Leidos Holdings, Inc. Reports Third Quarter Fiscal Year 2017 Results

RESTON, Va., Nov. 2, 2017 /PRNewswire/ -- Leidos Holdings, Inc. (NYSE: LDOS), a FORTUNE 500(® )science and technology solutions company, today reported financial results for the third quarter of fiscal year 2017.

Roger Krone, Leidos Chairman and Chief Executive Officer, commented: "Our third quarter results, including particularly strong margins and earnings, reflect continued momentum in our operational execution as a leading provider of science and technology solutions and services to our customers. We were able to leverage our scale to increase innovation, lower cost, and drive strong bookings which position us well for future growth."

Summary Results

Revenues for the quarter were $2.50 billion, compared to $1.87 billion in the prior year quarter. The current quarter results include $1.29 billion of revenue attributable to the Information Systems & Global Solutions business ("IS&GS Business") acquired from Lockheed Martin in August 2016, compared to $620 million of revenues in the prior year quarter.

Operating income for the quarter was $151 million, compared to $101 million in the prior year quarter. Operating margin increased to 6.0% from 5.4% in the prior year quarter. The current quarter results include $76 million of amortization of intangible assets, $21 million of acquisition and integration costs, $6 million of restructuring charges and $2 million of amortization of equity method investments related to the acquisition of the IS&GS Business. The prior year quarter results included $44 million of acquisition and integration costs, $27 million of amortization of intangible assets and $5 million of restructuring charges. Excluding these items, non-GAAP operating income for the quarter was $256 million compared to $177 million in the prior year quarter.

Diluted earnings per share ("EPS") attributable to Leidos common stockholders for the quarter was $0.53, compared to $0.80 in the prior year quarter. Excluding the items mentioned in the preceding paragraph, non-GAAP diluted EPS for the quarter was $0.95, compared to $1.25 in the prior year quarter. The weighted average diluted share count for the quarter was 154 million, up from 114 million in the prior year quarter primarily due to the issuance of approximately 77 million shares of Leidos common stock to participating Lockheed Martin stockholders during the third quarter of fiscal year 2016 in connection with the acquisition of the IS&GS Business.

Defense Solutions

Defense Solutions revenues for the quarter of $1,201 million increased by $192 million, or 19%, compared to the prior year quarter. The revenue growth was primarily attributable to the acquired IS&GS Business and growth in certain airborne programs, partially offset by a contract write-up in the prior year quarter that did not recur in the current period and completion of certain contracts.

Defense Solutions operating income margin for the quarter was 6.7%, compared to 9.2% in the prior year quarter. On a non-GAAP basis, operating margin for the quarter was 8.4%, compared to 9.6% in the prior year quarter, primarily due to a contract write-up on a certain contract in the prior year quarter that did not recur in the current period.

Civil

Civil revenues for the quarter of $838 million increased by $279 million, or 50%, compared to the prior year quarter. The revenue increase is primarily attributable to the acquired IS&GS Business.

Civil operating income margin for the quarter was 6.0%, compared to 6.8% in the prior year quarter. On a non-GAAP basis, operating income margin for the quarter was 11.2%, compared to 9.3% in the prior year quarter, reflecting stronger program performance and profit write-ups on certain contracts.

Health

Health revenues for the quarter of $464 million increased by $164 million, or 55%, compared to the prior year quarter. The revenue increase is primarily attributable to the acquired IS&GS Business.

Health operating income margin for the quarter was 13.6%, compared to 9.3% in the prior year quarter. On a non-GAAP basis, operating income margin for the quarter was 16.4%, compared to 12.3% in the prior year quarter, primarily attributable to higher margins on certain IS&GS contracts.

Cash Flow Summary

Net cash provided by operating activities for the quarter were $268 million compared to $273 million in the prior year quarter. The lower operating net cash inflows were primarily due to higher payments for taxes and interest, partially offset by lower payments for acquisition and integration expenses and lower vendor payments.

Net cash used in investing activities for the quarter were $19 million compared to net cash provided of $16 million in the prior year quarter. The decrease in net cash from investing activities was primarily due to cash acquired as part of the acquisition of the IS&GS business in the prior year quarter.

Net cash used in financing activities for the quarter were $175 million compared to $463 million in the prior year quarter. The decrease is primarily due to payment of a special cash dividend offset by the borrowings to finance the IS&GS acquisition in the prior year quarter. In addition, there were higher debt repayments in the quarter versus the prior year quarter.

As of September 29, 2017, the Company had $287 million in cash and cash equivalents and $3.1 billion of debt.

New Business Awards

Net bookings totaled $3.1 billion in the quarter, representing a book-to-bill ratio of 1.2.

Notable recent awards received include:

    --  Social Security Administration: Leidos was awarded a prime contract to
        provide information technology services in support of the SSA Agency
        Strategic Plan. Under this follow-on contract, Leidos will provide
        lifecycle activities for software improvement, database and data
        administration, software engineering and management support and systems
        administration and security support. The multiple-award indefinite
        delivery/indefinite quantity contract has up to a ten-year period of
        performance, should all option periods be exercised, with a total
        contract ceiling of $2.3 billion.

