Ladies and gentlemen, thank you for standing by and welcome to the Cubic Corporation Fourth Quarter and Full Year Fiscal 2019 Earnings Conference Call. At this time, all participants are in a listen-only mode. After the speakers' presentation, there will be a question-and-answer session [Operator Instructions] I would now like to hand the conference over to your speaker today, Kirsten Nielsen, Vice President of Investor Relations. Thank you. Please go ahead.

Hello everyone and thank you for joining Cubic's webcast. I'm joined today by Brad Feldmann, Chairman, President, and Chief Executive Officer; and Anshooman Aga, Executive Vice President and Chief Financial Officer. Before we begin, I'll remind everyone that our presentation contains forward-looking statements that are made pursuant to the Safe Harbor provisions of the federal securities laws. Our most recent SEC filings include risk factors that could cause the company's actual results to differ materially from our expectations. In addition we have included non-GAAP financial measures in our discussion. Reconciliations to the most directly comparable GAAP financial measures can be found in today's press release and in the appendix to today's presentation. With that I'd like to turn the call over to Brad.

Thank you, Kirsten. Thank you everyone for joining us today. I will start with a summary of our record performance for fiscal 2019 followed by an update on our strategic priorities, including today's announcement to exercise our options to acquire the remaining stakes in two companies Pixia and Delerrok. Pixia enhances our C2ISR offering, while Delerrok is driving our entry into the public transportation mid-market. Then I'll turn the call over to Anshooman, who will cover the financial results and fiscal 2020 guidance. Turning to Slide 3, we delivered record level results for sales and adjusted EBITDA in the fourth quarter capping a record year for Cubic. We are very pleased with our full one-year results with sales up 24%, adjusted EBITDA up 40%, and adjusted earnings per share of 43%, reflecting strong project delivery on our major transportation contracts, strong demand across the Mission Solutions portfolio, and the impact of our recent acquisitions, which performed in line with our expectations. With these strong results, we achieved our full year guidance. For guidance, we have assumed constant currency and when adjusting our results for FX impacts, we exceeded the midpoint for sales, adjusted EBITDA, and adjusted earnings per share. Turning to Slide 4, in the third quarter, we purchased a 20% stake in Pixia. And today, we announced that Cubic has exercised the option to acquire the remaining 80%. The valuation of $250 million reflects a 2020 EBITDA multiple of less than 11 times and is expected to be accretive to adjusted EPS in fiscal 2020. Anshooman will discuss the expected financial impact of the acquisitions for fiscal 2020. Pixia has been experiencing strong growth driven by customer demand to provide efficient access to wide area motion imagery. Pixia further enables our real-time battlefield cloud strategy to provide information to…

Thank you, Brad. Please turn to Slide 12 where I'll begin with a summary of the fourth quarter. Sales in Q4 were $471 million, a quarterly record and up 26% year-over-year on a constant currency basis, driven by strong organic growth from Transportation and Mission Solutions and the impact of our Trafficware and GRIDSMART acquisitions. The new revenue recognition standard had a favorable impact of $37.8 million, largely driven by the Boston project. Excluding Boston, ASC 606 increased reported sales by $13.9 million. Adjusted EBITDA for the quarter was $76.6 million, also a quarterly record for Cubic, and an increase of 59% on a constant currency basis. This quarter FX continued to negatively impact our results including a $7 million headwind to sales and a $1.5 million headwind to adjusted EBITDA and a headwind of $0.05 on adjusted EPS. Free cash flow was $37 million in the fourth quarter and adjusted free cash flow which excludes the impact of the Boston consolidation was $52 million. Free cash flow was supported by strong shipment of GATR in our Mission Solutions business and improvement in working capital in the Transportation business. Our net leverage is down to less than 2.3 times reflecting our strong Q4 adjusted EBITDA, freeing up capacity for the announced acquisitions of Delerrok and Pixia. Lastly, our backlog remains strong at $3.4 billion or approximately two years revenue. Slide 13 provides a year-over-year comparison of the fourth quarter results which are mostly covered already. I'll point out that last year's Q4 bookings included nearly $400 million from the San Francisco Bay Area award in transportation. Adjusted net income was $58.3 million, or $1.86 per share in the fourth quarter, a 36% increase year-over-year on a constant currency basis, reflecting higher adjusted EBITDA, which more than offset increases in shares…

