Cubic Reports Third Quarter Fiscal 2018 Results; Strong Growth and Record Backlog

SAN DIEGO, Aug. 8, 2018 /PRNewswire/ -- Cubic Corporation (NYSE: CUB) today announced its financial results for the third fiscal quarter ended June 30, 2018.

"We are pleased that Cubic is continuing to deliver solid financial performance in fiscal 2018 as we make excellent progress on our strategic initiatives and accelerating our growth," said Bradley H. Feldmann, chairman, president and chief executive officer. "Cubic reported strong growth in both sales and Adjusted EBITDA in the third quarter, while the Brisbane win further expanded our highest-ever backlog. We remain intensely focused on meeting our commitments to customers, shareholders and our talented employees."


    Financial Results Summary


                                Nine Months Ended                              Three Months Ended

                                    June 30,                                        June 30,
                                    --------                                        --------

                              2018                   2017                    2018                 2017
                              ----                   ----                    ----                 ----

                                   (in millions, except per share data)

    Sales                             $823.2                              $758.6                       $296.2   $266.2

    Operating income
     (loss)                            (3.3)                             (18.6)                        10.3    (6.8)

    Adjusted EBITDA
     (1)                               55.5                                42.0                         28.2     12.7


    Income (loss)
     from continuing
     operations
     attributable to
     Cubic before
     income taxes                     $(9.6)                            $(29.4)                        $6.5   $(9.3)

    Income tax
     provision from
     continuing
     operations
     attributable to
     Cubic                               4.3                                 5.9                          5.6     68.9

    Net income (loss)
     from continuing
     operations
     attributable to
     Cubic                            (13.9)                             (35.3)                         0.9   (78.2)
                                       =====                               =====                          ===    =====

    Earnings (loss)
     per share from
     continuing
     operations
     attributable to
     Cubic                            (0.51)                             (1.30)                        0.03   (2.89)


    Net income from
     discontinued
     operations
     before income
     taxes                              $8.9                               $10.8                         $4.7     $5.2

    Income tax
     provision
     (benefit) from
     discontinued
     operations                          0.5                               (0.2)                       (0.7)  (51.1)

    Net income from
     discontinued
     operations                          8.4                                11.0                          5.4     56.3
                                         ===                                ====                          ===     ====

    Earnings per
     share from
     discontinued
     operations                         0.31                                0.41                         0.20     2.08


    Acquisition-
     related costs
     (excluding
     amortization)
     (1)                               $2.5                              $(0.8)                        $0.6   $(1.5)

    Strategic and IT
     system resource
     planning
     expenses (1)                       18.8                                23.6                          5.1      8.9

    Depreciation and
     amortization
     expense                            34.1                                35.8                         10.6     11.8

    Research and
     development
     expense                            40.1                                38.8                         13.9     16.9

    Income tax
     provision                           4.3                                 5.9                          5.6     68.9


    (1)              See the
                     section
                     below
                     titled "Use
                     of Non-
                     GAAP
                     Financial
                     Information"
                     for a
                     description
                     of these
                     items and
                     additional
                     information
                     regarding
                     Non-GAAP
                     financial
                     measures.

Sales in the third quarter of fiscal 2018 increased 11% to $296.2 million from $266.2 million in the third quarter of last year. Sales from Cubic Transportation Systems (CTS) and Cubic Mission Solutions (CMS) increased by 21% and 5%, respectively, while sales from Cubic Global Defense (CGD) Systems were flat. Foreign currency translation had a favorable impact of $2.7 million.

Operating income in the third quarter was $10.3 million compared to an operating loss of $6.8 million in the third quarter of last year. The increase was predominately driven by improved profitability at CTS. Operating income increased year-over-year despite an $8.0 million gain recognized on an equitable contract adjustment in the third quarter of 2017 in CGD Systems. Foreign currency translation had a favorable impact of $0.4 million.

Non-GAAP Adjusted EBITDA in the third quarter was $28.2 million, an increase of 123% from $12.7 million in the third quarter of last year. The increase was primarily attributable to the same factors noted above and as described in more detail in the segment discussion below.

