 $ 0.2 $ 0.4 |
Leases (Notes)
Leases (Notes) | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Lessee, Operating Leases | Leases Our operating leases are primarily made up of real estate. Our finance leases are primarily made up of transportation vehicles and equipment. There have been no material changes to our finance leases from the Form 10-K filed as of December 31, 2020. The balance sheet information related to our operating leases was as follows (dollars in thousands): September 30, 2021 December 31, 2020 Operating Leases Operating lease right of use assets $ 79,266 $ 94,825 Operating lease obligations—current $ 31,291 $ 30,105 Operating lease obligations—long term $ 67,306 $ 80,242 The components of operating lease expense are as follows: Three months ended Nine months ended 2021 2020 2021 2020 Operating lease expense $ 12,004 $ 8,465 $ 28,907 $ 25,548 |
Acquisitions (Notes)
Acquisitions (Notes) | 9 Months Ended |
Sep. 30, 2021 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Tapestry Technologies (Tapestry) —On December 11, 2020, we completed the acquisition of Tapestry through a share purchase agreement by and among ManTech International Corporation, Tapestry Technologies, Inc., Project Tribune Holdings, Inc. (Holdco), and all of the shareholders of the Holdco. Tapestry provides unique insight and cybersecurity solutions to the U.S. Defense Information Systems Agency (DISA) and the Department of Defense (DoD). This acquisition broadens our footprint with DISA, serves as a springboard into the broader Defense Department IT marketspace, and provides us access to well-funded DISA and DoD programs. The acquisition was accounted for as a business combination. The results of Tapestry's operations have been included in our condensed consolidated financial statements since that date. We funded the acquisition with cash on hand and borrowing under our revolving credit facility. The purchase price of $46.3 million has been allocated to the underlying assets and liabilities based on their estimated fair value at the date of acquisition. The excess of the purchase price over the fair value of assets acquired and liabilities assumed was recorded as goodwill. The purchase price allocation for Tapestry is complete as of September 30, 2021. Recognition of goodwill is largely attributed to the value paid for Tapestry's capabilities, which will broaden our footprint within DISA and the Defense Department IT marketplace. The goodwill recorded for this transaction will be deductible for tax purposes over 15 years. The components of other intangible assets associated with the acquisition were customer relationships and backlog valued at $15.1 million and $1.4 million, respectively. The fair values of the customer relationships and backlog were determined using the excess earnings method (income approach) in which the value is derived from an estimation of the after-tax cash flows specifically attributable to backlog and customer relationships. Assumptions used in the analysis included revenue and expense forecasts, contributory asset charges, tax amortization benefit and discount rates. Customer contracts and related relationships represent the underlying relationships and agreements with Tapestry's existing customers. Customer relationships are amortized using the pattern of benefits method over their estimated useful lives of approximately 20 years. Backlog is amortized using the pattern of benefits method over its estimated useful life of 2 years. The weighted-average amortization period of other intangibles is 18 years. The following table represents the purchase price allocation for Tapestry (in thousands): Cash and cash equivalents $ 36 Receivables 3,926 Prepaid expenses 225 Goodwill 27,013 Other intangible assets 16,500 Property and equipment 269 Operating lease right of use assets 934 Other assets 10 Accounts payable (522) Accrued salaries and related expenses (1,142) Operating lease obligations—current (487) Accrued expenses and other current liabilities (59) Operating lease obligations—long term (453) Net assets acquired and liabilities assumed $ 46,250 Minerva Engineering (Minerva) —On November 9, 2020, we completed the acquisition of Minerva through a membership interest purchase agreement by and among ManTech International Corporation, Minerva Engineering, LLC and NH Holdco LLC. Minerva is a leading provider of advanced cyber services that support the intelligence community, including risk and vulnerability assessment, incident response and cyber intrusion detection, and wireless signal discovery. This acquisition enhances and expands our cyber defense capabilities within the intelligence community, adding new customers, new past performance qualifications, mission-critical contracts, and highly skilled, cleared professionals that increase our deep cyber security talent base. The acquisition was accounted for as a business combination. The results of Minerva's operations have been included in our condensed consolidated financial statements since that date. We paid for the acquisition with cash on November 9, 2020 and a short-term promissory note that was paid on November 12, 2020. The preliminary purchase price, which includes a finalized working capital adjustment, was $32.7 million. The preliminary purchase price has been preliminarily allocated to the underlying assets and liabilities based on their estimated fair value at the date of acquisition. The excess of the purchase price over the fair value of assets acquired and liabilities assumed was recorded as goodwill. As we are still in the process of reviewing the fair value of the assets acquired and liabilities assumed, the purchase price allocation for Minerva is not complete as of September 30, 2021. In accordance with ASC 805, Business Combinations , we expect to finalize our purchase price allocation within one year of the acquisition date. Recognition of goodwill is largely attributed to the value paid for Minerva's capabilities, which will broaden our footprint within the intelligence community through the addition of differentiated capabilities and access to new customers and contracts. The goodwill recorded for this transaction will be deductible for tax purposes over 15 years. The components of other intangible assets associated with the acquisition were customer relationships and backlog valued at $10.5 million and $1.1 million, respectively. The fair values of the customer relationships and backlog were determined using the excess earnings method (income approach) in which the value is derived from an estimation of the after-tax cash flows specifically attributable to backlog and customer relationships. Assumptions used in the analysis included revenue and expense forecasts, contributory asset charges, tax amortization benefit and discount rates. Customer contracts and related relationships represent the underlying relationships and agreements with Minerva's existing customers. Customer relationships are amortized using the pattern of benefits method over their estimated useful lives of approximately 20 years. Backlog is amortized using the pattern of benefits method over its estimated useful life of 2 years. The weighted-average amortization period for other intangible assets is 18 years. The following table represents the preliminary purchase price allocation for Minerva (in thousands): Cash and cash equivalents $ 56 Receivables 4,181 Prepaid expenses 28 Goodwill 19,807 Other intangible assets 11,600 Property and equipment 149 Operating lease right of use assets 968 Other assets 29 Accounts payable (1,875) Accrued salaries and related expenses (784) Operating lease obligations—current (384) Accrued expenses and other current liabilities (555) Operating lease obligations—long term (562) Net assets acquired and liabilities assumed $ 32,658 |
