mant-20211102
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549 
__________________

FORM 8-K
___________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 2, 2021
__________________________________________

ManTech International Corporation
(Exact name of registrant as specified in its charter) 
__________________________________________
Delaware000-4960422-1852179
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)

2251 Corporate Park DriveHerndonVirginia20171
(Address of principal executive offices)(Zip Code)
Registrant's telephone number, including area code: (703) 218-6000

(Former name or former address, if changed since last report.)
__________________________________________
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Class A Common StockMANTNasdaq

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§203.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



Item 2.02    Results of Operations and Financial Condition;
Item 7.01    Regulation FD Disclosure;
Item 8.01    Other Events
On November 2, 2021, ManTech International Corporation announced its financial results for the fiscal quarter ended September 30, 2021, and provided updated financial guidance for fiscal year 2021 (the "Earnings Release"). ManTech also announced the declaration of a quarterly cash dividend payment to its stockholders. A dividend of $0.38 per share will be paid on December 17, 2021 to stockholders of record as of the close of business on December 3, 2021. Any future declarations of dividend payments are subject to the determination and approval of the Board of Directors.
A copy of the Earnings Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01    Financial Statements and Exhibits
    (d) Exhibits
Exhibit
No.
Description of Exhibit
104Cover Page Interactive Data File (embedded in the Inline XBRL document).



SIGNATURES
    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

MANTECH INTERNATIONAL CORPORATION
By:/s/    Michael R. Putnam
Date:November 2, 2021Name:Michael R. Putnam
Title:Senior VP - Corporate & Regulatory Affairs











Document



Exhibit 99.1
ManTech Announces Financial Results for
Third Quarter of 2021

Revenue: $638 million
EBITDA Margin: 11.4%
Diluted EPS: $0.93, up 27% from the third quarter of 2020
Adjusted Diluted EPS: $1.01, up 22% from the third quarter of 2020
Cash Flow from Operations: $139 million (3.6 times Net Income)
Bookings of $716 million resulting in a book-to-bill ratio of 1.1
Gryphon Technologies acquisition expands digital and systems engineering capabilities across the Department of Defense

HERNDON, Va., November 2, 2021 (GLOBE NEWSWIRE) – ManTech International Corporation (Nasdaq: MANT), a leading provider of innovative technologies and solutions for mission-critical national security programs, today announced financial results for the third quarter of fiscal year 2021, which ended September 30, 2021.

"In the third quarter, we delivered strong profitability and robust cash flow. However, we experienced revenue growth below expectations during the quarter as we continue to navigate a complex industry operating environment over the near term. The fundamental drivers for our long-term growth remain favorable and we are focused on leveraging our differentiated portfolio and capabilities to convert on our pipeline. We are pleased to deploy capital to create shareholder value. The acquisition of Gryphon Technologies further strengthens our long-term competitive position, adding differentiated digital and systems engineering capabilities across the Department of Defense," said ManTech Chairman, Chief Executive Officer and President Kevin M. Phillips.

Summary Operating Results
Three months ended
September 30,
(In Millions Except Per Share Amounts)20212020
Revenue$637.8$636.2
Operating Income$53.3$39.3
Net Income$38.0$29.7
Diluted EPS$0.93$0.73
Non-GAAP Financial Measures*
EBITDA$72.8$57.5
EBITDA Margin11.4%9.0%
Adjusted Net Income$41.3$33.6
Adjusted Diluted EPS$1.01$0.83
*Information about ManTech's use of non-GAAP financial measures, including a reconciliation of the non-GAAP financial measures to the most comparable financial measures calculated and presented in accordance with GAAP, is provided under "Non-GAAP Financial Measures."

Revenue was $638 million, flat compared to the third quarter of 2020.

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Operating income was $53.3 million for the quarter, up 35% from the third quarter of 2020. Net income was $38.0 million and diluted earnings per share ("EPS") was $0.93, up 28% and 27% from the third quarter of 2020, respectively.

EBITDA was $72.8 million for the quarter, up 27% from the third quarter of 2020, representing an EBITDA margin of 11.4% for the quarter. Adjusted net income was $41.3 million and adjusted diluted EPS was $1.01, up 23% and 22% from the third quarter of 2020, respectively.

Cash Management and Capital Deployment

For the quarter, cash from operations totaled $139 million. Days sales outstanding (DSO) were 55 days, an increase of 1 day compared to the third quarter of 2020.

During the quarter, the Company paid $15.5 million, or $0.38 per share, as part of its regular cash dividend program to its common stockholders of record as of September 10, 2021. As of September 30, 2021, the Company had $145.4 million in cash and cash equivalents and no outstanding borrowings under its revolving-credit facility and delayed draw term loan facility. The Company has ample financial capacity to continue funding organic investments, pursue growth-oriented acquisitions and issue dividends while maintaining a strong balance sheet.