Net cash used in continuing operations was $32.8 million in the third quarter compared to a cash use of $45.0 million in the third quarter of last year.

On April 18, 2018, Cubic entered into a definitive agreement to sell the Cubic Global Defense (CGD) Services business. This transaction closed on May 31, 2018. In March 2018, all criteria were met for the classification of CGD Services as a discontinued operation. As such, the operating results of CGD Services have been classified as discontinued operations in the condensed consolidated statements of income (loss) for all periods presented. In the application of the accounting requirements for discontinued operations, corporate overhead is not allocated to discontinued operations. Therefore, certain corporate overhead costs that had previously been allocated to the CGD Services segment have been included in the unallocated corporate expenses amounts below. Such amounts totaled $1.3 million and $1.9 million in the third quarter of fiscal 2018 and fiscal 2017, respectively, and totaled $5.3 million and $5.9 million for the first nine months of fiscal 2018 and fiscal 2017, respectively.

Net income from continuing operations attributable to Cubic in the third quarter was $0.9 million compared to a net loss of $78.2 million in the third quarter of 2017. The year-over-year comparison of net income reflects significant changes in the quarterly effective tax rates on continuing operations, which was impacted by the application of the Financial Accounting Standards Board guidelines requiring the allocation of total tax expense to continuing operations, discontinued operations and other comprehensive income.

Net income from discontinued operations in the third quarter was $5.4 million compared to $56.3 million in the third quarter of 2017. The assets and liabilities of a discontinued operation held for sale are measured at the lower of carrying value or fair value less cost to sell. In the second quarter of fiscal 2018, we recognized a loss of $6.9 million; whereas, in the third quarter of fiscal 2018, we recorded an adjustment of $0.8 million to reduce the total loss to $6.1 million based upon the estimated carrying value of the net assets at the date that the sale closed.


    Reportable Segment Results


                                 Nine Months Ended                   Three Months Ended

                                     June 30,                             June 30,
                                     --------                             --------

                               2018                   2017         2018                 2017
                               ----                   ----         ----                 ----

    Sales:                                     (in thousands)

    Cubic Transportation
     Systems                           $478.1                   $407.9                         $164.6    $136.4

    Cubic Global Defense
     Systems                            233.2                    247.4                           88.9      89.1

    Cubic Mission Solutions             111.9                    103.3                           42.7      40.7
                                        -----                    -----                           ----      ----

    Total sales                        $823.2                   $758.6                         $296.2    $266.2
                                       ======                   ======                         ======    ======


    Operating income (loss):

    Cubic Transportation
     Systems                            $42.7                    $16.5                          $18.6    $(0.9)

    Cubic Global Defense
     Systems                             13.6                     18.4                            6.9      10.4

    Cubic Mission Solutions            (17.2)                  (14.5)                         (0.5)    (1.5)

    Unallocated corporate
     expenses                          (42.4)                  (39.0)                        (14.7)   (14.8)

    Total operating income
     (loss)                            $(3.3)                 $(18.6)                         $10.3    $(6.8)
                                        =====                   ======                          =====     =====


    Adjusted EBITDA:

    Cubic Transportation
     Systems                            $52.4                    $23.6                          $21.8      $1.7

    Cubic Global Defense
     Systems                             20.7                     26.9                            9.0      14.1

    Cubic Mission Solutions               1.1                      3.0                            4.9       2.4

    Unallocated corporate
     expenses                          (18.7)                  (11.5)                         (7.5)    (5.5)

    Total adjusted EBITDA               $55.5                    $42.0                          $28.2     $12.7
                                        =====                    =====                          =====     =====

Cubic Transportation Systems (CTS):

CTS sales increased 21% to $164.6 million compared to $136.4 million in the third quarter of 2017 supported by growth in both products and services. Foreign currency translation had a favorable impact of $2.6 million.

CTS Adjusted EBITDA increased to $21.8 million compared to $1.7 million last year reflecting higher sales, lower research and development expense and operational improvements. Foreign currency translation had a favorable impact of $0.6 million.

Cubic Global Defense (CGD) Systems:

CGD Systems sales were $88.9 million compared to $89.1 million in the third quarter of 2017. While sales of air combat training systems were higher year-over-year, comparative sales were significantly impacted by an $8.0 million gain recognized on an equitable contract adjustment in the third quarter of fiscal 2017 for our littoral combat ship virtual training contract.