Thank you, Anshooman. Turning to Slide 19. In summary, we delivered record financial results in Q4 and fiscal year 2019 and we expect to deliver another strong year in fiscal 2020. CTS continues to lead the market in fare collection and is further advancing NextCity through significant progress with our mobile applications, advancements developing our mid-market solution and strong performance from our intelligent traffic management acquisitions. Our acquisition strategy and organic investments in C4ISR is paying off with outstanding growth in key franchise program wins. Defense training is positioned for growth with our recent wins and strong growth potential across several opportunities for our Live, Virtual and Constructive solutions. As we enter fiscal year 2020, the final year of our 5-year strategic plan, I am proud of what our teams have accomplished together and remain very optimistic about Cubic's future. Now let's proceed to the Q&A session.

[Operator Instructions] The first question comes from Jim Ricchiuti of Needham & Company. Please go ahead. Your line is open.

Thank you. Good afternoon. Just a question on the guidance for Q1, the adjusted EBITDA being down year-over-year, I'm wondering can you maybe size the investment as it relates to Troposcatter?

Yes. The initial claim that we got will have a forward loss or investment just over $2 million, about $2.5 million. And after that all the orders that we'll be getting for the IDIQ that Brad mentioned of about $325 million, will be highly profitable.

Got it. And then on backlog, it looks like the backlog in CMS -- sequentially it was down a fair amount. And I'm just wondering -- I know you've gotten some -- I think it sounds like you have a pretty healthy pipeline. But can you talk a little bit about how you see that backlog being replenished for CMS? And more broadly and maybe if you could talk about both CMS and CGD business, as we think about the seasonal pattern of that business in fiscal 2020? Will it be as back-end loaded as we saw last year?

Jim, this is Brad. How are you doing?

Hi Brad.

So a lot of that backlog is down because there revenue was way up. So they shipped out an awful lot this year and we're -- in CMS and we're very proud of the growth. They have programs of record. And when we get a budget that those orders will come in and we intend to ship them this year and it will be somewhat backloaded again as well. In the defense training business, you might note that we -- just after the fiscal year booked, I think about $115 million of new work. And so that will -- is less susceptible to shipment-based revenue calculations, it's cost-on-cost. And so it will be less back-end loaded and will grow throughout the remainder of the year. Both of the businesses, we're very excited about the possibility in Cubic Mission Solutions. As you probably noticed, we have invested quite a bit in R&D there and the pipeline is very, very robust. And in the defense training business, we're very choppy about that as well. I think we talked about that returning to growth in with these orders and other things that they've won. We're very optimistic about growth going forward.

Got it. And one final question and I'll jump back in the queue. I think you gave the revenue contribution for Trafficware and GRIDSMART for the full fiscal year. Now I may have missed it but did you provide the contribution for the fiscal fourth quarter?

We did not. But for the full year they were about $18 million in adjusted EBITDA, Trafficware and GRIDSMART.

The revenue contribution I was looking for?

That was the adjusted EBITDA. The revenue number.

Jim, I think we will get back to you with the revenue number.

That's fine. That's fine. We can certainly look back offline. Thank you.

Your next question comes from Jon Raviv of Citi. Please go ahead. Your line is open.

Hey, good afternoon. One quick clarification on the free cash flow. Anshooman, I think you mentioned that it should be better in FY 2020. Can you just clarify on what measure the adjusted versus non-adjusted? And then also can you comment as to how much of that includes some monetization of receivables please, which I think you started doing in recent quarters? Thank you.

Hi, Jon. How are you doing? Just on free cash flow, I would look at the number of adjusted free cash flow because that's the real cash flow because the Boston cash we receive from free cash flow perspective, we cannot count it. But even we eliminate that and we count the adjusted free cash flow because that's non-recourse debt to Cubic, and it should be really considered as free cash flow. So I would focus on the free cash flow number and that will be the improved number. The receivables, we do factor a little bit and we do that based more on a decision of interest cost. The cost for factoring our receivables is lower than the cost of our revolver and we benefit from that and reduce our interest cost and manage cash. So it's really a decision based on that.

Heading into next year, the improvement should come from the underlying as well as potentially some continued factoring?

The factoring would be probably in the line with what we factor right now. But it won't be significantly different. But -- so it's really underlying cash performance improvement.

