1995, Section 27A of the Securities Act of 1933, as amended (the Securities Act) and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange
Act). You can identify these statements by the use of the words may, will, could, should, would, plans, expects, anticipates, continue,
estimate, project, intend, likely, forecast, probable, potential and similar expressions. These forward-looking statements involve risks and uncertainties that could
cause actual results to differ materially from those projected or anticipated. Such risks and uncertainties include, but are not limited to, continued funding of defense programs, the timing and amounts of such funding, general economic and business
conditions, including unforeseen weakness in the Companys markets, effects of any U.S. Federal government shutdown or extended continuing resolution, effects of continued geopolitical unrest and regional conflicts, competition, changes in
technology and methods of marketing, delays in completing engineering and manufacturing programs, changes in customer order patterns, changes in product mix, continued success in technological advances and delivering technological innovations,
changes in, or in the U.S. Governments interpretation of, federal export control or procurement rules and regulations, market acceptance of the Companys products, shortages in components, production delays or unanticipated expenses due
to performance quality issues with outsourced components, inability to fully realize the expected benefits from acquisitions and restructurings, or delays in realizing such benefits, challenges in integrating acquired businesses and achieving
anticipated synergies, increases in interest rates, changes to cyber-security regulations and requirements, changes in tax rates or tax regulations, changes to interest rate swaps or other cash flow hedging arrangements, changes to generally
accepted accounting principles, difficulties in retaining key employees and customers, unanticipated costs under fixed-price service and system integration engagements, and various other factors beyond our control; and other risks that are described
under the heading Risk Factors in this prospectus supplement, the accompanying base prospectus, and our other reports filed from time to time with the SEC.
Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. We undertake no obligation to
publicly update or revise any forward-looking statements after the date hereof, whether as a result of new information, future events or otherwise.
The
Companys last guidance was provided on April 30, 2019. The Company is not commenting on, updating or confirming this guidance in connection with this offering.
Market and Industry Data
Certain market data contained in or incorporated by reference in this prospectus supplement or the accompanying base prospectus are based on independent
industry publications and reports by market research firms. Although we believe these sources are reliable, we have not independently verified the information and cannot guarantee its accuracy and completeness. Some data are also based on our good
faith estimates, which are derived from our review of internal surveys, as well as the independent sources referred to above.
Non-GAAP
Financial Measures
We have included these important measures that are not calculated according to
U.S. generally accepted accounting principles (GAAP): adjusted EBITDA, free cash flow, adjusted income from continuing operations, adjusted earnings per share (adjusted EPS) and organic and acquired revenue. We believe that
these
non-GAAP
financial measures are useful to investors because they allow investors to evaluate the effectiveness of the methodology and information used by management in our financial and operational
decision-making.
Adjusted EBITDA is defined as income from continuing operations before other
non-operating
adjustments, interest income and expense, income taxes, depreciation, amortization of intangible assets, restructuring and other charges, impairment of long-lived assets, acquisition and financing costs, fair value adjustments from purchase
accounting, litigation and settlement income and expense, and stock-based and other
non-cash
compensation expense. We use adjusted EBITDA as an important indicator of the operating performance of our business.
Management excludes the above-described items from its internal forecasts and models when
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