CGD Systems Adjusted EBITDA was $9.0 million compared to $14.1 million last year. The decrease reflects the $8.0 million equitable contract adjustment described above, which was partially offset by increased operating profits in both air and ground combat training systems.

Cubic Mission Solutions (CMS):

CMS sales increased 5% to $42.7 million compared to $40.7 million in the third quarter of 2017 due to higher C2ISR (Command, Control, Intelligence, Surveillance and Reconnaissance) sales.

CMS Adjusted EBITDA increased 100% to $4.9 million compared to $2.4 million last year, reflecting higher sales and favorable mix, which more than offset increased research and development expense.

Backlog

Total backlog increased by $1.2 billion to $3.7 billion from September 30, 2017 to June 30, 2018 primarily due to the award of contracts to CTS in New York, Boston and Brisbane. Changes in exchange rates between the prevailing currency in our foreign operations and the U.S. dollar as of the end of the quarter decreased backlog by $50.4 million compared to September 30, 2017.

Fiscal 2018 Full Year Guidance
Constant currency basis with 2017
Previously adjusted for the sale of CGD Services

    --  Sales: $1.135 billion to $1.185 billion
    --  Adjusted EBITDA: $90.0 million to $116.0 million

Conference Call and Webcast

Cubic will host a conference call today, Wednesday, August 8 at 11:00 a.m. Eastern Time to present third quarter fiscal 2018 results. Access the live audio webcast via: https://event.webcasts.com/starthere.jsp?ei=1200926&tp_key=72a34a770f

An archive of the webcast and presentation materials will be made available on the Investor Relations section of Cubic's website at https://www.cubic.com/investor-relations/financials.

Financial analysts and institutional investors are invited to dial:

    --  877-407-9708


    --  201-689-8259 (international)To avoid delay in the start time, please
        dial in beginning 10:45 a.m. Eastern Time.

About Cubic Corporation

Cubic is a market-leading, technology provider of integrated solutions that increase situational understanding for transportation, C4ISR and training customers worldwide to decrease urban congestion and improve the militaries' effectiveness and operational readiness. Cubic Transportation Systems is a leading integrator of payment and information technology and services to create intelligent travel solutions for transportation authorities and operators. Cubic Mission Solutions provides networked Command, Control, Communications, Computers, Intelligence, Surveillance and Reconnaissance (C4ISR) capabilities for defense, intelligence, security and commercial missions. Cubic Global Defense is a leading provider of live, virtual, constructive and game-based (LVC-G) training solutions for the U.S. and allied forces. For more information about Cubic, please visit the company's website at www.cubic.com or on Twitter @CubicCorp.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to the safe harbor created by such Act. Forward-looking statements include, among others, statements about our expectations regarding future events or our future financial and/or operating performance; our expectations regarding organic growth; and the use of our technologies on a transportation contract that was awarded early fiscal 2018. These statements are often, but not always, made through the use of words or phrases such as "may," "will," "anticipate," "estimate," "plan," "project," "continuing," "ongoing," "expect," "believe," "intend," "predict," "potential," "opportunity" and similar words or phrases or the negatives of these words or phrases. These statements involve risks, estimates, assumptions and uncertainties that could cause actual results to differ materially from those expressed in these statements, including, among others: our dependence on U.S. and foreign government contracts; delays in approving U.S. and foreign government budgets and cuts in U.S. and foreign government defense expenditures; the ability of certain government agencies to unilaterally terminate or modify our contracts with them; the effect of sequestration on our contracts; our assumptions concerning behavior by public transit authorities; our ability to successfully integrate new companies into our business and to properly assess the effects of such integration on our financial condition; the U.S. government's increased emphasis on awarding contracts to small businesses, and our ability to retain existing contracts or win new contracts under competitive bidding processes; negative audits by the U.S. government; the effects of politics and economic conditions on negotiations and business dealings in the various countries in which we do business or intend to do business; risks associated with the restatement of our prior consolidated financial statements, including our identification of material weaknesses in our internal control over financial reporting; competition and technology changes in the defense and transportation industries; the change in the way transit agencies pay for transit systems; our ability to accurately estimate the time and resources necessary to satisfy obligations under our contracts; the effect of adverse regulatory changes on our ability to sell products and services; our ability to identify, attract and retain qualified employees; our failure to properly implement our ERP system; unforeseen problems with the implementation and maintenance of our information systems; business disruptions due to cyber security threats, physical threats, terrorist acts, acts of nature and public health crises; our involvement in litigation, including litigation related to patents, proprietary rights and employee misconduct; our reliance on subcontractors and on a limited number of third parties to manufacture and supply our products; our ability to comply with our development contracts and to successfully develop, introduce and sell new products, systems and services in current and future markets; defects in, or a lack of adequate coverage by insurance or indemnity for, our products and systems; and changes in U.S. and foreign tax laws, exchange rates or our economic assumptions regarding our pension plans. In addition, please refer to the risk factors contained in our SEC filings available at www.sec.gov, including our most recent Annual Report on Form 10?K and Quarterly Reports on Form 10?Q. Because the risks, estimates, assumptions and uncertainties referred to above could cause actual results or outcomes to differ materially from those expressed in any forward-looking statements, you should not place undue reliance on any forward-looking statements. Any forward-looking statement speaks only as of the date hereof, and, except as required by law, we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date hereof.