Got you. I appreciate that clarification. And then sort of looking ahead to fiscal 2020, we appreciate you achieving goal 2020. Can you comment first on the organic growth? I mean pretty, pretty good number in FY 2019, but I try to get our heads around it with the implied organic growth is next year. It looks like its 3% to 7% excluding Delerrok and Pixia, may be less if you exclude GRIDSMART and Trafficware. Can you just give us some sense of how you're looking at organic growth in FY 2020 please?

Our organic growth if you were to eliminate the two acquisitions we just announced should be about 5%. And that's coming off very strong comparables for 2019. We had robust growth in all our businesses. If you look at our Transportation business, grew 30% topline. If you look at Mission Solutions, it grew 59% topline. And we're operating under CR right now, so there's some variability because of that. So, based on that we have given guidance of about 5% organic.

Okay. And then similar question on margin. I think if I -- and again exclude the acquisitions the lower end of that range is about 10.1%. You did 9.8% in FY 2019. What are some of the moving pieces going forward just as what we would have assumed where the various production programs picking up I suppose offset by some of the investments? Can you just kind of give us a sense for why margin might not be better and also in the context of your build 2020, which I think sort of pointed to 11% to 12.5% margin in 2020? Thank you.

Yes. So, let's use the midpoint number. So, with Pixia and Delerrok, we would be -- and without them we're at [technical difficulty] in our technology roadmap towards our digital footprint. So, we're absorbing those investments probably in the $15 million range that are leading to continued growth. And when you talk -- look at our last slide where we're talking about double-digit growth going into 2025, that's driven by investments that we're starting to make in our digital pivot and a little bit Brad teased about during this call and more to come on that during our Investor Day over the summer.

We think the digital pivot is significant in the sense that all of our businesses have a lot of data and we're doing some experimentation as we speak with customers to create digital platforms. I chatted a little bit about that. And so we're definitely increasing our R&D investment to continue to grow the company at a robust rate going forward and so that's contributing some to the margin.

Thanks. I'll hop back in the queue.

Your next question comes from Mark Strouse of JPMorgan. Please go ahead, your line is open.

Yes, hey guys. Thanks for taking my -- our questions.

Hello Mark.

Hey Brad. So, I appreciate all the color on the organic versus the inorganic numbers here. I just wanted to go back to the comments around GRIDSMART and Trafficware. I think you said about $18 million in EBITDA. Can you talk about that versus your expectations? Are those acquisitions in line with your original expectations? And I understand you're making investments in R&D. So, maybe that's kind of the bridge, but that number seems just a bit light to me. So, I just wanted a bit more color there. Thank you.

Yes. What we provided was $20 million for the year, we're $2 million light at $18 million, but that was basically one order slipped out of the fiscal year, international order, which will come in relatively soon. We're in pilot with that customer and it's just a country where it takes a little bit of time to get that orders. And besides that, we've accelerated some investments since we made the acquisitions, both in driving synergies across the portfolio in terms of sales and also international sales and we've had some success out there. So, overall, the businesses, both are performing well. They have a positive adjusted EPS contributions to our business and we're very happy with their performance.

Okay. Thanks, Anshooman. And then I believe you said, Chicago, the extension closed in October. So is it right to assume that that is not included in the backlog that you just reported?

Yes. It's not in backlog, but we're very excited about getting that upgrade in Chicago and it points to value creation thesis of annuities with customers and getting upgrades and the like. And so, we're very proud of that in how we can serve the CTA.

Okay. And then just real quick, lastly. A lot of moving parts below the line with the JV and whatnot. But can you just help us tie between the EBITDA guidance and the EPS guidance as far as tax rate non-controlling interest, those kind of things?

Yes. So when you really start thinking of going from this year's numbers to next year from -- below the line going from adjusted EBITDA to adjusted net income, obviously, we're going to have higher interest expense given the fact that we're buying Pixia and Delerrok using debt. Our effective tax rate this year was 21%. Next year, probably, we're forecasting it to be a couple of points higher. So there will be a little bit of impact from a higher tax rate. So those are the two big drivers. Additionally, depreciation, as you saw on our slide, is $5 million higher versus last year.

Okay. That’s it for me. Thank you very much.

Thank you.

Your next question comes from Ken Herbert of Canaccord Genuity. Please go ahead. Your line is open.