Earnings Per Share (Notes)
Earnings Per Share (Notes) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share [Text Block] | Earnings Per Share Under ASC 260, Earnings per Share , the two-class method is an earnings allocation formula that determines earnings per share for each class of common stock according to dividends declared (or accumulated) and participation rights in undistributed earnings. Under that method, basic and diluted earnings per share data are presented for each class of common stock. In applying the two-class method, we determined that undistributed earnings should be allocated equally on a per share basis between Class A and Class B common stock. Under our Certificate of Incorporation, the holders of the common stock are entitled to participate ratably, on a share-for-share basis as if all shares of common stock were of a single class, in such dividends as may be declared by the Board of Directors. During the nine months ended September 30, 2021 and 2020, we declared and paid quarterly dividends in the amounts of $0.38 per share and $0.32 per share, respectively, on both classes of common stock. Basic earnings per share has been computed by dividing net income available to common stockholders by the weighted average number of shares of common stock outstanding during each period. Shares issued during the period and shares reacquired during the period are weighted for the portion of the period in which the shares were outstanding. Diluted earnings per share have been computed in a manner consistent with that of basic earnings per share while giving effect to all potentially dilutive common shares that were outstanding during each period. The net income available to common stockholders and weighted average number of common shares outstanding used to compute basic and diluted earnings per share for each class of common stock are as follows (in thousands, except per share amounts): Three months ended Nine months ended 2021 2020 2021 2020 Distributed earnings $ 15,475 $ 12,915 $ 46,326 $ 38,685 Undistributed earnings 22,481 16,824 60,567 49,681 Net income $ 37,956 $ 29,739 $ 106,893 $ 88,366 Class A common stock: Basic net income available to common stockholders $ 25,663 $ 20,014 $ 72,200 $ 59,421 Basic weighted average common shares outstanding 27,512 27,139 27,421 27,071 Basic earnings per share $ 0.93 $ 0.74 $ 2.63 $ 2.19 Diluted net income available to common stockholders $ 25,754 $ 20,080 $ 72,495 $ 59,656 Effect of potential exercise of stock options 301 274 349 330 Diluted weighted average common shares outstanding 27,813 27,413 27,770 27,401 Diluted earnings per share $ 0.93 $ 0.73 $ 2.61 $ 2.18 Class B common stock: Basic net income available to common stockholders $ 12,293 $ 9,725 $ 34,693 $ 28,945 Basic weighted average common shares outstanding 13,177 13,187 13,177 13,187 Basic earnings per share $ 0.93 $ 0.74 $ 2.63 $ 2.19 Diluted net income available to common stockholders $ 12,202 $ 9,659 $ 34,398 $ 28,710 Diluted weighted average common shares outstanding 13,177 13,187 13,177 13,187 Diluted earnings per share $ 0.93 $ 0.73 $ 2.61 $ 2.18 For the three months ended September 30, 2021 and 2020, options to purchase 24,926 shares and 201,880 shares, respectively, were outstanding but not included in the computation of diluted earnings per share because the options' effect would have been anti-dilutive. For the nine months ended September 30, 2021 and 2020, options to purchase 8,673 shares and 221,845 shares, respectively, were outstanding but not included in the computation of diluted earnings per share because the options' effect would have been anti-dilutive. For the nine months ended September 30, 2021 and 2020, there were 163,577 shares and 127,467 shares, respectively, issued from the exercise of stock options. For the nine months ended September 30, 2021 and 2020 there were 135,349 shares and 54,433 shares, respectively, issued from the vesting of restricted stock units. |
Property and Equipment (Notes)
Property and Equipment (Notes) | 9 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment [Text Block] | Property and Equipment Major classes of property and equipment are summarized as follows (in thousands): September 30, December 31, Furniture and equipment $ 222,857 $ 194,470 Leasehold improvements 69,031 62,293 Finance leases 796 705 Property and equipment—gross 292,684 257,468 Accumulated depreciation and amortization (165,642) (136,172) Property and equipment—net $ 127,042 $ 121,296 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets (Notes) | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets [Text Block] | Goodwill and Other Intangible Assets The change in the carrying amount of goodwill during the year ended December 31, 2020 and nine months ended September 30, 2021 are as follows (in thousands): Goodwill Balance Goodwill at December 31, 2019 $ 1,191,259 Acquisitions 46,624 Acquisition fair value adjustment 11 Goodwill at December 31, 2020 1,237,894 Acquisition fair value adjustment 196 Goodwill at September 30, 2021 $ 1,238,090 Other intangible assets consisted of the following (in thousands): September 30, 2021 December 31, 2020 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Other intangible assets: Contract and program intangible assets $ 430,632 $ 256,859 $ 173,773 $ 430,632 $ 242,194 $ 188,438 Capitalized software 54,570 46,109 8,461 54,605 40,812 13,793 Total other intangible assets—net $ 485,202 $ 302,968 $ 182,234 $ 485,237 $ 283,006 $ 202,231 Amortization expense relating to intangible assets for the three months ended September 30, 2021 and 2020 was $6.9 million and $8.2 million, respectively. Amortization expense relating to intangible assets for the nine months ended September 30, 2021 and 2020 was $20.0 million and $21.2 million, respectively. Amortization expense for the nine months ended September 30, 2021 includes an impairment of $1.2 million for capitalized software. We estimate that we will have the following amortization expense for the future periods indicated below (in thousands): For the remaining three months ending December 31, 2021 $ 5,730 For the year ending: December 31, 2022 $ 23,448 December 31, 2023 $ 19,283 December 31, 2024 $ 17,486 December 31, 2025 $ 15,423 December 31, 2026 $ 14,331 |