Use of Non-GAAP Financial Information

We believe that the presentation of Earnings before interest, taxes, depreciation, and amortization (EBITDA) and Adjusted EBITDA included in this report provides useful information to investors with which to analyze our operating trends and performance and ability to service and incur debt. Also, we believe EBITDA facilitates company-to-company operating performance comparisons by backing out potential differences caused by variations in capital structures (affecting net interest expense), taxation, variations in organic versus inorganic growth (affecting amortization expense) and the age and book depreciation of property, plant and equipment (affecting relative depreciation expense). We believe Adjusted EBITDA further facilitates company-to-company operating comparisons by backing out items that we believe are not part of our core operating performance. Items backed out of Adjusted EBITDA are comprised of expenses incurred in the development of our ERP system and the redesign of our supply chain which include internal labor costs and external costs of materials and services that do not qualify for capitalization, business acquisition expenses including retention bonus expenses, due diligence and consulting costs incurred in connection with the acquisitions, expenses recognized related to the change in the fair value of contingent consideration for acquisitions, restructuring costs, gains and losses on disposals of fixed assets, and income and expenses classified as other non-operating income and expenses which may vary for different companies for reasons unrelated to operating performance.

EBITDA and Adjusted EBITDA are not measurements of financial performance under GAAP and should not be considered as measures of discretionary cash available to the company or as alternatives to net income as a measure of performance. In addition, other companies may define EBITDA and Adjusted EBITDA differently and, as a result, our measures of EBITDA and Adjusted EBITDA may not be directly comparable to EBITDA and Adjusted EBITDA of other companies. Furthermore, EBITDA and Adjusted EBITDA have limitations as analytical tools, and you should not consider either of them in isolation, or as a substitute for analysis of our results as reported under GAAP.

The following table reconciles EBITDA and Adjusted EBITDA to net income (loss), which we consider to be the most directly comparable GAAP financial measure. On May 31, 2018 Cubic sold the CGD Services business. The operating results of this business and loss on sale have been excluded from the figures for all periods presented.


    GAAP to Non-GAAP Reconciliation

    Continuing Operations

    Earnings before interest, taxes, depreciation and amortization (EBITDA) and Adjusted EBITDA


    ($ In Millions)                                       Nine Months Ended June 30,              Three Months Ended June 30,

    Cubic Transportation Systems                                  2018        2017                   2018           2017
    ----------------------------                                  ----        ----                   ----           ----

    Sales                                                                  $478.1                 $407.9                        $164.6    $136.4

    Operating income (loss)                                                 $42.7                  $16.5                         $18.6    $(0.9)

          Depreciation and amortization                            9.1         6.9                    2.8            2.4

          Acquisition related expenses,
           excluding amortization                                    -      (0.2)                     -             -