The Board of Directors has declared a quarterly dividend of $0.38 to be paid December 17, 2021, to all common stockholders of record as of December 3, 2021, as part of the Company's regular quarterly cash dividend program. Future declarations of dividends and their record and payment dates are subject to the final determination of ManTech's Board of Directors.

Contract Awards

Contract awards (bookings) totaled $716 million in the quarter, representing a book-to-bill ratio of 1.1. ManTech's notable single-award contracts in the quarter include:

Systems Engineering and Integration for the U.S. Space Force. ManTech was awarded a 10-year contract totaling $476 million to continue its support for a wide array of mission critical space launch programs with launch service integration, fleet surveillance and certification for space and missile systems.

Naval Submarine and Surface Signature Silencing Programs for the Navy. ManTech was awarded a 5-year contract totaling $51 million to continue providing engineering services, data collection, reduction, analysis and reporting for submarine and surface ship acoustical trials.

The Company also received a number of additional contract awards in the quarter including several extensions to existing contracts and new contracts from various customers.

The Company’s backlog of business at quarter end was $10.1 billion including $1.3 billion of funded backlog.

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Forward Guidance

The Company is adjusting the range of its 2021 guidance for revenue, adjusted net income and adjusted diluted earnings per share as specified in the table below.
MeasureFiscal 2021 Guidance
Revenue (million)$2,550 - $2,575
Adjusted Net Income* (million)$150.2 - $152.2
Adjusted Diluted EPS*$3.66 - $3.71
*Information about ManTech's use of non-GAAP financial measures is provided under "Non-GAAP Financial Measures"

Adjusted net income and adjusted diluted EPS exclude amortization of acquired intangibles and the related tax impact. The Company does not provide a reconciliation of forward-looking adjusted net income and adjusted diluted EPS, due to inherent difficulty in forecasting and quantifying these non-GAAP exclusions that are necessary for such reconciliation without unreasonable efforts. Material changes to any one of these items could have significant effect on future GAAP results.

ManTech Chief Financial Officer Judith L. Bjornaas said, "Our continued execution has led to strong profitability that is reflected in our revised guidance for the remainder of the year. Despite our changes to revenue guidance, we remain optimistic about ManTech’s opportunity to drive long-term growth. We are also pleased with our ability to deploy capital and remain focused on utilizing our balance sheet to further strengthen our portfolio strategically."

Conference Call

ManTech executive management will hold a conference call on November 2, 2021, at 5 p.m. Eastern to discuss the financial results and outlook and answer questions. Analysts may participate on the conference call by dialing (877) 638-9567 (domestic) or (253) 237-1032 (international) and entering passcode 4774879. The conference call will be webcast simultaneously to the public through a link on the Investor Relations section of the ManTech website (http://investor.mantech.com). A replay of the conference call will be available on the ManTech website approximately 2 hours after the conclusion of the conference call.

About ManTech International Corporation

ManTech provides mission-focused technology solutions and services for U.S. defense, intelligence community and federal civilian agencies. In business more than 50 years, we excel in full-spectrum cyber, data collection & analytics, enterprise IT, systems and software engineering solutions that support national and homeland security. Additional information about ManTech can be found at www.mantech.com.


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Forward-Looking Information

Statements and assumptions made in this press release, which do not address historical facts, constitute “forward-looking” statements that ManTech believes to be within the definition in the Private Securities Litigation Reform Act of 1995 and involve risks and uncertainties, many of which are outside of our control. Words such as “may,” “will,” “expect,” “intend,” “anticipate,” “believe,” or “estimate,” or the negative of these terms or words of similar import, are intended to identify forward-looking statements.

These forward-looking statements are inherently subject to risks and uncertainties, and actual results and outcomes may differ materially from the results and outcomes we anticipate. Factors that could cause actual results to differ materially from the results we anticipate include, but are not limited to, the following: failure to maintain our relationship with the U.S. government, or the failure to compete effectively for new contract awards or to retain existing U.S. government contracts; adverse changes in U.S. government spending for programs we support, whether due to changing mission priorities, failure to pass fiscal year budget or enact stopgap spending measures through Continuing Resolutions, failure to increase or suspend U.S. debt ceiling, socio-economic policies or federal budget constraints generally; disruptions to our business or damage to our reputation resulting from cyberattacks and other security threats; disruptions to our business resulting from the COVID-19 pandemic or other similar global health epidemics, pandemics and/or other disease outbreaks, including the requirement for vaccination of our workforce; inability to recruit and retain a sufficient number of employees with specialized skill sets or necessary security clearances who are in great demand and limited supply; failure to compete effectively for awards procured through the competitive bidding process, and the adverse impact of delays resulting from our competitors' protest of new contracts that are awarded to us; failure to obtain option awards, task orders or funding under contracts; the government renegotiating, modifying or terminating our contracts; failure to comply with, or adverse change in, complex U.S. government laws and procurement regulations; adverse results in U.S. government audits or other investigations of our government contracts; failure to successfully integrate acquired companies or businesses into our operations or to realize any accretive or synergistic effects from such acquisitions; adverse changes in business conditions that may cause our investments in recorded goodwill to become impaired; and failure to mitigate risk associated with conducting business internationally. These and other risk factors are more fully discussed in the section entitled "Risk Factors" in ManTech's Annual Report on Form 10-K previously filed with the Securities and Exchange Commission on Feb. 19, 2021, Item 1A of Part II of our Quarterly Reports on Form 10-Q, and, from time to time, in ManTech's other filings with the Securities and Exchange Commission.