Hi. Good afternoon, Brad and Anshooman and Kirsten.

Hi, Ken.

Hi, Ken.

Hey. Brad, I just wanted to first start on the MTA and the work in New York City. It sounds like you've completed phase one with the launch there. I know you're up against a fairly aggressive schedule. Can you just talk about, from two angles? One, the next upcoming milestones and how that project is going? But then, the second, the buffer you've got and sort of where you stand in terms of profitability on that project relative to plan and the implications of that or what's implied in fiscal 2020?

Sure. So, as you pointed out correctly, we did beneficial use one earlier in the year and we're very proud of that and we're rolling into beneficial use two. And over the next year, we'll be rolling out our equipment through all the stations within that the MTA has cognizance over. So we're on track, we're moving out and will expand throughout that whole network. What I would say, as you know, we don't give profit by contract or anything like that. But what I would say, just to put color on it. We have the lion's share of risk behind us. And so, I would expect some improvements. So that's what I would expect.

Okay, that's helpful. Yes. I mean 'just not so much profitability on the specific contract, but really the risk relative to your initial assumptions and buffer you may have? And just to ensure that that program both New York and Boston as well, I guess are tracking to plan or if there's anything incremental that's come up that would be a particular headwind to your goals in fiscal 2020 on those programs?

Yes I would say some statements broadly Ken. First off, I think we have the majority of the risk behind us. As you can see, we're rolling stuff out in New York. And as you remember last year, we're fortunate to win in Boston and then Brisbane and in San Francisco and you know the systems build upon one another. There's high reuse. And so, we've done a lot of the heavy lifting already in New York. So I would expect improvements in the business as we go forward broadly. Specifically, regarding Boston where the customer has wanted more equipment and we're in the midst of restructuring that and we're very close to getting done. You might remember, it's a little complicated with financing partners and the like. So even after we sort of shake hands then we have to go get that financing all accomplished. I would expect next quarter maybe it will leak a little bit into the next quarter. These financing things are always challenging and fun, but things are all on-track, Ken.

Okay, that's great. And if I could, I just wanted to ask a final question on the fiscal 2020 guidance in a slightly different way. Is there anything else besides the digital pivot and investments around that you've called out as we try and parse out the sort of the implied margins by various segments? And I don't expect you to maybe get down to that level today like you had any initial 2020 guidance, your Goal 2020. But I'm just wondering, if that digital pivot in those investments are applicable more to -- it sounds like more to CMS and transportation, maybe training as well. But how do we think about those from a margin standpoint? And anything else, you'd call out that's at least initially pushing you to the lower end of the sort of the initial 2020 guidance you provided?

Yes. So the reason it's lower as we're investing more in the business. So I think that's absolutely correct. As you know the R&D has increased significantly and we've seen very good growth as a result. You probably remember when I started this about five years ago, it was in the $15 million band and now we're in the $50 million band and continuing to invest within the company. You probably noticed in the K, there's a bunch of information about that, new information. And so, yes, we are investing more. In terms of is it in this business or that business? I think -- I think a lot of -- about half of it is going to be in the CTS business and the rest is kind of equally split in the two defense businesses. Having said all that, what I would say is that the margins, I expect the margins to continue to improve. And the reason is something we just talked about a second ago, is I think, a lot of the risk of delivering the few billion dollars of backlog of those four big contract wins in the CTS. We've slayed a lot of that risk already.

Great. Thanks a lot Brad.

Your next question comes from Michael Ciarmoli of SunTrust. Please go ahead. Your line is open.

Hey, good afternoon or good evening, guys. Thanks for taking the questions.

Hi, Michael.

How are you? Just staying on this 2020. So you've got the Pixia and Delerrok contributing $15 million of EBITDA. I mean that's a substantially high margin. Is that an expected run rate for these businesses that we can think of going forward? Or is there any sort of one-time items in that contribution in the current year?

There -- these are higher-margin businesses. The Pixia business is a software licensing subscription-based kind of business. And so it has much higher margins. The Delerrok business as pointed out in the script is our entry into the mid-market in a serious way. And our intent is to team -- cities and get a piece of each ticket. And so it will be a much more annuity recurring. And so as you scale that and you add more cities, the cost at an additional city is small compared to the scaling of the revenue. So I mentioned in the script that we would expect north of 30%, once we get going but it will take us a couple of years to get the kind of penetration that we think to get that kind of scale. So both of those business will achieve much higher margins than the existing Cubic portfolio.