          Restructuring costs                                      0.6         0.4                    0.4            0.2
                                                                   ---         ---                    ---            ---

    Adjusted EBITDA                                                         $52.4                  $23.6                         $21.8      $1.7
                                                                            =====                  =====                         =====      ====

    Adjusted EBITDA margin                                       11.0%       5.8%                 13.2%          1.2%


                                                          Nine Months Ended June 30,              Three Months Ended June 30,

    Cubic Mission Solutions                                       2018        2017                   2018           2017
    -----------------------                                       ----        ----                   ----           ----

    Sales                                                                  $111.9                 $103.3                         $42.7     $40.7

    Operating loss                                                        $(17.2)               $(14.5)                       $(0.5)   $(1.5)

          Depreciation and amortization                           15.8        18.1                    4.7            5.4

          Acquisition related expenses,
           excluding amortization                                  2.5       (0.6)                   0.7          (1.5)
                                                                   ---        ----                    ---           ----

    Adjusted EBITDA                                                          $1.1                   $3.0                          $4.9      $2.4
                                                                             ====                   ====                          ====      ====

    Adjusted EBITDA margin                                        1.0%       2.9%                 11.4%          6.0%


                                                          Nine Months Ended June 30,              Three Months Ended June 30,

    Cubic Global Defense                                          2018        2017                   2018           2017
    --------------------                                          ----        ----                   ----           ----

    Sales                                                                  $233.2                 $247.4                         $88.9     $89.1

    Operating income                                                        $13.6                  $18.4                          $6.9     $10.4

          Depreciation and amortization                            6.1         7.3                    2.0            3.5

          Acquisition related expenses,
           excluding amortization                                    -          -                 (0.1)             -

          Restructuring costs                                      1.0         1.2                    0.2            0.2
                                                                   ---         ---                    ---            ---

    Adjusted EBITDA                                                         $20.7                  $26.9                          $9.0     $14.1
                                                                            =====                  =====                          ====     =====

    Adjusted EBITDA margin                                        8.9%      10.9%                 10.2%         15.8%





    ($ In Millions)                                       Nine Months Ended June 30,              Three Months Ended June 30,

    Cubic Consolidated                                            2018        2017                   2018           2017
    ------------------                                            ----        ----                   ----           ----

    Sales                                                                  $823.2                 $758.6                        $296.2    $266.2

    Net income (loss) from continuing
     operations attributable to Cubic                                     $(13.9)               $(35.3)                         $0.9   $(78.2)

           Noncontrolling interest in loss of
            VIE                                                  (1.9)          -                 (1.9)             -

           Provision for income taxes                              4.3         5.9                    5.6           68.9

           Interest expense (income), net                          6.3        11.5                    1.8            4.1

           Other non-operating expense
            (income), net                                          1.9       (0.7)                   3.9          (1.6)

    Operating income (loss)                                      (3.3)     (18.6)                  10.3          (6.8)
                                                                  ----       -----                   ----           ----

          Depreciation and amortization                           34.1        35.8                   10.6           11.8

          Other non-operating (expense)
           income, net                                           (1.9)        0.7                  (3.9)           1.6
                                                                  ----         ---                   ----            ---

    EBITDA                                                        28.9        17.9                   17.0            6.6
                                                                  ----        ----                   ----            ---

          Acquisition related expenses,
           excluding amortization                                  2.5       (0.8)                   0.6          (1.5)

          ERP/Supply chain initiatives                            18.8        23.6                    5.1            8.9

          Restructuring costs                                      3.4         1.6                    1.6            0.3

          Loss on sale of fixed assets                               -        0.4                      -             -

         Other non-operating expense
          (income), net                                            1.9       (0.7)                   3.9          (1.6)

    Adjusted EBITDA                                                         $55.5                  $42.0                         $28.2     $12.7
                                                                            =====                  =====                         =====     =====

    Adjusted EBITDA margin                                        6.7%       5.5%                  9.5%          4.8%


    Financial Statements


                                                                                     CUBIC CORPORATION

                                                                           CONSOLIDATED STATEMENTS OF OPERATIONS

                                                                       (amounts in thousands, except per share data)