    --  Department of Homeland Security: Leidos was selected as the prime task
        order awardee by the General Services Administration Federal Systems
        Integration and Management Center, on behalf of the Department of
        Homeland Security, to provide operations and maintenance, security,
        optimization, enhancement, design, engineering, architecture,
        integration, configuration, testing, and expansion of the Homeland
        Secure Data Network and the Classified Local Area Network under the
        Secure Enterprise Network Systems, Services and Support ("SENS3") task
        order. The single-award task order has a base period and five one-year
        option periods, with a total estimated value of approximately $684
        million.

    --  United States Army Contracting Command: Leidos was awarded a
        firm-fixed-price contract to provide support for the Afghan Air Force
        ("AAF") and Special Mission Wing ("SMW") helicopter/fixed-wing fleets.
        Through the Afghanistan Contractor Logistics Support contract, Leidos
        will deliver all flight operations, maintenance, and logistics, and will
        provide mentoring for the AAF and SMW to operate and maintain aircraft.
        Work will be performed in Kabul, Afghanistan, with an estimated
        completion date of May 31, 2020 and potential value up to $728 million.
    --  Intelligence Community: The Company was awarded contracts valued at $390
        million, if all options are exercised, by U.S. national security and
        intelligence clients. Though the specific nature of these contracts is
        classified, they all encompass mission-critical services that help to
        counter global threats and strengthen national security.

The Company's backlog at the end of the quarter was $17.7 billion, of which $5.6 billion was funded.

Forward Guidance

As a result of the Company's year-to-date performance and updated expectations, the Company is updating its fiscal year 2017 guidance as follows:

    --  Revenues of $10.1 billion to $10.4 billion, no change from prior
        guidance;
    --  Adjusted EBITDA margins of 10.2% to 10.4% versus the prior range of 9.8%
        to 10.2%;
    --  Non-GAAP diluted earnings per share from continuing operations of $3.60
        to $3.75, up from the previous range of $3.45 to $3.60; and
    --  Cash flows provided by operating activities from continuing operations
        at or above $490 million, up from previous guidance at or above $475
        million.

Non-GAAP diluted earnings per share excludes amortization of acquired intangible assets, asset impairment charges, restructuring expenses, acquisition and integration costs, amortization of equity method investments, gains and losses on sale of assets and businesses and adjustments to the income tax provision to reflect non-GAAP exclusions. See Leidos' non-GAAP financial measures and the related reconciliation included elsewhere in this release.

The Company does not provide a reconciliation of forward-looking adjusted EBITDA margins (non-GAAP) or non-GAAP diluted earnings per share from continuing operations to GAAP net income (loss), due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation. Because certain deductions for non-GAAP exclusions used to calculate projected net income (loss) may vary significantly based on actual events, the Company is not able to forecast on a GAAP basis with reasonable certainty all deductions needed in order to provide a GAAP calculation of projected net income (loss) at this time. The amounts of these deductions may be material and, therefore, could result in projected GAAP net income (loss) and diluted earnings per share from continuing operations being materially less than projected adjusted EBITDA margins (non-GAAP) and non-GAAP diluted earnings per share from continuing operations.

Conference Call Information

Leidos management will discuss operations and financial results in an earnings conference call beginning at 7:30 A.M. eastern time on November 2, 2017. Analysts and institutional investors may participate by dialing +1 (877) 869-3847 (U.S. dial-in) or +1 (201) 689-8261 (international dial-in).

A live audio broadcast of the conference call along with a supplemental presentation will be available to the public through links on the Leidos Investor Relations website (http://ir.leidos.com).

After the call concludes, an audio replay can be accessed on the Leidos Investor Relations website or by dialing +1 (877) 660-6853 (toll-free U.S.) or +1 (201) 612-7415 (international) and entering conference ID 13671145.

About Leidos

Leidos is a FORTUNE 500(®) science and technology solutions and services leader working to solve the world's toughest challenges in the defense, intelligence, homeland security, civil and health markets. The company's 32,000 employees support vital missions for government and commercial customers. Headquartered in Reston, Virginia, Leidos reported annual revenues of approximately $7.04 billion for the fiscal year ended December 30, 2016.

For more information, visit www.leidos.com.

Forward-Looking Statements

Certain statements in this release contain or are based on "forward-looking" information within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by words such as "expects," "intends," "plans," "anticipates," "believes," "estimates," "guidance" and similar words or phrases. Forward-looking statements in this release include, among others, estimates of future revenues, EBITDA margins (including on a non-GAAP basis), operating income, earnings, earnings per share (including on a non-GAAP basis), charges, backlog, bookings, contract values, outstanding shares and cash flows, as well as statements about future dividends, share repurchases, acquisitions and dispositions. These statements reflect our belief and assumptions as to future events that may not prove to be accurate.