Debt (Notes)
Debt (Notes) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt [Text Block] | DebtOn July 20, 2021, we amended and restated our credit agreement (Third Amended and Restated Credit Agreement) with a syndicate of lenders led by Bank of America, N.A., as sole administrative agent. The Third Amended and Restated Credit Agreement includes an aggregate principal amount of up to $1.1 billion made available through (i) a $500 million revolving credit facility with a $100 million letter of credit sublimit and a $50 million swing line loan sublimit and (ii) a $600 million delayed-draw term loan facility. Under the delayed-draw term loan facility, borrowings are available to be drawn prior to the first anniversary of the Third Amended and Restated Credit Agreement in up to three separate drawings in a minimal amount of $50 million. The Third Amended and Restated Credit Agreement also includes an accordion feature that permits us to arrange with the lenders for the provision of additional commitments. The maturity date of the Third Amended and Restated Credit Agreement is July 20, 2026. We have deferred $3.7 million in debt issuance costs, including $3.3 million due to the Third Amended and Restated Credit Agreement, which are being amortized over the term of the new credit agreement. Borrowings under the Third Amended and Restated Credit Agreement are collateralized by substantially all of our assets and those of our Material Subsidiaries and bear interest at one of the following variable rates as selected by us at the time of borrowing: a London Interbank Offer Rate base rate plus market-rate spreads (1.25% to 2.00% based on our consolidated total leverage ratio) or Bank of America's base rate plus market spreads (0.25% to 1.00% based on our consolidated total leverage ratio). The terms of the Third Amended and Restated Credit Agreement permit prepayment and termination of the loan commitments at any time, subject to certain conditions. The Third Amended and Restated Credit Agreement requires us to comply with specified financial covenants, including the maintenance of certain leverage ratios and a consolidated coverage ratio. The Third Amended and Restated Credit Agreement also contains various covenants, including affirmative covenants with respect to certain reporting requirements and maintaining certain business activities, and negative covenants that, among other things, may limit or impose restrictions on our ability to incur liens, incur additional indebtedness, make investments, make acquisitions and undertake certain other actions. As of and during the nine months ended September 30, 2021 and 2020, we were in compliance with these covenants. |
Commitments and Contingencies (
Commitments and Contingencies (Notes) | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies [Text Block] | Commitments and Contingencies Contracts with the U.S. government, including subcontracts, are subject to extensive legal and regulatory requirements and, from time-to-time, agencies of the U.S. government, in the ordinary course of business, investigate whether our operations are conducted in accordance with these requirements and the terms of the relevant contracts. U.S. government investigations of us, whether related to our U.S. government contracts or conducted for other reasons, could result in administrative, civil or criminal liabilities, including repayments, fines or penalties being imposed upon us, or could lead to suspension or debarment from future U.S. government contracting activities. Management believes it has adequately reserved for any losses that may be experienced from any investigation of which it is aware. The Defense Contract Audit Agency has substantially completed our incurred cost audits through 2018 with no material adjustments. The remaining audits for 2019 through 2020 are not expected to have a material effect on our financial position, results of operations or cash flow and management believes it has adequately reserved for any losses. In the normal course of business, we are involved in certain governmental and legal proceedings, claims and disputes and have litigation pending under several suits. We believe that the ultimate resolution of these matters will not have a material effect on our financial position, results of operations or cash flows. We have $2.1 million outstanding on our letter of credit, of which $1.6 million is related to an outstanding performance bond in connection with a contract between ManTech MENA, LLC and Jadwalean International Operations and Management Company to fulfill technical support requirements for the Royal Saudi Air Force. |
Stock-Based Compensation (Notes
Stock-Based Compensation (Notes) | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |
Stock-Based Compensation [Text Block] | Stock-Based Compensation Our 2016 Management Incentive Plan (the Plan) was designed to attract, retain and motivate key employees. The types of awards available under the Plan include, among others, stock options, restricted stock and restricted stock units (RSUs), among others. Equity awards granted under the Plan are settled in shares of Class A common stock. At the beginning of each year, the Plan provides that the number of shares available for issuance automatically increases by an amount equal to 1.5% of the total number of shares of Class A and Class B common stock outstanding on December 31 st of the previous year. On January 2, 2021, there were 607,066 additional shares made available for issuance under the Plan. Through September 30, 2021, the Board of Directors has authorized the issuance of up to 16,358,071 shares under this Plan. Through September 30, 2021, the remaining aggregate number of shares of our common stock available for future grants under the Plan was 7,684,850. The Plan expires in March 2026. The Plan is administered by the compensation committee of our Board of Directors, along with its delegates. Subject to the express provisions of the Plan, the committee has the Board of Directors’ authority to administer and interpret the Plan, including the discretion to determine the exercise price, vesting schedule, contractual life and the number of shares to be issued. Stock Compensation Expense —For the three months ended September 30, 2021 and 2020, we recorded $3.9 million and $3.0 million, respectively, of stock-based compensation expense. For the nine