                                               Nine Months Ended            Three Months Ended

                                                    June 30,                      June 30,
                                                    --------                      --------

                                                            2018                  2017                                     2018 2017
                                                            ----                  ----                                     ---- ----

    Net sales:

    Products                                                     $468,949                                             $466,071        $179,761      $167,143

    Services                                                      354,240                                              292,523         116,451        99,041
                                                                  -------                                              -------         -------        ------

                                                                  823,189                                              758,594         296,212       266,184

    Costs and expenses:

    Products                                                      334,202                                              334,590         125,536       120,575

    Services                                                      245,075                                              208,510          80,401        71,075

    Selling, general and administrative
     expenses                                                     183,720                                              170,730          58,267        56,898

    Research and development                                       40,113                                               38,779          13,934        16,901

    Amortization of purchased
     intangibles                                                   19,988                                               22,948           6,153         7,257

    Restructuring costs                                             3,382                                                1,616           1,631           326
                                                                    -----                                                -----           -----           ---

                                                                  826,480                                              777,173         285,922       273,032
                                                                  -------                                              -------         -------       -------


    Operating income (loss)                                       (3,291)                                            (18,579)         10,290       (6,848)


    Other income (expenses):

    Interest and dividend income                                    1,872                                                  682             765           235

    Interest expense                                              (8,152)                                            (12,202)        (2,567)      (4,357)

    Other income (expense), net                                   (1,881)                                                 717         (3,831)        1,648
                                                                   ------                                                  ---          ------         -----


    Income (loss) from continuing
     operations before income taxes                              (11,452)                                            (29,382)          4,657       (9,322)


    Income tax provision                                            4,299                                                5,967           5,627        68,914
                                                                    -----                                                -----                       ------


    Net loss from continuing operations                          (15,751)                                            (35,349)          (970)     (78,236)

    Net income from discontinued
     operations                                                     8,364                                               10,985           5,380        56,279
                                                                    -----                                               ------           -----        ------

    Net income (loss)                                             (7,387)                                            (24,364)          4,410      (21,957)


    Less noncontrolling interest in
     loss of VIE                                                  (1,881)                                                   -        (1,881)            -
                                                                   ------                                                  ---         ------           ---


    Net income (loss) attributable to
     Cubic                                                       $(5,506)                                           $(24,364)         $6,291     $(21,957)
                                                                  =======                                             ========          ======      ========


    Amounts attributable to Cubic:

    Net income (loss) from continuing
     operations                                                  (13,870)                                            (35,349)            911      (78,236)

    Net income from discontinued
     operations                                                     8,364                                               10,985           5,380        56,279
                                                                    -----                                               ------           -----        ------

    Net income (loss) attributable to
     Cubic                                                       $(5,506)                                           $(24,364)         $6,291     $(21,957)
                                                                  =======                                             ========          ======      ========


    Net income (loss) per share:

    Basic

            Continuing operations attributable
             to Cubic                                             $(0.51)                                             $(1.30)          $0.03       $(2.89)

            Discontinued operations                                 $0.31                                                $0.41           $0.20         $2.08

    Basic earnings per share
     attributable to Cubic                                        $(0.20)                                             $(0.90)          $0.23       $(0.81)


    Diluted

            Continuing operations attributable
             to Cubic                                             $(0.51)                                             $(1.30)          $0.03       $(2.89)

            Discontinued operations                                 $0.31                                                $0.41           $0.20         $2.08

    Diluted earnings per share
     attributable to Cubic                                        $(0.20)                                             $(0.90)          $0.23       $(0.81)


    Dividends per common share                                      $0.14                                                $0.14    $          - $          -


    Weighted average shares used in per
     share calculations:

    Basic                                                          27,221                                               27,100          27,232        27,110

    Diluted                                                        27,221                                               27,100          27,374        27,110


                                                   CUBIC CORPORATION

                                              CONSOLIDATED BALANCE SHEETS

                                                     (in thousands)


                                           June 30,                                 September 30,

                                                2018                                          2017
                                                ----                                          ----

    ASSETS


    Current assets:

    Cash and cash equivalents                                               $93,274                   $60,143

    Cash in consolidated VIE                                                    414                         -