Actual performance and results may differ materially from the guidance and other forward-looking statements made in this release depending on a variety of factors, including: changes to our reputation and relationships with government agencies, developments in the U.S. Government defense budget, including budget reductions, implementation of spending cuts (sequestration) or changes in budgetary priorities; delays in the U.S. Government budget process; delays in the U.S. Government contract procurement process or the award of contracts; delays or loss of contracts as a result of competitor protests; changes in U.S. Government procurement rules, regulations and practices; changes in interest rates and other market factors out of our control; our compliance with various U.S. Government and other government procurement rules and regulations; governmental reviews, audits and investigations of our Company; our ability to effectively compete for and win contracts with the U.S. Government and other customers; our ability to attract, train and retain skilled employees, including our management team, and to obtain security clearances for our employees; factors relating to the transaction with Lockheed Martin, including, tax treatment; the possibility that we may be unable to achieve expected synergies and operating efficiencies within the expected time-frames or at all, the integration of the acquired Information Systems & Global Solutions business being more difficult, time-consuming or costly than expected; the effect of any changes resulting from the transaction in customer, supplier and other business relationships; general market perception of the transaction and exposure to lawsuits and contingencies associated with the Information Systems & Global Solutions business; the mix of our contracts and our ability to accurately estimate costs associated with our firm-fixed-price and other contracts; our ability to realize as revenues the full amount of our backlog; cybersecurity, data security or other security threats, systems failures or other disruptions of our business; resolution of legal and other disputes with our customers and others or legal or regulatory compliance issues; our ability to effectively acquire businesses and make investments; our ability to maintain relationships with prime contractors, subcontractors and joint venture partners; our ability to manage performance and other risks related to customer contracts, including complex engineering projects; the failure of our inspection or detection systems to detect threats; the adequacy of our insurance programs designed to protect us from significant product or other liability claims; our ability to manage risks associated with our international business; our ability to declare future dividends based on our earnings, financial condition, capital requirements and other factors, including compliance with applicable laws and contractual agreements; and our ability to execute our business plan and long-term management initiatives effectively and to overcome these and other known and unknown risks that we face. These are only some of the factors that may affect the forward-looking statements contained in this release. For further information concerning risks and uncertainties associated with our business, please refer to the filings we make from time to time with the U.S. Securities and Exchange Commission ("SEC"), including the "Risk Factors," "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Legal Proceedings" sections of our latest Annual Report on Form 10-K and quarterly reports on Form 10-Q, all of which may be viewed or obtained through the Investor Relations section of our website at www.leidos.com.

All information in this release is as of November 2, 2017. The Company expressly disclaims any duty to update the guidance or any other forward-looking statement provided in this release to reflect subsequent events, actual results or changes in the Company's expectations. The Company also disclaims any duty to comment upon or correct information that may be contained in reports published by investment analysts or others.


    CONTACTS:


    Investor Relations:                    Media Relations:

    Kelly M. Freeman                       Melissa L. Koskovich

    571.526.7686                           571.526.6850

    ir@leidos.com                          koskovichm@leidos.com
    -------------                          ---------------------


                                                                            LEIDOS HOLDINGS, INC.

                                                            UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME

                                                                   (in millions, except per share amounts)


                                                                                       Three Months Ended                          Nine Months Ended

                                                                              September 29,             September 30,        September 29,            September 30,
                                                                                       2017                       2016                  2017                      2016
                                                                                       ----                       ----                  ----                      ----

    Revenues                                                                                   $2,503                                          $1,868                  $7,654  $4,468

         Cost of revenues                                                             2,189                            1,630                                    6,692    3,925

         Selling, general and administrative expenses                                   141                               88                                      428      204

         Acquisition and integration costs                                               21                               44                                       56       68

         Restructuring expenses                                                           6                                5                                       25        6

         Equity earnings of non-consolidated subsidiaries                               (5)                               -                                     (5)       -
                                                                                        ---                              ---                                     ---      ---

    Operating income                                                                    151                              101                                      458      265

         Interest income                                                                  1                                3                                        5        8

         Interest expense                                                              (36)                            (28)                                   (110)    (57)

         Other (expense) income, net                                                      -                             (1)                                       6      (3)
                                                                                        ---                             ---                                      ---      ---

    Income from continuing operations before income taxes                               116                               75                                      359      213

    Income tax (expense) benefit                                                       (37)                              17                                    (108)    (27)
                                                                                        ---                              ---                                     ----      ---

    Net income                                                                           79                               92                                      251      186

    Less: net (loss) income attributable to non-controlling                             (3)                               1                                      (1)       1
      interest

    Net income attributable to Leidos common stockholders                                         $82                                             $91                    $252    $185
                                                                                                  ===                                             ===                    ====    ====

    Earnings per share:

         Basic                                                                                  $0.54                                           $0.81                   $1.67   $2.18

         Diluted                                                                       0.53                             0.80                                     1.65     2.13

    Weighted average number of common shares
       outstanding:

         Basic                                                                          152                              112                                      151       85

         Diluted                                                                        154                              114                                      153       87


    Cash dividends declared per share                                                           $0.32                                          $13.96                   $0.96  $14.60


                                                                                            LEIDOS HOLDINGS, INC.