The forward-looking statements included herein are only made as of the date of this press release, and ManTech undertakes no obligation to publicly update any of the forward-looking statements made herein, whether as a result of new information, subsequent events or circumstances, changes in expectations or otherwise.

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MANTECH INTERNATIONAL CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(In Thousands Except Share and Per Share Amounts)
 (unaudited)
 September 30,
2021
December 31,
2020
ASSETS
Cash and cash equivalents$145,414 $41,193 
Receivables—net389,403 400,621 
Prepaid expenses30,752 26,243 
Taxes receivable—current17,838 21,968 
Other current assets8,339 6,354 
Total Current Assets591,746 496,379 
Goodwill1,238,090 1,237,894 
Other intangible assets—net182,234 202,231 
Property and equipment—net127,042 121,296 
Operating lease right of use assets79,266 94,825 
Employee supplemental savings plan assets40,996 37,848 
Investments11,555 11,549 
Other assets13,232 11,642 
TOTAL ASSETS$2,284,161 $2,213,664 
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Accounts payable$164,387 $142,360 
Accrued salaries and related expenses121,767 123,953 
Contract liabilities34,442 37,218 
Operating lease obligations—current31,291 30,105 
Accrued expenses and other current liabilities8,924 15,177 
Total Current Liabilities360,811 348,813 
Deferred income taxes152,586 141,638 
Operating lease obligations—long term67,306 80,242 
Accrued retirement34,841 36,310 
Long-term debt— 15,000 
Other long-term liabilities12,215 12,249 
TOTAL LIABILITIES627,759 634,252 
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY
Common stock, Class A—$0.01 par value; 150,000,000 shares authorized; 27,803,379 and 27,538,474 shares issued at September 30, 2021 and December 31, 2020; 27,559,266 and 27,294,361 shares outstanding at September 30, 2021 and December 31, 2020278 275 
Common stock, Class B—$0.01 par value; 50,000,000 shares authorized; 13,176,695 and 13,176,695 shares issued and outstanding at September 30, 2021 and December 31, 2020132 132 
Additional paid-in capital562,159 545,717 
Treasury stock, 244,113 and 244,113 shares at cost at September 30, 2021 and December 31, 2020(9,158)(9,158)
Retained earnings1,103,243 1,042,676 
Accumulated other comprehensive loss(252)(230)
TOTAL STOCKHOLDERS' EQUITY1,656,402 1,579,412 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY$2,284,161 $2,213,664 
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MANTECH INTERNATIONAL CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In Thousands Except Per Share Amounts)
(unaudited)
Three months ended
September 30,
(unaudited)
Nine months ended
September 30,
 2021202020212020
REVENUE$637,821 $636,196 $1,919,623 $1,879,600 
Cost of services536,205 538,000 1,631,790 1,597,764 
General and administrative expenses48,343 58,855 143,477 164,011 
OPERATING INCOME53,273 39,341 144,356 117,825 
Interest expense(606)(310)(1,326)(1,597)
Interest income36 40 115 227 
Other (expense), net(92)(29)(225)(51)
INCOME FROM OPERATIONS BEFORE INCOME TAXES AND EQUITY METHOD INVESTMENTS52,611 39,042 142,920 116,404 
Provision for income taxes(14,655)(9,303)(36,026)(28,037)
Equity in losses of unconsolidated subsidiaries— — (1)(1)
NET INCOME$37,956 $29,739 $106,893 $88,366 
BASIC EARNINGS PER SHARE:
Class A common stock$0.93 $0.74 $2.63 $2.19 
Class B common stock$0.93 $0.74 $2.63 $2.19 
DILUTED EARNINGS PER SHARE:
Class A common stock$0.93 $0.73 $2.61 $2.18 
Class B common stock$0.93 $0.73 $2.61 $2.18 