    Restricted cash                                                          16,695                     8,434

    Restricted cash in consolidated VIE                                      10,000                         -

    Accounts receivable:

    Long-term contracts                                                     313,747                   354,476

    Allowance for doubtful accounts                                         (1,334)                    (436)
                                                                             ------                      ----

                                                                            312,413                   354,040


    Recoverable income taxes                                                  1,103                     5,360

    Inventories                                                             126,405                    87,715

    Assets held for sale                                                      8,177                         -

    Other current assets                                                     45,423                    29,951

    Current assets of discontinued
     operations                                                                   -                   75,900
                                                                                ---                   ------

    Total current assets                                                    613,904                   621,543
                                                                            -------                   -------


    Long-term contract receivables                                           14,791                    17,457

    Long-term capitalized contract costs                                     71,530                    56,471

    Long-term capitalized contract costs
     in consolidated VIE                                                      1,159                         -

    Property, plant and equipment, net                                      111,775                   113,220

    Deferred income taxes                                                     4,937                     7,385

    Goodwill                                                                327,964                   321,562

    Purchased intangibles, net                                               74,808                    89,858

    Other assets                                                             13,229                    10,515

    Noncurrent assets of discontinued
     operations                                                                   -                   98,274
                                                                                ---                   ------

    Total assets                                                         $1,234,097                $1,336,285
                                                                         ==========                ==========


    LIABILITIES AND SHAREHOLDERS' EQUITY

    Current liabilities:

    Short-term borrowings                          $                              -                  $55,000

    Trade accounts payable                                                  110,970                    88,521

    Trade accounts payable in consolidated
     VIE                                                                        268                         -

    Customer advances                                                        56,769                    56,132

    Accrued compensation and other current
     liabilities                                                            102,142                   130,126

    Income taxes payable                                                      6,677                     9,838

    Current liabilities of discontinued
     operations                                                                   -                   36,862
                                                                                ---                   ------

    Total current liabilities                                               276,826                   376,479
                                                                            -------                   -------


    Long-term debt                                                          199,785                   199,761

    Long-term debt in consolidated VIE                                       26,562                         -

    Other long-term liabilities                                              52,949                    70,414

    Other long-term liabilities in
     consolidated VIE                                                         2,090                         -


    Shareholders' equity:

    Common stock                                                             41,465                    37,850

    Retained earnings                                                       785,303                   794,485

    Accumulated other comprehensive loss                                  (112,924)                (106,626)

    Treasury stock at cost                                                 (36,078)                 (36,078)
                                                                            -------                   -------

    Shareholders' equity related to Cubic                                   677,766                   689,631

    Noncontrolling interest in VIE                                          (1,881)                        -

    Total shareholders' equity                                              675,885                   689,631

    Total liabilities and shareholders'
     equity                                                              $1,234,097                $1,336,285
                                                                         ==========                ==========


                                                                                   CUBIC CORPORATION

                                                                         CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                                    (in thousands)


                                             Nine Months Ended               Three Months Ended

                                                  June 30,                        June 30,
                                                  --------                      --------

                                                          2018                  2017                                  2018 2017
                                                          ----                  ----                                  ---- ----

    Operating Activities:

    Net income (loss)                                           $(7,387)                                       $(24,364)           $4,410      $(21,957)

    Net income from discontinued operations                      (8,364)                                        (10,985)          (5,380)      (56,279)

    Adjustments to reconcile net income
     (loss) to net cash provided by
     operating activities:

    Depreciation and amortization                                 34,133                                           35,774            10,642         11,750

    Share-based compensation expense                               5,100                                            3,586             2,603            395

    Change in fair value of contingent
     consideration                                                   446                                          (4,713)              (6)       (2,519)

    (Gain) loss on disposal of assets                            (1,474)                                             405                 -             -

    Deferred income taxes                                       (10,198)                                        (10,813)         (10,013)        17,660

    Changes in operating assets and
     liabilities, net of effects from
     acquisitions:                                              (44,047)                                        (34,180)         (35,026)         5,928
                                                                 -------                                          -------           -------          -----

    NET CASH USED IN CONTINUING OPERATING
     ACTIVITIES                                                 (31,791)                                        (45,290)         (32,770)      (45,022)