                                                                               UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

                                                                                                (in millions)


                                                                                                                               September 29,        December 30,
                                                                                                                                        2017                 2016
                                                                                                                                        ----                 ----

    ASSETS

    Current assets:

    Cash and cash equivalents                                                                                                                  $287                        $376

    Receivables, net                                                                                                                   1,797                       1,657

    Inventory, prepaid expenses and other current assets                                                                                 487                         348
                                                                                                                                         ---                         ---

    Total current assets                                                                                                               2,571                       2,381

    Property, plant and equipment, net                                                                                                   212                         259

    Intangible assets, net                                                                                                               925                       1,589

    Goodwill                                                                                                                           4,976                       4,622

    Deferred tax assets                                                                                                                    -                         16

    Other assets                                                                                                                         239                         265
                                                                                                                                         ---                         ---

                                                                                                                                             $8,923                      $9,132
                                                                                                                                             ======                      ======

    LIABILITIES AND EQUITY

    Current liabilities:

    Accounts payable and accrued liabilities                                                                                                 $1,500                      $1,427

    Accrued payroll and employee benefits                                                                                                435                         483

    Dividends payable                                                                                                                     18                          23

    Income taxes payable                                                                                                                   4                          21

    Long-term debt, current portion                                                                                                       64                          62
                                                                                                                                         ---                         ---

    Total current liabilities                                                                                                          2,021                       2,016

    Long-term debt, net of current portion                                                                                             3,043                       3,225

    Deferred tax liabilities                                                                                                             337                         540

    Other long-term liabilities                                                                                                          215                         204

    Stockholders' equity:

    Common stock, $.0001 par value, 500 million shares authorized, 151 million                                                             -                          -
      and 150 million shares issued and outstanding at September 29, 2017 and
      December 30, 2016, respectively

    Additional paid-in capital                                                                                                         3,335                       3,316

    Accumulated deficit                                                                                                                 (72)                      (177)

    Accumulated other comprehensive income (loss)                                                                                         31                         (4)
                                                                                                                                         ---                         ---

    Total Leidos stockholders' equity                                                                                                  3,294                       3,135

    Non-controlling interest                                                                                                              13                          12
                                                                                                                                         ---                         ---

    Total equity                                                                                                                       3,307                       3,147
                                                                                                                                       -----                       -----

                                                                                                                                             $8,923                      $9,132
                                                                                                                                             ======                      ======


                                                                                         LEIDOS HOLDINGS, INC.

                                                                       UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                                             (in millions)


                                                                                                             Three Months Ended                          Nine Months Ended

                                                                                                     September 29,            September 30,         September 29,           September 30,
                                                                                                              2017                      2016                   2017                     2016
                                                                                                              ----                      ----                   ----                     ----

    Cash flows from operations:

    Net income                                                                                                          $79                                             $92                     $251  $186

    Adjustments to reconcile net income to net cash
      provided by operations:

    Depreciation and amortization                                                                               92                               37                                     254        54

    Stock-based compensation                                                                                    12                                9                                      32        25

    Bad debt expense                                                                                           (1)                               1                                      11         1

    Other                                                                                                        8                                -                                     23       (3)

    Change in assets and liabilities, net of effects of
      acquisitions and dispositions:

    Receivables                                                                                                 24                              216                                   (155)      140

    Inventory, prepaid expenses and other current                                                             (86)                            (70)                                   (46)     (80)
      assets

    Accounts payable and accrued liabilities                                                                   128                               29                                       5        36

    Accrued payroll and employee benefits                                                                     (37)                             (4)                                   (44)      (2)

    Deferred income taxes and income taxes                                                                     (6)                            (26)                                   (50)     (19)
      receivable/payable

    Other long-term assets/liabilities                                                                          55                             (11)                                     81      (10)

    Net cash provided by operating activities of continuing operations                                         268                              273                                     362       328

    Cash flows from investing activities:

    Payments for property, plant and equipment                                                                (19)                            (13)                                   (42)     (20)

    Acquisition of business                                                                                      -                              25                                       -       25

    Collections on promissory note                                                                               -                               4                                       2         4

    Net proceeds from sale of assets                                                                             -                               -                                      7         3

    Proceeds from disposition of business                                                                        -                               -                                      -       23

    Other                                                                                                        -                               -                                      -      (1)

    Net cash (used in) provided by investing activities of                                                    (19)                              16                                    (33)       34
      continuing operations

    Cash flows from financing activities:

    Payments of long-term debt                                                                               (125)                           (100)                                  (194)    (102)

    Proceeds from debt issuance                                                                                  -                             690                                       -      690

    Payments for debt issuance and modification costs                                                          (4)                            (30)                                    (4)     (30)

    Proceeds from issuances of stock                                                                             3                               19                                      10        25

    Repurchases of stock and other                                                                             (1)                             (1)                                   (26)     (20)

    Special cash dividend payment                                                                                -                           (993)                                      -    (993)

    Dividend payments                                                                                         (48)                            (48)                                  (150)     (94)

    Net cash used in financing activities of continuing                                                      (175)                           (463)                                  (364)    (524)
      operations

    Net increase (decrease) in cash, cash equivalents and                                                       74                            (174)                                   (35)    (162)
      restricted cash from continuing operations


    Cash flows from discontinued operations:

    Net cash used in investing activities of discontinued                                                        -                               -                                      -      (1)
      operations


    Net decrease in cash, cash equivalents and                                                                   -                               -                                      -      (1)
      restricted cash from discontinued operations

    Net increase (decrease) in cash, cash equivalents and                                                       74                            (174)                                   (35)    (163)
      restricted cash


    Cash, cash equivalents and restricted cash at                                                              287                              684                                     396       673
      beginning of period


    Cash, cash equivalents and restricted cash at end of                                                               $361                                            $510                     $361  $510
      period

LEIDOS HOLDINGS, INC.
UNAUDITED SEGMENT OPERATING RESULTS
(in millions)

During the quarter ended March 31, 2017, the Company completed its business reorganization, which resulted in identification of three reportable segments (Defense Solutions, Civil, Health). Additionally, we separately present the costs associated with corporate functions as Corporate. The Company commenced operating and reporting under the new organizational structure effective the beginning of fiscal 2017. As a result of this change, prior year segment results and disclosures have been recast to reflect the new reportable segments.