Got it. And then just on the EPS that bridge for fiscal 2020. I mean, you obviously just covered some of the interest expense, tax and investment. But can you give us more maybe the puts and takes of what brings us down to the low end of that guidance? What are the risk factors in there? Does that -- I know you've sort of contemplated to continuing resolution and maybe passage in your second quarter but maybe a little bit more color there on what could bring that EPS down to the low end or converse in the high end?

Yes. So the biggest variability in our earnings is timing of getting some of the orders, especially in our CMS business and getting the shipments out. Our business is back-end loaded. And while we have good visibility on what our customers will buy, the CR puts pressure on getting stuff later in the year and getting it shipped out. So I would say the biggest risk factor for us in terms of the high end or the low end is getting shipments out, based on when we get the orders from our customers. In our transport business, a significant part of our revenue is already in backlog. Brad's already talked about. Execution is going well on our projects. A significant amount of derisking happened on the projects with our beneficial use, one milestone in our New York project. So we continue to do well in our CTS business. And so it really comes down to timing of getting orders and shipment again.

Let me just mention on the orders and the timing and so forth. All of this stuff are -- is a program of record stuff. It's all funded in President's budget and we have very, very high visibility. What we don't know is when the Congress and the President will come together and sign Defense Appropriations Bill. We don't know that exactly by any means, but -- so none of the orders and the revenue itself is at risk. It's a timing thing.

Understand. But is there -- if we see a full year continuing resolution described on does that introduce more downside? Or do you think you've kind of captured that in the outlook.

Yes. So, what we've said -- and Anshooman said in giving the guidance was one of our assumptions was that in the second quarter that's what it's based on. So, if it goes to third quarter, fourth quarter then that creates headwinds for us.

Got it. Okay. And then maybe just last one. Can you give us an update on Nuvotronics and kind of what's been happening there on the hardware side, any new incremental opportunities you're seeing with that deal?

Yes, as a matter of fact the Board and myself have been that Nuvotronics, we just got back last night and we were very proud to show that off. Just as a reminder, Nuvotronics makes the best RF components in the world. They're 100 times the size. So very, very small. They have better electrical characteristics. And so given that they can produce much better parts and what they're trying to do is move up the value chain, go from parts to subsystems to systems, anywhere in frequency ranges above say KU band. So, 30 gigahertz, if you will, these parts are better than anybody in the world by a lot. And so applications where this technology can be used are is in the satellite market and we're supporting customers today. We certainly see an expansion there in the satellite market simply because as we know there's going to be a lot of new constellations, LEO and MEO and so forth. And we have lots of customers that are interested in that. Also in the 5G arena, we're working with the 5G infrastructure providers, providing them parts and we're actually in their designs. And these very high frequencies will need a lot of filters and so we see tremendous growth there. We see potential in hypersonics. We're about providing communications and hypersonics. And then as you might remember when all the things I'm speaking about are sort of gravy, there's sort of a vertical integration opportunity within our GATR product of having a new feed that is exquisite. And so we see tremendous upside in Nuvotronics and would expect it to scale and throw off lots of cash.

Thanks, guys. Very helpful.

Your next question comes from Louis DiPalma of William Blair. Please go ahead. Your line is open.

Good afternoon, Brand, Anshooman and Kirsten.

Hi, Louie.

Hello. GATR appears to be doing well with the program of record. Investors though are interested in the progress of your other recently acquired assets for Mission Solutions. I was wondering, for 2019, if you could break out the organic growth for Mission Solutions excluding GATR, just to get some sort of progress on how DTECH and Nuvotronics and TeraLogics and other things are doing?

So, I'll say, broad statements. Everything grew quite a bit. So the DTECH business, as you read in our script in slides, one, the future command post for the Army, the future command post for the Marine Corps and the future command post for SOCOM. So, that's like all the ground forces in the U.S. and those projects start out small and then they expand. And so, we've seen some of that revenue, but they had very good growth in DTECH. In fact, they had record year. TeraLogics continues to grow at a very high rate. I think, we advertised in the past that all of these acquisitions had grown more than 30% and that continues to do there well also. With regard to the data linking capability, the common data link capability, we're very happy that we won a number of franchise programs this year. So we won on the F-35, we won on the MQ-25, we won MH-60 and we won anti-jam waveform, which we call Boomslang. All of that will lead to great growth going forward. And we just had a little so far. But that grew as well. So, all of the businesses that we've been fortunate to buy within CMS are doing really well and are certainly accretive for our shareholders.