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MANTECH INTERNATIONAL CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
(unaudited)
Nine months ended
September 30,
20212020
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES:
Net income$106,893 $88,366 
Adjustments to reconcile net income to net cash flow from (used in) operating activities:
Depreciation and amortization57,438 51,281 
Noncash lease expense27,002 20,738 
Stock-based compensation expense11,516 8,533 
Deferred income taxes10,948 11,127 
Change in allowance for bad debts(3,499)5,244 
Contract loss reserve— (372)
Change in assets and liabilities—net of effects from acquired businesses:
Receivables—net14,638 10,877 
Taxes receivable—current4,130 (5,825)
Prepaid expenses(3,843)(7,838)
Other current assets1,180 (1,333)
Employee supplemental savings plan asset(3,375)(2,042)
Other long-term assets(3,775)(1,939)
Accounts payable24,850 23,490 
Operating lease obligations(26,465)(22,102)
Accrued expenses and other current liabilities(6,753)(925)
Contract liabilities(2,292)12,438 
Accrued salaries and related expenses(2,123)29,812 
Accrued retirement(1,469)(2,328)
Other long-term liabilities— 100 
Other49 (169)
Net cash flow from operating activities205,050 217,133 
CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES:
Purchases of property and equipment(41,199)(53,685)
Proceeds from corporate owned life insurance227 4,137 
Investment in capitalized software— (5,193)
Proceeds from sale of property and equipment— 869 
Net cash (used in) investing activities(40,972)(53,872)
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES:
Borrowing under credit agreement207,500 285,500 
Repayments under credit agreement(222,500)(322,000)
Dividends paid(46,332)(38,689)
Proceeds from exercise of stock options8,020 5,918 
Debt issuance costs(3,315)— 
Payment consideration to tax authority on employees' behalf(3,092)(1,014)
Principal paid on financing leases(138)(118)
Net cash (used in) financing activities(59,857)(70,403)
NET CHANGE IN CASH AND CASH EQUIVALENTS104,221 92,858 
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD41,193 8,854 
CASH AND CASH EQUIVALENTS, END OF PERIOD$145,414 $101,712 

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Non-GAAP Financial Measures (Unaudited)

To supplement the review of ManTech's consolidated financial statements presented on a GAAP basis, the Company has provided non-GAAP calculations of certain financial measures. ManTech uses and refers to EBITDA, EBITDA margin, adjusted net income and adjusted EPS, all of which are non-GAAP financial measures. These non-GAAP financial measures have limitations as an analytical tool and should not be considered in isolation or as a substitute for the comparable GAAP measures.

ManTech’s management believes that these non-GAAP financial measures provide additional useful information regarding the Company’s operational and financial results. These non-GAAP financial measures eliminate the effect of non-cash items such as depreciation of tangible assets and amortization of intangible assets primarily recognized in business combinations as well as the effect of discrete tax items which we do not believe are indicative of our core operating performance. These non-GAAP financial measures are considered important and frequently utilized by investors and financial analysts covering ManTech’s industry. The Company’s computation of its non-GAAP financial measures may not be comparable to similarly titled measures reported by other companies, thus limiting their use for comparability.

The following tables present selected financial data, including the reconciliation of the non-GAAP financial measures to the most directly comparable financial measures calculated and presented in accordance with GAAP.

EBITDA is calculated by excluding depreciation and amortization expense, interest expense, interest income, other expense, income taxes and equity in losses of unconsolidated subsidiaries from net income.

EBITDA margin is calculated by dividing EBITDA by revenue.

Three months ended
September 30,
(In Thousands)20212020
NET INCOME$37,956 $29,739 
Equity in losses (earnings) of unconsolidated subsidiaries— — 
Provision for income taxes14,655 9,303 
INCOME FROM OPERATIONS BEFORE INCOME TAXES AND EQUITY METHOD INVESTMENTS$52,611 $39,042 
Other expense (income), net92 29 
Interest income(36)(40)
Interest expense606 310 
Depreciation and amortization19,551 18,127 
EBITDA$72,824 $57,468 
EBITDA Margin11.4 %9.0 %





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Adjusted net income is calculated by excluding the following items and the related tax impacts from net income: (i) amortization of acquired intangible assets and (ii) discrete tax items.

Adjusted diluted EPS is calculated by dividing adjusted net income by the diluted weighted average number of shares outstanding.
Three months ended
September 30,
(In Thousands Except Per Share Amounts)20212020
NET INCOME$37,956 $29,739 
Amortization of acquired intangibles4,667 5,130 
Adjustments for tax effect(1,302)(1,221)
ADJUSTED NET INCOME$41,321 $33,648 
ADJUSTED DILUTED EPS
Class A common stock$1.01 $0.83 
Class B common stock$1.01 $0.83 
Note: Figures may not add due to rounding.


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Investor RelationsMedia
Stephen VatherSheila Blackwell
VP, M&A and Investor RelationsVP, Enterprise Marketing & Communications
(703) 218-6093(301) 717-7345
Stephen.Vather@ManTech.comSheila.Blackwell@ManTech.com


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