The segment information for the periods presented was as follows:


                                                 Three Months Ended                                                        Nine Months Ended

                        September 29,        September 30,              Dollar          Percent
                                                                                         change    September 29,         September 30,             Dollar          Percent change
                                 2017                  2016               change                              2017                   2016              change
                                 ----                  ----               ------                              ----                   ----              ------

    Revenues:

    Defense Solutions                 $1,201                                     $1,009                             $192                                19.0%                            $3,738              $2,574         $1,164     45.2%

    Civil                         838                               559                        279                  49.9%                               2,555                      1,220              1,335          109.4%

    Health                        464                               300                        164                  54.7%                               1,361                        674                687          101.9%

    Total                             $2,503                                     $1,868                             $635                                34.0%                            $7,654              $4,468         $3,186     71.3%
                                      ======                                     ======                             ====                                 ====                             ======              ======         ======      ====


    Operating income
      (loss):

    Defense Solutions                    $80                                        $93                            $(13)                             (14.0)%                              $222                $224           $(2)   (0.9)%

    Civil                          50                                38                         12                  31.6%                                 170                         80                 90          112.5%

    Health                         63                                28                         35                 125.0%                                 184                         62                122          196.8%

    Corporate                    (42)                             (58)                        16                   NM                        (118)                           (101)               (17)       NM

    Total                               $151                                       $101                              $50                                49.5%                              $458                $265           $193     72.8%
                                        ====                                       ====                              ===                                 ====                               ====                ====           ====      ====


    Operating income
      margin:

    Defense Solutions            6.7%                             9.2%                                                            5.9%                        8.7%

    Civil                        6.0%                             6.8%                                                            6.7%                        6.6%

    Health                      13.6%                             9.3%                                                           13.5%                        9.2%

    Total                        6.0%                             5.4%                                                            6.0%                        5.9%


    NM - Not Meaningful

LEIDOS HOLDINGS, INC.
UNAUDITED BACKLOG BY REPORTABLE SEGMENT
(in millions)

Backlog represents the estimated amount of future revenues to be recognized under negotiated contracts. Backlog value is based on management's estimates about volume of services, availability of customer funding and other factors, and excludes contracts that are under protest. Our estimate of backlog comprises both funded and negotiated unfunded backlog. Backlog estimates are subject to change and may be affected by several factors including modifications of contracts, non-exercise of options, foreign currency movements, etc.

Funded backlog for contracts with the U.S. Government represents the value on contracts for which funding is appropriated less revenues previously recognized on these contracts. Funded backlog for contracts with non-U.S. Government entities and commercial customers represents the estimated value on contracts, which may cover multiple future years, under which Leidos is obligated to perform, less revenue previously recognized on the contracts.

Negotiated unfunded backlog represents estimated amounts of revenue to be earned in the future from contracts for which funding has not been appropriated and unexercised priced contract options. Negotiated unfunded backlog does not include future potential task orders expected to be awarded under indefinite delivery/indefinite quantity ("IDIQ"), General Services Administration Schedule or other master agreement contract vehicles, with the exception of certain IDIQ contracts where task orders are not competitively awarded or separately priced but instead are used as a funding mechanism, and where there is a basis for estimating future revenues and funding on future task orders is anticipated.

The estimated value of backlog as of the dates presented was as follows:


                         September 29,         December 30,
                                  2017                  2016
                                  ----                  ----

    Defense Solutions:

    Funded backlog                      $2,266                       $3,171

    Negotiated unfunded
     backlog                     4,998                        4,936
                                 -----                        -----

    Total Defense
     Solutions backlog                  $7,264                       $8,107
                                        ------                       ------

    Civil:

    Funded backlog                      $2,679                       $1,950

    Negotiated unfunded
     backlog                     4,950                        5,250
                                 -----                        -----

    Total Civil backlog                 $7,629                       $7,200
                                        ------                       ------

    Health:

    Funded backlog                        $638                         $854

    Negotiated unfunded
     backlog                     2,163                        1,575
                                 -----                        -----

    Total Health backlog                $2,801                       $2,429
                                        ------                       ------

    Total:

    Funded backlog                      $5,583                       $5,975

    Negotiated unfunded
     backlog                    12,111                       11,761
                                ------                       ------

    Total backlog                      $17,694                      $17,736
                                       =======                      =======

Total backlog at September 29, 2017, included $163 million of benefit due to the impact of foreign currency movement between the U.S. dollar and the British pound.

LEIDOS HOLDINGS, INC.
UNAUDITED NON-GAAP FINANCIAL MEASURES
(in millions, except per share amounts)

The Company uses and refers to non-GAAP operating income, adjusted EBITDA and non-GAAP EPS from continuing operations, which are not measures of financial performance under generally accepted accounting principles in the U.S. ("GAAP") and, accordingly, these measures should not be considered in isolation or as a substitute for the comparable GAAP measures and should be read in conjunction with the Company's consolidated financial statements prepared in accordance with GAAP.