months ended September 30, 2021 and 2020, we recorded $11.5 million and $8.5 million, respectively, of stock-based compensation expense. No compensation expense of employees with stock awards, including stock-based compensation expense, was capitalized during the periods. For the three months ended September 30, 2021 and 2020, we recorded $0.4 million and $0.2 million, respectively, to income tax benefit related to the exercise of stock options, vested cancellations and the vesting of restricted stock and restricted stock units. For the nine months ended September 30, 2021 and 2020, we recorded $1.9 million and $1.0 million, respectively, to income tax benefit related to the exercise of stock options, vested cancellations and the vesting of restricted stock and restricted stock units. Stock Options —Under the Plan, we have issued stock options in the past. A stock option gives the holder the right, but not the obligation to purchase a certain number of shares at a predetermined price for a specific period of time. We did not grant any options during the nine months ended September 30, 2021 and year ended December 31, 2020. We have used the Black-Scholes-Merton option pricing model to determine the fair value of our awards on the date of grant. We will reconsider the use of the Black-Scholes-Merton model if additional information becomes available in the future that indicates another model would be more appropriate or if grants issued in future periods have characteristics that cannot be reasonably estimated under this model. Option grants that vested during the nine months ended September 30, 2021 and 2020 had a combined fair value of $1.1 million and $1.8 million, respectively. The following table summarizes stock option activity for the year ended December 31, 2020 and the nine months ended September 30, 2021: Number of Shares Weighted Average Exercise Price Aggregate Intrinsic Value Weighted Average Remaining Contractual Life Stock options outstanding at December 31, 2019 1,136,095 $ 54.98 $ 28,291 Exercised (223,405) $ 46.72 $ 6,897 Cancelled and expired (126,863) $ 61.17 Stock options outstanding at December 31, 2020 785,827 $ 56.33 $ 25,629 Exercised (163,577) $ 47.89 $ 6,270 Cancelled and expired (14,800) $ 63.50 Stock options outstanding at September 30, 2021 607,450 $ 58.42 $ 10,628 2 years Stock options exercisable at September 30, 2021 380,122 $ 54.37 $ 8,191 2 years The following table summarizes non-vested stock options for the nine months ended September 30, 2021: Number of Shares Weighted Average Fair Value Non-vested stock options at December 31, 2020 353,643 $ 11.66 Vested (113,516) $ 10.06 Cancelled (12,799) $ 12.27 Non-vested stock options at September 30, 2021 227,328 $ 12.43 Unrecognized compensation expense related to non-vested awards was $1.2 million as of September 30, 2021, which is expected to be recognized over a weighted-average period of 1 year. Restricted Stock —Under the Plan, we have issued restricted stock. A restricted stock award is an issuance of shares that cannot be sold or transferred by the recipient until the vesting period lapses. Restricted stock issued to members of our Board of Directors vest on the one year anniversary of the grant date. The related compensation expense is recognized over the service period and is based on the grant date fair value of the stock. The grant date fair value of the restricted stock is equal to the closing market price of our common stock on the date of grant. The following table summarizes the restricted stock activity during the year ended December 31, 2020 and the nine months ended September 30, 2021: Number of Shares Weighted Average Fair Value Non-vested restricted stock at December 31, 2019 24,000 $ 62.66 Granted 24,000 $ 71.11 Vested (24,000) $ 62.66 Non-vested restricted stock at December 31, 2020 24,000 $ 71.11 Granted 24,000 $ 86.01 Vested (24,000) $ 71.11 Non-vested restricted stock at September 30, 2021 24,000 $ 86.01 RSUs —Under the Plan, we have issued restricted stock units (RSUs). RSUs are not actual shares, but rather a right to receive shares in the future. The shares are not issued and the employee cannot sell or transfer shares prior to vesting and have no voting rights until the RSUs vest. Employees who are granted RSUs do not receive dividend payments during the vesting period. Our employees' time-based RSUs generally provide for the delivery of shares in one-third increments on the first, second and third anniversaries of the date of grant. The grant date fair value of the RSUs is equal to the closing market price of our common stock on the grant date less the present value of dividends expected to be awarded during the service period. We recognize the grant date fair value of RSUs of shares we expect to issue as compensation expense ratably over the requisite service period. The following table summarizes the non-vested RSU activity during the year ended December 31, 2020 and the nine months ended September 30, 2021: Number of Units Weighted Average Fair Value Non-vested RSUs at December 31, 2019 210,827 $ 55.31 Granted 266,880 $ 68.83 Vested (73,047) $ 53.85 Forfeited (57,861) $ 64.52 Non-vested RSUs at December 31, 2020 346,799 $ 64.48 Granted 197,670 $ 78.62 Vested (111,349) $ 61.75 Forfeited (17,005) $ 63.95 Non-vested RSUs at September 30, 2021 416,115 $ 71.95 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsOn October 29, 2021, the Company entered into a Unit Purchase Agreement by and among the Company, Gryphon Parent, LLC and Gryphon Finance, LLC to acquire Gryphon Technologies, Inc. in exchange for $350 million. We believe the acquisition of Gryphon Technologies, Inc. will further strengthen our long-term competitive position by adding differentiated digital and systems engineering capabilities across the Department of Defense. The transaction is subject to the Hart-Scott-Rodino Act and is expected to close within the fourth quarter of 2021. |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue by Contract Type [Table Text Block] | Three months ended Nine months ended 2021 2020 2021 2020 Cost-reimbursable $ 441,588 $ 431,991 $ 1,305,313 $ 1,283,522 Fixed-price 113,122 126,402 362,804 368,316 Time-and-materials 83,111 77,803 251,506 227,762 Revenue $ 637,821 $ 636,196 $ 1,919,623 $ 1,879,600 |
Revenue by Customer [Table Text Block] | Three months ended Nine months ended 2021 2020 2021 2020 U.S. Government $ 631,765 $ 624,888 $ 1,903,018 $ 1,848,043 State agencies, international agencies and commercial entities 6,056 11,308 16,605 31,557 Revenue $ 637,821 $ 636,196 $ 1,919,623 $ 1,879,600 |
Revenue by Contractor Type [Table Text Block] | Three months ended Nine months ended 2021 2020 2021 2020 Prime contractor $ 596,420 $ 579,858 $ 1,787,800 $ 1,712,403 Subcontractor 41,401 56,338 131,823 167,197 Revenue $ 637,821 $ 636,196 $ 1,919,623 $ 1,879,600 |