    NET CASH PROVIDED BY OPERATING
     ACTIVITIES FROM DISCONTINUED OPERATIONS                      14,497                                           28,776             8,364         16,702
                                                                  ------                                           ------                          ------

    NET CASH USED IN OPERATING ACTIVITIES                       (17,294)                                        (16,514)         (24,406)      (28,320)
                                                                 -------                                          -------           -------        -------


    Investing Activities:

    Acquisition of businesses, net of cash
     acquired                                                    (9,534)                                        (12,924)                -             -

    Purchases of property, plant and
     equipment                                                  (21,120)                                        (25,474)          (9,334)      (10,305)

    Purchases of marketable securities                                 -                                        (18,944)                -         (189)

    Proceeds from sales or maturities of
     marketable securities                                             -                                          18,944                 -         6,441

    Purchase of non-marketable debt and
     equity securities                                           (1,472)                                         (2,200)            (222)             -

    Proceeds from the sale of fixed assets                         2,400                                                -                -             -

    NET CASH USED IN INVESTING ACTIVITIES
     FROM CONTINUING OPERATIONS                                 (29,726)                                        (40,598)          (9,556)       (4,053)

    NET CASH PROVIDED BY (USED IN) INVESTING
     ACTIVITIES FROM DISCONTINUED OPERATIONS                     133,795                                            1,217           133,795           (16)
                                                                 -------                                            -----                             ---

    NET CASH PROVIDED BY (USED IN) INVESTING
     ACTIVITIES                                                  104,069                                         (39,381)          124,239        (4,069)
                                                                 -------                                          -------           -------         ------


    Financing Activities:

    Proceeds from short-term borrowings                          198,820                                           93,080            79,700         23,800

    Principal payments on short-term
     borrowings                                                (253,820)                                       (229,080)        (156,700)     (169,800)

    Principal payments on long-term debt                               -                                           (320)                -         (104)

    Proceeds from long-term borrowings in
     consolidated VIE                                             28,378                                                -           28,378              -

    Deferred financing fees in consolidated
     VIE                                                         (2,180)                                               -          (2,180)             -

    Stock issued under employee stock
     purchase plan                                                   710                                            1,712              (88)           279

    Purchase of common stock                                     (2,355)                                         (2,449)             (31)          (94)

    Dividends paid                                               (3,676)                                         (3,679)                -             -

    Contingent consideration payments
     related to acquisitions of businesses                         (656)                                         (1,988)                -             -

    Net change in restricted cash                               (18,626)                                          71,084          (12,885)        72,597
                                                                 -------                                           ------           -------         ------

    NET CASH USED IN FINANCING ACTIVITIES                       (53,405)                                        (71,640)         (63,806)      (73,322)
                                                                 -------                                          -------           -------        -------


    Effect of exchange rates on cash                                 175                                          (2,528)            1,242          4,958
                                                                     ---                                           ------             -----          -----


    NET INCREASE (DECREASE) IN CASH AND CASH
     EQUIVALENTS                                                  33,545                                        (130,063)           37,269      (100,753)


    Cash and cash equivalents at the
     beginning of the period                                      60,143                                          197,127            56,419        167,817
                                                                  ------                                          -------            ------        -------


    CASH AND CASH EQUIVALENTS AT THE END OF
     THE PERIOD                                                  $93,688                                          $67,064           $93,688        $67,064
                                                                 =======                                          =======           =======        =======


    Supplemental disclosure of non-cash
     investing and financing activities:

    Liability incurred to acquire Vocality,
     net                                                     $         -                                          $1,035    $            -  $          -


                                  CUBIC CORPORATION

                                       BACKLOG


                                   June 30,                  September
                                                                 30,

                                          2018                     2017
                                          ----                     ----

                                 (in millions)

    Total backlog
    -------------

    Cubic Transportation Systems                    $3,208.7            $2,043.9

    Cubic Global Defense Systems                       425.6               420.3

    Cubic Mission Solutions                             66.7                72.3

    Total                                           $3,701.0            $2,536.5
                                                    ========            ========

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SOURCE Cubic Corporation