Management believes that these non-GAAP measures provide another measure of the Company's results of operations and financial condition, including its ability to comply with financial covenants. These non-GAAP measures are frequently used by financial analysts covering Leidos and its peers. The Company's computation of its non-GAAP measures may not be comparable to similarly titled measures reported by other companies, thus limiting their use for comparability.

Non-GAAP operating income is computed by excluding the following items from income from continuing operations: (i) other (expense) income, net; (ii) interest expense; (iii) interest income; (iv) income tax (expense) benefit adjusted to reflect non-GAAP adjustments; and (v) the following discrete items:

    --  Acquisition and integration costs - Represents costs related to the
        acquisition and integration of the IS&GS  Business.

    --  Amortization of acquired intangible assets - Represents the amortization
        of the fair value of the acquired intangible assets.

    --  Restructuring expenses - Represents costs associated with lease
        termination and severance costs related to the Company's acquisition of
        the IS&GS Business and the September 2013 spin-off of its former
        technical services.

    --  Amortization of equity method investments - Represents the amortization
        of the fair value of equity method investments acquired with the IS&GS
        Business.

    --  Gains and losses on sale of assets and businesses - Represents the gains
        or losses on certain sales of real estate and businesses.
    --  Asset impairment charges - Represents impairments of long lived
        intangible and tangible assets.

Non-GAAP operating margin is computed by dividing non-GAAP operating income by revenue.

Adjusted EBITDA is computed by excluding the following items from income from continuing operations, before income taxes: (i) discrete items as identified above; (ii) interest expense; (iii) interest income; and (iv) depreciation expense.

Adjusted EBITDA margin is computed by dividing adjusted EBITDA by revenue.

LEIDOS HOLDINGS, INC.
UNAUDITED NON-GAAP FINANCIAL MEASURES [CONTINUED]
(in millions, except per share amounts)

The following tables present the reconciliation of the non-GAAP measures identified above to the most directly comparable GAAP measures:


                                                                                                                          Quarter Ended September 29, 2017

                                                                                            As reported       Acquisition        Amortization             Restructuring   Amortization        Non-GAAP
                                                                                                                   and                 of                    expenses       of equity         results
                                                                                                              integration        intangibles                                  method
                                                                                                                  costs                                                   investments
                                                                                            -----------       -----------         ------------             -------------  ------------         --------

    Operating income                                                                                     $151                                       $21                                  $76                       $6             $2  $256

    Non-operating expense, net                                                                     (35)                     -                                         -                  -                -           (35)

    Income from continuing                                                                          116                     21                                         76                   6                 2            221
      operations, before income taxes

    Income tax expense(1)                                                                          (37)                   (8)                                      (30)                (2)              (1)           (78)

    Net income                                                                                       79                     13                                         46                   4                 1            143

    Less: net loss attributable to non-                                                             (3)                     -                                         -                  -                -            (3)
      controlling interest

    Net income attributable to Leidos                                                                     $82                                       $13                                  $46                       $4             $1  $146
      common stockholders



    Diluted EPS attributable to Leidos                                                                  $0.53                                     $0.08                                $0.30                    $0.03          $0.01 $0.95
      common stockholders

    Diluted shares                                                                                  154                    154                                        154                 154               154            154


    (1) Calculation uses an estimated statutory tax rate on non-GAAP tax deductible adjustments.


                                                                   Quarter Ended September 29, 2017

                                      As reported      Acquisition          Amortization            Restructuring   Amortization       Non-GAAP
                                                           and                    of                   expenses       of equity        results
                                                       integration          intangibles                                 method
                                                          costs                                                     investments
                                      -----------      -----------           ------------           -------------  ------------         --------

    Income from continuing                        $116                                        $21                                  $76                       $6          $2   $221
      operations, before income taxes

    Depreciation expense                       16                       -                                        -                  -                    -      16

    Amortization expense                       78                       -                                     (76)                  -                  (2)       -

    Interest expense, net                      35                       -                                        -                  -                    -      35

    EBITDA                                        $245                                        $21                                $   -                      $6       $   -  $272
                                                  ====                                        ===                              === ===                     ===     === ===  ====

    EBITDA margin                            9.8%                                                                                                10.9%


                                                                                                                           LEIDOS HOLDINGS, INC.

                                                                                                             UNAUDITED NON-GAAP FINANCIAL MEASURES [CONTINUED]

                                                                                                                  (in millions, except per share amounts)


                                                                                                                                  Quarter Ended September 30, 2016

                                                                                                 As reported             Acquisition                Amortization         Restructuring   Non-GAAP
                                                                                                                              and                         of                expenses      results
                                                                                                                         integration                intangibles
                                                                                                                             costs
                                                                                                 -----------             -----------                 ------------         -------------    --------

    Operating income                                                                                             $101                                                $44                              $27              $5  $177

    Non-operating expense, net                                                                          (26)                                   -                                     -                -    (26)
                                                                                                         ---                                  ---                                   ---              ---     ---

    Income from continuing operations, before                                                             75                                   44                                     27                 5      151
      income taxes

    Income tax expense(1)                                                                                 17                                 (11)                                  (11)              (2)     (7)
                                                                                                         ---                                  ---                                    ---               ---      ---

    Net income                                                                                            92                                   33                                     16                 3      144

    Less: net income attributable to non-controlling                                                       1                                    -                                     -                -       1
      interest


    Net income attributable to Leidos common                                                                      $91                                                $33                              $16              $3  $143
      stockholders



    Diluted EPS attributable to Leidos common                                                                   $0.80                                              $0.29                            $0.14           $0.03 $1.25
      stockholders

    Diluted shares                                                                                       114                                  114                                    114               114      114


    (1) Calculation uses an estimated statutory tax rate on non-GAAP tax deductible adjustments.