Schedule Of Contract Receivables [Table Text Block] | The components of our receivables are as follows (in thousands): September 30, 2021 December 31, 2020 Billed receivables $ 313,336 $ 312,991 Unbilled receivables 91,251 106,007 Allowance for doubtful accounts (15,184) (18,377) Receivables—net $ 389,403 $ 400,621 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Table Text Block] | The following table discloses when we expect to recognize the remaining performance obligation as revenue (in billions): For the remaining three months ending December 31, 2021 For the year ending December 31, 2022 December 31, 2023 Thereafter $ 0.6 $ 1.0 $ 0.2 $ 0.4 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Lessee, Lease, Balance Sheet | The balance sheet information related to our operating leases was as follows (dollars in thousands): September 30, 2021 December 31, 2020 Operating Leases Operating lease right of use assets $ 79,266 $ 94,825 Operating lease obligations—current $ 31,291 $ 30,105 Operating lease obligations—long term $ 67,306 $ 80,242 |
Lease, Cost | The components of operating lease expense are as follows: Three months ended Nine months ended 2021 2020 2021 2020 Operating lease expense $ 12,004 $ 8,465 $ 28,907 $ 25,548 |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Tapestry Technologies | |
Business Combination Segment Allocation [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The following table represents the purchase price allocation for Tapestry (in thousands): Cash and cash equivalents $ 36 Receivables 3,926 Prepaid expenses 225 Goodwill 27,013 Other intangible assets 16,500 Property and equipment 269 Operating lease right of use assets 934 Other assets 10 Accounts payable (522) Accrued salaries and related expenses (1,142) Operating lease obligations—current (487) Accrued expenses and other current liabilities (59) Operating lease obligations—long term (453) Net assets acquired and liabilities assumed $ 46,250 |
Minerva Engineering | |
Business Combination Segment Allocation [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The following table represents the preliminary purchase price allocation for Minerva (in thousands): Cash and cash equivalents $ 56 Receivables 4,181 Prepaid expenses 28 Goodwill 19,807 Other intangible assets 11,600 Property and equipment 149 Operating lease right of use assets 968 Other assets 29 Accounts payable (1,875) Accrued salaries and related expenses (784) Operating lease obligations—current (384) Accrued expenses and other current liabilities (555) Operating lease obligations—long term (562) Net assets acquired and liabilities assumed $ 32,658 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | The net income available to common stockholders and weighted average number of common shares outstanding used to compute basic and diluted earnings per share for each class of common stock are as follows (in thousands, except per share amounts): Three months ended Nine months ended 2021 2020 2021 2020 Distributed earnings $ 15,475 $ 12,915 $ 46,326 $ 38,685 Undistributed earnings 22,481 16,824 60,567 49,681 Net income $ 37,956 $ 29,739 $ 106,893 $ 88,366 Class A common stock: Basic net income available to common stockholders $ 25,663 $ 20,014 $ 72,200 $ 59,421 Basic weighted average common shares outstanding 27,512 27,139 27,421 27,071 Basic earnings per share $ 0.93 $ 0.74 $ 2.63 $ 2.19 Diluted net income available to common stockholders $ 25,754 $ 20,080 $ 72,495 $ 59,656 Effect of potential exercise of stock options 301 274 349 330 Diluted weighted average common shares outstanding 27,813 27,413 27,770 27,401 Diluted earnings per share $ 0.93 $ 0.73 $ 2.61 $ 2.18 Class B common stock: Basic net income available to common stockholders $ 12,293 $ 9,725 $ 34,693 $ 28,945 Basic weighted average common shares outstanding 13,177 13,187 13,177 13,187 Basic earnings per share $ 0.93 $ 0.74 $ 2.63 $ 2.19 Diluted net income available to common stockholders $ 12,202 $ 9,659 $ 34,398 $ 28,710 Diluted weighted average common shares outstanding 13,177 13,187 13,177 13,187 Diluted earnings per share $ 0.93 $ 0.73 $ 2.61 $ 2.18 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment [Table Text Block] | Major classes of property and equipment are summarized as follows (in thousands): September 30, December 31, Furniture and equipment $ 222,857 $ 194,470 Leasehold improvements 69,031 62,293 Finance leases 796 705 Property and equipment—gross 292,684 257,468 Accumulated depreciation and amortization (165,642) (136,172) Property and equipment—net $ 127,042 $ 121,296 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill [Table Text Block] | The change in the carrying amount of goodwill during the year ended December 31, 2020 and nine months ended September 30, 2021 are as follows (in thousands): Goodwill Balance Goodwill at December 31, 2019 $ 1,191,259 Acquisitions 46,624 Acquisition fair value adjustment 11 Goodwill at December 31, 2020 1,237,894 Acquisition fair value adjustment 196 Goodwill at September 30, 2021 $ 1,238,090 |
Schedule of Other Intangible Assets [Table Text Block] | Other intangible assets consisted of the following (in thousands): September 30, 2021 December 31, 2020 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Other intangible assets: Contract and program intangible assets $ 430,632 $ 256,859 $ 173,773 $ 430,632 $ 242,194 $ 188,438 Capitalized software 54,570 46,109 8,461 54,605 40,812 13,793 Total other intangible assets—net $ 485,202 $ 302,968 $ 182,234 $ 485,237 $ 283,006 $ 202,231 |
Schedule of Other Intangible Assets, Future Amortization Expense [Table Text Block] | We estimate that we will have the following amortization expense for the future periods indicated below (in thousands): For the remaining three months ending December 31, 2021 $ 5,730 For the year ending: December 31, 2022 $ 23,448 December 31, 2023 $ 19,283 December 31, 2024 $ 17,486 December 31, 2025 $ 15,423 December 31, 2026 $ 14,331 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Payment Arrangement, Option, Activity [Table Text Block] | The following table summarizes stock option activity for the year ended December 31, 2020 and the nine months ended September 30, 2021: Number of Shares Weighted Average Exercise Price Aggregate Intrinsic Value Weighted Average Remaining Contractual Life Stock options outstanding at December 31, 2019 1,136,095 $ 54.98 $ 28,291 Exercised (223,405) $ 46.72 $ 6,897 Cancelled and expired (126,863) $ 61.17 Stock options outstanding at December 31, 2020 785,827 $ 56.33 $ 25,629 Exercised (163,577) $ 47.89 $ 6,270 Cancelled and expired (14,800) $ 63.50 Stock options outstanding at September 30, 2021 607,450 $ 58.42 $ 10,628 2 years Stock options exercisable at September 30, 2021 380,122 $ 54.37 $ 8,191 2 years |