Great. And Anshooman, you mentioned that the Cubic Global Defense division is up to a strong start for fiscal 2020. After a very challenging 2019, should we expect the Cubic Global Defense division to achieve positive growth this year?

Yes. We started off late Q4, early this quarter, already with over $115 million of bookings in our air training business. And a lot of the investments that we've been talking about and the international orders, that will lead to growth in the business. And this business is back on the growth trajectory.

And, Louie, just to add to that, they won some significant awards that will lead to even further growth. They start out very small. So, you might remember, we did this technology demonstration for Live Virtual Constructive in the air. We've been awarded a Navy contract to continue that. So that's significant. We won a live other transactional authority with PEO Strive for the future of MILES. So we won that, that we'll do some experimentation. And my prediction is that, will lead to the future of MILES. And I might point out, since we won the MILES gear or contract many, many years ago, when we were fortunate to beat a very large company. We only shipped 0.5 billion pieces of kit over a number of years. And then we also won OTA, Other Transactional Authority for the future of our engagement skills trainer for Squats. And so, I would expect that to grow as well. So, not only the international -- the $115 million that came in, but some very significant sort of kernel contracts that are going to grow.

Okay. And another one for me, the MTA in New York City awarded TransCore a contract for congestion pricing. What role do you expect to play for congestion pricing in New York City or potentially other markets?

Yes. So what the MTA did was they broke the problem up into pieces. The first part that they awarded was an infrastructure piece. And quite frankly, we didn't bid that. The second piece has to do with the back office and we're keen on that, Louie, and are all in.

Sounds good. And one final one that more -- I think, it's more broad. But one of the virtues of your transportation contracts is that, you have long-term visibility, assuming that you hit your milestones on time. And I was wondering if we...

Louie, we've never gone home just to put it in perspective.

I was wondering, if you could group your recent big four contracts together and provide approximately like how much in total revenue they represented for in 2019? And how much the big four are expected to grow over the next several years?

We typically don't provide contract level details.

Group…

Louie, what I would say broadly right is, I think it will grow next year and the year after. If you look at the phases where this stuff is done, a lot of revenue of course is when you're producing equipment and installing equipment. And so, we're in that phase. If you -- earlier on in the call, I think Ken asked me about how it was going in New York. And I said, we've done B1 which was a few of the lines and now we're going to do them all. So you would expect in doing them all and so, all of the contracts are headed towards the build phase over the next couple of years. So I would expect that to ramp.

Okay. Sounds good. Totally understand. Thank you guys.

Thank you.

Your last question comes from the line of Jon Raviv of Citi. Please go ahead. Your line is open.

Thanks, so much for taking the up guys. Just on the 5% organic growth in FY 2020. Can you give us some color by segment? I mean, CGD is pivoting the growth. CTS it sounds like there's a lot of growth with the ramps and whatnot. So is CMS going to have a really tough comp? Could we see negative in any of the segments in 2020?

There's no negative.

All of them should see some growth.

Okay. Thank you. And then on the -- just on the Digital Pivot. Can you just provide some perspective on the payoff for these investments, especially with CMS? We certainly appreciate that this supports growth but we kind of when sales growth versus margin expansion from that Digital Pivot?

Yes. So we haven't given that at all. And what I did say in the call is we would have an Investor Day in the summer. And we'll roll that out with a lot more detail. But I would -- but what I would say, broadly, is we're looking at hundreds of billions of dollars in revenue over time with different revenue models or excuse me different business models that are much more profitable. I would say that broadly.

Thanks so much, Brad.

You are welcome.

There are no further questions at this time. I will turn the call over to Brad Feldmann for closing remarks.

We had a great year and are on track for continued growth in fiscal 2020 and beyond. I'd like to thank my outstanding teammates for their focus on winning the trust of our customers. Thank you all for your partnership and for joining us today.

This concludes today's conference call. Thank you for your participation. You may now disconnect.