                                                                       Quarter Ended September 30, 2016

                                              As reported      Acquisition                Amortization      Restructuring  Non-GAAP
                                                                   and                          of             expenses     results
                                                               integration                intangibles
                                                                  costs
                                              -----------      -----------                 ------------     -------------    --------

    Income from continuing operations, before              $75                                          $44                                $27      $5  $151
      income taxes

    Depreciation expense                               10                             -                                  -                  -  10

    Amortization expense                               27                             -                               (27)                  -   -

    Interest expense, net                              25                             -                                  -                  -  25

    EBITDA                                                $137                                          $44                          $       -     $5  $186
                                                          ====                                          ===                        ===     ===    ===  ====

    EBITDA margin                                    7.3%                                                                              10.0%


                                                                                                                                                              LEIDOS HOLDINGS, INC.

                                                                                                                                                UNAUDITED NON-GAAP FINANCIAL MEASURES [CONTINUED]

                                                                                                                                                     (in millions, except per share amounts)


                                                                                                                                            Nine Months Ended September 29, 2017

                                                                                                 As reported       Acquisition       Amortization             Restructuring                Amortization         Loss (gain) on Non-GAAP
                                                                                                                        and                of                    expenses                    of equity             sale of      results
                                                                                                                   integration       intangibles                                               method             assets and
                                                                                                                       costs                                                               investments            businesses
                                                                                                 -----------       -----------        ------------             -------------               ------------        --------------    --------

    Operating income                                                                                          $458                                      $56                                               $212                                 $25         $11            $     - $762

    Non-operating expense, net                                                                          (99)                      -                                       -                                -                           -           1             (98)

    Income from continuing operations, before                                                            359                      56                                      212                                25                           11           1              664
      income taxes

    Income tax expense(1)                                                                              (108)                   (22)                                    (82)                             (10)                         (4)           -           (226)
                                                                                                                                                                                                                                     ---

    Net income                                                                                           251                      34                                      130                                15                            7           1              438

    Less: net loss attributable to non-controlling                                                       (1)                      -                                       -                                -                           -           -             (1)
      interest

    Net income attributable to Leidos common                                                                  $252                                      $34                                               $130                                 $15          $7                 $1  $439
      stockholders



    Diluted EPS attributable to Leidos common                                                                $1.65                                    $0.22                                              $0.85                               $0.10       $0.04              $0.01 $2.87
      stockholders

    Diluted shares                                                                                       153                     153                                      153                               153                          153         153              153


    (1) Calculation uses an estimated statutory tax rate on non-GAAP tax deductible adjustments.


                                                                               Nine Months Ended September 29, 2017

                                              As reported      Acquisition   Amortization            Restructuring  Amortization        Loss (gain) Non-GAAP
                                                                   and             of                   expenses      of equity         on sale of   results
                                                               integration   intangibles                                method          assets and
                                                                  costs                                             investments         businesses
                                              -----------      -----------    ------------           -------------  ------------        -----------   --------

    Income from continuing operations, before             $359                                 $56                                 $212                             $25        $11        $1   $664
      income taxes

    Depreciation expense                               42                  -                                      -                  -                       -          -           42

    Amortization expense                              223                  -                                  (212)                  -                    (11)          -            -

    Interest expense, net                             105                  -                                      -                  -                       -          -          105

    EBITDA                                                $729                                 $56                               $    -                            $25      $   -       $1   $811
                                                          ====                                 ===                             ===  ===                            ===    === ===      ===   ====

    EBITDA margin                                    9.5%                                                                                                      10.6%


                                                                                                                                         LEIDOS HOLDINGS, INC.

                                                                                                                           UNAUDITED NON-GAAP FINANCIAL MEASURES [CONTINUED]

                                                                                                                                (in millions, except per share amounts)


                                                                                                    Nine Months Ended September 30, 2016

                                                                As reported             Acquisition         Amortization             Restructuring                Loss (gain) on         Non-GAAP
                                                                                             and                  of                    expenses                  sale of assets         results
                                                                                        integration         intangibles                                           and businesses
                                                                                            costs
                                                                -----------             -----------          ------------             -------------                --------------         --------

    Operating income                                                            $265                                           $68                                                  $30                       $6           $       -  $369

    Non-operating                                                      (52)                            -                                         -                                  -              (5)           (57)
      expense, net

    Income from                                                         213                            68                                         30                                   6               (5)            312
      continuing
      operations, before
      income taxes

    Income tax expense(1)                                              (27)                         (21)                                      (12)                                (2)                1            (61)
                                                                        ---                           ---                                        ---                                 ---               ---             ---

    Net income                                                          186                            47                                         18                                   4               (4)            251

    Less: net income                                                      1                             -                                         -                                  -                -              1
      attributable to non-
      controlling interest


    Net income                                                                  $185                                           $47                                                  $18                       $4                $(4)  $250
      attributable to
      Leidos common
      stockholders



    Diluted EPS                                                                $2.13                                         $0.54                                                $0.21                    $0.05             $(0.05) $2.87

    Diluted shares                                                       87                            87                                         87                                  87                87              87


    (1) Calculation uses an estimated statutory tax rate on non-GAAP tax deductible adjustments.