Schedule of Non-vested Share Activity [Table Text Block] | The following table summarizes non-vested stock options for the nine months ended September 30, 2021: Number of Shares Weighted Average Fair Value Non-vested stock options at December 31, 2020 353,643 $ 11.66 Vested (113,516) $ 10.06 Cancelled (12,799) $ 12.27 Non-vested stock options at September 30, 2021 227,328 $ 12.43 |
Restricted Stock [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Share-based Compensation, Restricted Stock Activity [Table Text Block] | The following table summarizes the restricted stock activity during the year ended December 31, 2020 and the nine months ended September 30, 2021: Number of Shares Weighted Average Fair Value Non-vested restricted stock at December 31, 2019 24,000 $ 62.66 Granted 24,000 $ 71.11 Vested (24,000) $ 62.66 Non-vested restricted stock at December 31, 2020 24,000 $ 71.11 Granted 24,000 $ 86.01 Vested (24,000) $ 71.11 Non-vested restricted stock at September 30, 2021 24,000 $ 86.01 |
Restricted Stock Units (RSUs) [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Share-based Compensation, Restricted Stock Activity [Table Text Block] | The following table summarizes the non-vested RSU activity during the year ended December 31, 2020 and the nine months ended September 30, 2021: Number of Units Weighted Average Fair Value Non-vested RSUs at December 31, 2019 210,827 $ 55.31 Granted 266,880 $ 68.83 Vested (73,047) $ 53.85 Forfeited (57,861) $ 64.52 Non-vested RSUs at December 31, 2020 346,799 $ 64.48 Granted 197,670 $ 78.62 Vested (111,349) $ 61.75 Forfeited (17,005) $ 63.95 Non-vested RSUs at September 30, 2021 416,115 $ 71.95 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers Narrative (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)Entities | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) | |
Revenue from Contract with Customers [Line Items] | |||||
Contract with Customer, Asset, Cumulative Catch-up Adjustment to Revenue, Change in Measure of Progress | $ 3,700 | $ 4,300 | $ 8,100 | $ 9,400 | |
Number of Reportable Segments | Entities | 1 | ||||
Contract Receivable, Due after Next Rolling Twelve Months | 4,100 | $ 4,100 | |||
Contract with Customer, Liability, Current | 34,442 | 34,442 | $ 37,218 | ||
Contract with Customer, Liability, Revenue Recognized | 1,200 | 30,600 | |||
Revenue, Remaining Performance Obligation, Amount | $ 2,200,000 | $ 2,200,000 | |||
UNITED STATES | Revenue from Contract with Customer, Segment Benchmark [Member] | Geographic Concentration Risk | |||||
Revenue from Contract with Customers [Line Items] | |||||
Concentration Risk, Percentage | 100.00% | 99.00% | 100.00% | 99.00% |
Revenue from Contracts with C_4
Revenue from Contracts with Customers Revenue by Contract Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue by Contract Type [Line Items] | ||||
Revenue | $ 637,821 | $ 636,196 | $ 1,919,623 | $ 1,879,600 |
Cost-reimbursable | ||||
Revenue by Contract Type [Line Items] | ||||
Revenue | 441,588 | 431,991 | 1,305,313 | 1,283,522 |
Fixed-price | ||||
Revenue by Contract Type [Line Items] | ||||
Revenue | 113,122 | 126,402 | 362,804 | 368,316 |
Time-and-materials | ||||
Revenue by Contract Type [Line Items] | ||||
Revenue | $ 83,111 | $ 77,803 | $ 251,506 | $ 227,762 |
Revenue from Contracts with C_5
Revenue from Contracts with Customers Revenue by Customer (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue from External Customer [Line Items] | ||||
Revenue | $ 637,821 | $ 636,196 | $ 1,919,623 | $ 1,879,600 |
U.S. Government | ||||
Revenue from External Customer [Line Items] | ||||
Revenue | 631,765 | 624,888 | 1,903,018 | 1,848,043 |
State agencies, international agencies and commercial entities | ||||
Revenue from External Customer [Line Items] | ||||
Revenue | $ 6,056 | $ 11,308 | $ 16,605 | $ 31,557 |
Revenue from Contracts with C_6
Revenue from Contracts with Customers Revenue by Contractor Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue by Contractor Type [Line Items] | ||||
Revenue | $ 637,821 | $ 636,196 | $ 1,919,623 | $ 1,879,600 |
Prime contractor | ||||
Revenue by Contractor Type [Line Items] | ||||
Revenue | 596,420 | 579,858 | 1,787,800 | 1,712,403 |
Subcontractor | ||||
Revenue by Contractor Type [Line Items] | ||||
Revenue | $ 41,401 | $ 56,338 | $ 131,823 | $ 167,197 |
Revenue from Contracts with C_7
Revenue from Contracts with Customers Schedule of Contract Receivables (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Revenue from Contract with Customer [Abstract] | ||
Billed receivables | $ 313,336 | $ 312,991 |
Unbilled receivables | 91,251 | 106,007 |
Allowance for doubtful accounts | (15,184) | (18,377) |
Receivables—net | $ 389,403 | $ 400,621 |
Revenue from Contracts with C_8
Revenue from Contracts with Customers Revenue, Remaining Performance Obligation (Details) $ in Billions | Sep. 30, 2021USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 2.2 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 0.6 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 3 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 1 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 0.2 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 0.4 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period |
Leases Balance Sheet Informatio
Leases Balance Sheet Information (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Operating Leases [Abstract] | ||
Operating lease right of use assets | $ 79,266 | $ 94,825 |
Operating lease obligations—current | 31,291 | 30,105 |
Operating lease obligations—long term | $ 67,306 | $ 80,242 |
Leases Cost (Details)
Leases Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Leases [Abstract] | ||||
Operating lease expense | $ 12,004 | $ 8,465 | $ 28,907 | $ 25,548 |
Leases Narrative (Details)
Leases Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Operating Lease, Cost | $ 12,004 | $ 8,465 | $ 28,907 | $ 25,548 |
Disposal Group, Disposed of by Means Other than Sale, Not Discontinued Operations, Abandonment | ||||
Operating Lease, Cost | $ 3,400 | $ 3,400 |
Acquisitions Narrative (Details
Acquisitions Narrative (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Tapestry Technologies | |
Business Combination, Consideration Transferred | $ 46.3 |
Expected Goodwill Tax Amortization Period | 15 years |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 18 years |
Tapestry Technologies | Customer Relationships [Member] | |
Finite-Lived Intangible Assets Acquired | $ 15.1 |
Finite-Lived Intangible Asset, Useful Life | 20 years |
Tapestry Technologies | Backlog [Member] | |
Finite-Lived Intangible Assets Acquired | $ 1.4 |
Finite-Lived Intangible Asset, Useful Life | 2 years |
Minerva Engineering | |
Business Combination, Consideration Transferred | $ 32.7 |
Expected Goodwill Tax Amortization Period | 15 years |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 18 years |
Minerva Engineering | Customer Relationships [Member] | |
Finite-Lived Intangible Assets Acquired | $ 10.5 |
Finite-Lived Intangible Asset, Useful Life | 20 years |
Minerva Engineering | Backlog [Member] | |
Finite-Lived Intangible Assets Acquired | $ 1.1 |
Finite-Lived Intangible Asset, Useful Life | 2 years |
Acquisitions Schedule of Purcha
Acquisitions Schedule of Purchase Price Allocation (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | |||
Goodwill | $ 1,238,090 | $ 1,237,894 | $ 1,191,259 |
Tapestry Technologies | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | 36 | ||
Receivables | 3,926 | ||
Prepaid expenses | 225 | ||
Goodwill | 27,013 | ||
Other intangible assets | 16,500 | ||
Property and equipment | 269 | ||
Operating lease right of use assets | 934 | ||
Other assets | 10 | ||
Accounts payable | (522) | ||
Accrued salaries and related expenses | (1,142) | ||
Operating lease obligations—current | (487) | ||
Accrued expenses and other current liabilities | (59) | ||
Operating lease obligations—long term | (453) | ||
Net assets acquired and liabilities assumed | 46,250 | ||
Minerva Engineering | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | 56 | ||
Receivables | 4,181 | ||
Prepaid expenses | 28 | ||
Goodwill | 19,807 | ||
Other intangible assets | 11,600 | ||
Property and equipment | 149 | ||
Operating lease right of use assets | 968 | ||
Other assets | 29 | ||
Accounts payable | (1,875) | ||
Accrued salaries and related expenses | (784) | ||
Operating lease obligations—current | (384) | ||
Accrued expenses and other current liabilities | (555) | ||
Operating lease obligations—long term | (562) | ||
Net assets acquired and liabilities assumed | $ 32,658 |
Earnings Per Share (Narrative)
Earnings Per Share (Narrative) (Details) - $ / shares | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |||||||||
Common Stock, Dividends, Per Share, Cash Paid | $ 0.38 | $ 0.38 | $ 0.38 | $ 0.32 | $ 0.32 | $ 0.32 | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 24,926 | 201,880 | 8,673 | 221,845 | |||||
Exercised, Number of Shares | (163,577) | (127,467) | (223,405) | ||||||
Stock Issued During Period, Shares, Restricted Stock Vesting | 135,349 | 54,433 |
Earnings Per Share (Schedule of
Earnings Per Share (Schedule of Earnings Per Share, Basic and Diluted) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Components of Earnings Per Share, Basic and Diluted [Line Items] | ||||
Distributed earnings | $ 15,475 | $ 12,915 | $ 46,326 | $ 38,685 |
Undistributed earnings | 22,481 | 16,824 | 60,567 | 49,681 |
Net income | 37,956 | 29,739 | 106,893 | 88,366 |
Class A common stock | ||||
Components of Earnings Per Share, Basic and Diluted [Line Items] | ||||
Basic net income available to common stockholders | $ 25,663 | $ 20,014 | $ 72,200 | $ 59,421 |
Basic weighted average common shares outstanding | 27,512 | 27,139 | 27,421 | 27,071 |
Basic earnings per share | $ 0.93 | $ 0.74 | $ 2.63 | $ 2.19 |
Diluted net income available to common stockholders | $ 25,754 | $ 20,080 | $ 72,495 | $ 59,656 |
Effect of potential exercise of stock options | 301 | 274 | 349 | 330 |
Diluted weighted average common shares outstanding | 27,813 | 27,413 | 27,770 | 27,401 |
Diluted earnings per share | $ 0.93 | $ 0.73 | $ 2.61 | $ 2.18 |
Class B common stock | ||||
Components of Earnings Per Share, Basic and Diluted [Line Items] | ||||
Basic net income available to common stockholders | $ 12,293 | $ 9,725 | $ 34,693 | $ 28,945 |
Basic weighted average common shares outstanding | 13,177 | 13,187 | 13,177 | 13,187 |
Basic earnings per share | $ 0.93 | $ 0.74 | $ 2.63 | $ 2.19 |
Diluted net income available to common stockholders | $ 12,202 | $ 9,659 | $ 34,398 | $ 28,710 |
Diluted weighted average common shares outstanding | 13,177 | 13,187 | 13,177 | 13,187 |
Diluted earnings per share | $ 0.93 | $ 0.73 | $ 2.61 | $ 2.18 |
Property and Equipment (Propert
Property and Equipment (Property and Equipment) (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Abstract] | ||
Furniture and equipment | $ 222,857 | $ 194,470 |
Leasehold improvements | 69,031 | 62,293 |
Finance leases | 796 | 705 |
Property and equipment—gross | 292,684 | 257,468 |
Accumulated depreciation and amortization | (165,642) | (136,172) |
Property and equipment—net | $ 127,042 | $ 121,296 |
Property and Equipment Narrativ
Property and Equipment Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation and amortization expense related to property and equipment | $ 11.7 | $ 9.2 | $ 34.9 | $ 27.7 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of Intangible Assets | $ 6.9 | $ 8.2 | $ 20 | $ 21.2 |
Capitalized software | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Impairment of Intangible Assets, Finite-lived | $ 1.2 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets (Schedule of Goodwill) (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Goodwill [Roll Forward] | ||
Goodwill | $ 1,237,894 | $ 1,191,259 |
Acquisitions | 46,624 | |
Acquisition fair value adjustment | 196 | 11 |
Goodwill | $ 1,238,090 | $ 1,237,894 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets (Schedule of Other Intangible Assets) (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 485,202 | $ 485,237 |
Accumulated Amortization | 302,968 | 283,006 |
Net Carrying Amount | 182,234 | 202,231 |
Contract and program intangible assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 430,632 | 430,632 |
Accumulated Amortization | 256,859 | 242,194 |
Net Carrying Amount | 173,773 | 188,438 |
Capitalized software | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 54,570 | 54,605 |
Accumulated Amortization | 46,109 | 40,812 |
Net Carrying Amount | $ 8,461 | $ 13,793 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets (Schedule of Other Intangible Assets, Future Amortization Expense) (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
For the remaining three months ending December 31, 2021 | $ 5,730 |
For the year ending: | |
December 31, 2022 | 23,448 |
December 31, 2023 | 19,283 |
December 31, 2024 | 17,486 |
December 31, 2025 | 15,423 |
December 31, 2026 | $ 14,331 |
Debt (Revolving Credit Facility
Debt (Revolving Credit Facility) (Narrative) (Details) - USD ($) | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Line of Credit Facility [Line Items] | |||
Debt Issuance Costs, Line of Credit Arrangements, Net | $ 3,700,000 | ||
Payments of Debt Issuance Costs | 3,315,000 | $ 0 | |
Long-term Line of Credit | 0 | $ 15,000,000 | |
Bank of America Syndicate [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | 1,100,000,000 | ||
Long-term Line of Credit | 0 | $ 15,000,000 | |
Line of Credit Facility, Remaining Borrowing Capacity | 1,100,000,000 | ||
Bank of America Syndicate [Member] | Revolving Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | 500,000,000 | ||