                                                                   Nine Months Ended September 30, 2016

                                      As reported      Acquisition             Amortization            Restructuring  Loss (gain)       Non-GAAP
                                                           and                       of                   expenses    on sale of        results
                                                       integration             intangibles                            assets and
                                                          costs                                                       businesses
                                      -----------      -----------              ------------           -------------  -----------        --------

    Income from continuing                        $213                                           $68                                $30                    $6     $(5)  $312
      operations, before income taxes

    Depreciation expense                       24                          -                                        -                -                 -      24

    Amortization expense                       30                          -                                     (30)                -                 -       -

    Interest expense, net                      49                          -                                        -                -                 -      49

    EBITDA                                        $316                                           $68                              $   -                   $6     $(5)  $385
                                                  ====                                           ===                            === ===                  ===      ===   ====

    EBITDA margin                            7.1%                                                                                                 8.6%


                                                                                                                                                           LEIDOS HOLDINGS, INC.

                                                                                                                                             UNAUDITED NON-GAAP FINANCIAL MEASURES [CONTINUED]

                                                                                                                                                  (in millions, except per share amounts)


    The following tables present the reconciliation of the non-GAAP operating income by reportable segment and Corporate:


                                                                                                       Quarter Ended September 29, 2017

                                                               Operating               Acquisition                Amortization              Restructuring                Amortization              Non-GAAP    Non-GAAP
                                                             income (loss)                  and                         of                     expenses                    of equity              operating    operating
                                                                                       integration                intangibles                                                method             income (loss)    margin
                                                                                           costs                                                                         investments
                                                            --------------             -----------                 ------------             -------------                ------------            ------------- ---------

    Defense Solutions                                                           $80                                           $           -                                                $21                           $   -        $ -           $101    8.4%

    Civil                                                               50                                    -                                         42                                    -                          2         94         11.2%

    Health                                                              63                                    -                                         13                                    -                          -        76         16.4%

    Corporate                                                         (42)                                  21                                           -                                   6                           -      (15)        NM
                                                                       ---                                  ---                                         ---                                 ---                         ---       ---        ---

    Total                                                                      $151                                                     $21                                                 $76                              $6          $2            $256   10.2%
                                                                               ====                                                     ===                                                 ===                             ===         ===            ====    ====


                                               Quarter Ended September 30, 2016

                        Operating        Acquisition                                    Restructuring     Non-GAAP        Non-GAAP
                      income (loss)           and                                          expenses       operating       operating
                                         integration                                                    income (loss)      margin
                                             costs                   Amortization
                                                                          of
                                                                    intangibles(1)
                                                                    -------------

    Defense Solutions                $93                                          $   -                               $4              $   -         $97   9.6%

    Civil                        38                             -                                   14                  -            52        9.3%

    Health                       28                             -                                    9                  -            37       12.3%

    Corporate                  (58)                           44                                     -                 5            (9)      NM
                                ---                           ---                                   ---               ---            ---      ---

    Total                           $101                                            $44                               $27                 $5         $177   9.5%
                                    ====                                            ===                               ===                ===         ====    ===


                                                      Nine Months Ended September 29, 2017

                         Operating        Acquisition              Amortization                Restructuring   Amortization         Non-GAAP    Non-GAAP
                       income (loss)           and                       of                       expenses       of equity         operating    operating
                                          integration              intangibles                                     method        income (loss)    margin
                                              costs                                                            investments
                      --------------      -----------               ------------               -------------   ------------       ------------- ---------

    Defense Solutions                $222                                      $             -                              $82                           $  -        $2           $306   8.2%

    Civil                        170                           -                                           98                  -                          9       277        10.8%

    Health                       184                           -                                           32                  -                          -      216        15.9%

    Corporate                  (118)                         56                                             -                25                           -     (37)       NM
                                ----                         ---                                           ---               ---                                  ---       ---

    Total                            $458                                                  $56                              $212                            $25        $11           $762  10.0%
                                     ====                                                  ===                              ====                            ===        ===           ====   ====


                                             Nine Months Ended September 30, 2016

                        Operating        Acquisition                                    Restructuring     Non-GAAP        Non-GAAP
                      income (loss)           and                                          expenses       operating       operating
                                         integration                                                    income (loss)      margin
                                             costs                   Amortization
                                                                          of
                                                                    intangibles(1)
                                                                    -------------

    Defense Solutions               $224                                          $   -                               $4               $   -         $228   8.9%

    Civil                        80                             -                                   17                  -             97        8.0%

    Health                       62                             -                                    9                  -             71       10.5%

    Corporate                 (101)                           68                                     -                 6            (27)      NM
                               ----                           ---                                   ---               ---             ---      ---

    Total                           $265                                            $68                               $30                  $6          $369   8.3%
                                    ====                                            ===                               ===                 ===          ====    ===


    NM - Not Meaningful


    (1) Amortization was based on the preliminary fair value of the acquired intangibles and was subject to change once purchase accounting was finalized.

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SOURCE Leidos