Bank of America Syndicate [Member] | Letter of Credit [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | 100,000,000 | ||
Contingent Liability under Letters of Credit | 2,100,000 | ||
Bank of America Syndicate [Member] | Revolving Credit Facility, Swing Line Loan [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | 50,000,000 | ||
Bank of America Syndicate [Member] | Term Loan Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | 600,000,000 | ||
Line Of Credit Facility, Minimum Borrowing Capacity | $ 50,000,000 | ||
London Interbank Offered Rate (LIBOR) [Member] | Bank of America Syndicate [Member] | Minimum [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 1.25% | ||
London Interbank Offered Rate (LIBOR) [Member] | Bank of America Syndicate [Member] | Maximum [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | ||
Bank of America's Base Rate [Member] | Bank of America Syndicate [Member] | Minimum [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 0.25% | ||
Bank of America's Base Rate [Member] | Bank of America Syndicate [Member] | Maximum [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 1.00% |
Commitments and Contingencies_2
Commitments and Contingencies (Letter of Credit) (Narrative) (Details) - Letter of Credit [Member] - Bank of America Syndicate [Member] $ in Millions | Sep. 30, 2021USD ($) |
Line of Credit Facility [Line Items] | |
Letters of Credit Outstanding, Amount | $ 2.1 |
Performance Guarantee [Member] | |
Line of Credit Facility [Line Items] | |
Letters of Credit Outstanding, Amount | $ 1.6 |
Stock-Based Compensation (Narra
Stock-Based Compensation (Narrative) (Details) - USD ($) | Jan. 02, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Annual Percentage Increase In Number Of Shares Available For Issuance | 1.50% | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 607,066 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 16,358,071 | 16,358,071 | |||
Remaining Aggregate Number of Shares Available For Issuance | 7,684,850 | 7,684,850 | |||
Share-based Compensation | $ 3,900,000 | $ 3,000,000 | $ 11,500,000 | $ 8,500,000 | |
Share-based Payment Arrangement, Amount Capitalized | 0 | 0 | |||
Share-based Payment Arrangement, Expense, Tax Benefit | (400,000) | $ (200,000) | (1,900,000) | (1,000,000) | |
Share-based Payment Award, Options, Vested, Fair Value | 1,100,000 | $ 1,800,000 | |||
Share-based Compensation, Nonvested Awards, Total Compensation Cost Not Yet Recognized | $ 1,200,000 | $ 1,200,000 | |||
Share-based Compensation, Nonvested Awards, Total Compensation Cost Not Yet Recognized, Period for Recognition | 1 year | ||||
Restricted Stock [Member] | Director [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 1 year | 1 year |
Stock-Based Compensation (Sched
Stock-Based Compensation (Schedule of Share-based Compensation, Stock Options, Activity) (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Stock options, Number of Shares, Period Start | 785,827 | 1,136,095 | 1,136,095 | |
Exercised, Number of Shares | (163,577) | (127,467) | (223,405) | |
Cancelled and expired, Number of Shares | (14,800) | (126,863) | ||
Stock options, Number of Shares, Period End | 607,450 | 785,827 | ||
Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ||||
Stock options, Weighted Average Exercise Price, Period Start | $ 56.33 | $ 54.98 | $ 54.98 | |
Exercised, Weighted Average Exercise Price | 47.89 | 46.72 | ||
Cancelled and expired, Weighted Average Exercise Price | 63.50 | 61.17 | ||
Stock options, Weighted Average Exercise Price, Period End | $ 58.42 | $ 56.33 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||||
Stock options outstanding, Aggregate Intrinsic Value | $ 10,628 | $ 25,629 | $ 28,291 | |
Exercised, Aggregate Intrinsic Value | $ 6,270 | $ 6,897 | ||
Stock options outstanding, Weighted Average Remaining Contractual Life | 2 years | |||
Stock options exercisable, Number of Shares | 380,122 | |||
Stock options exercisable, Weighted Average Exercise Price | $ 54.37 | |||
Stock options exercisable, Aggregate Intrinsic Value | $ 8,191 | |||
Stock options exercisable, Weighted Average Remaining Contractual Life | 2 years |
Stock-Based Compensation (Sch_2
Stock-Based Compensation (Schedule of Non-vested Share Activity) (Details) | 9 Months Ended |
Sep. 30, 2021$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Non-vested [Roll Forward] | |
Non-vested stock options, Number of Shares, Period Start | shares | 353,643 |
Vested, Number of Shares | shares | (113,516) |
Cancelled, Number of Shares | shares | (12,799) |
Non-vested stock options, Number of Shares, Period End | shares | 227,328 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Non-vested, Weighted Average Grant Date Fair Value [Roll Forward] | |
Non-vested stock options, Weighted Average Fair Value, Period Start | $ / shares | $ 11.66 |
Vested, Weighted Average Fair Value | $ / shares | 10.06 |
Cancelled, Weighted Average Fair Value | $ / shares | 12.27 |
Non-vested stock options, Weighted Average Fair Value, Period End | $ / shares | $ 12.43 |
Stock-Based Compensation (Sch_3
Stock-Based Compensation (Schedule Of Share-based Compensation, Restricted Stock Activity) (Details) - Restricted Stock [Member] - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award, Restricted Stock, Non-vested [Roll Forward] | ||
Non-vested, Period Start | 24,000 | 24,000 |
Granted | 24,000 | 24,000 |
Vested | (24,000) | (24,000) |
Non-vested, Period End | 24,000 | 24,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract] | ||
Non-vested, Weighted Average Fair Value, Period Start | $ 71.11 | $ 62.66 |
Granted, Weighted Average Fair Value | 86.01 | 71.11 |
Vested, Weighted Average Fair Value | 71.11 | 62.66 |
Non-vested, Weighted Average Fair Value, Period End | $ 86.01 | $ 71.11 |
Stock-Based Compensation (Sch_4
Stock-Based Compensation (Schedule of Share-based Compensation, Restricted Stock Unit Activity) (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award, Restricted Stock Units, Nonvested, Number of Shares [Roll Forward] | ||
Non-vested, Period Start | 346,799 | 210,827 |
Granted | 197,670 | 266,880 |
Vested | (111,349) | (73,047) |
Forfeited | (17,005) | (57,861) |
Non-vested, Period End | 416,115 | 346,799 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract] | ||
Non-vested, Weighted Average Fair Value, Period Start | $ 64.48 | $ 55.31 |
Granted, Weighted Average Fair Value | 78.62 | 68.83 |
Vested, Weighted Average Fair Value | 61.75 | 53.85 |
Forfeited, Weighted Average Fair Value | 63.95 | 64.52 |
Non-vested, Weighted Average Fair Value, Period End | $ 71.95 | $ 64.48 |
Subsequent Events (Details)
Subsequent Events (Details) | Oct. 29, 2021USD ($) |
Subsequent Event | Gryphon Technologies | |
Subsequent Event [Line Items] | |
Business Combination, Consideration Transferred | $ 350,000,000 |