On October 1, 2024, CACI acquired all of the equity interests of AI Corporate Holdings, Inc. and Applied Insight Holdings, LLC (Applied Insight) for purchase consideration of approximately $314.2 million, net of cash acquired, subject to adjustments for working capital and certain other items. Applied Insight delivers proven cloud migration, adoption, and transformation capabilities, coupled with intimate customer relationships across the Department of Defense (DoD) and intelligence communities. The Company preliminarily recognized fair values of the assets acquired and liabilities assumed and allocated $217.5 million to goodwill and $95.2 million to intangible assets. At March 31, 2025, the Company had not finalized the determination of fair values allocated to assets and liabilities. The intangible assets consist of customer relationships of $84.3 million and technology of $10.9 million, which will amortize over eight and five years, respectively. The goodwill is primarily associated with future customer relationships and an acquired assembled work force. Of the value attributed to goodwill and intangible assets, approximately $248.6 million is deductible for income tax purposes. The Company funded the acquisition with cash on hand and borrowings under its revolving credit facility.

On October 30, 2024, CACI acquired all of the equity interests of Azure Summit Technology, LLC (Azure Summit) for purchase consideration of approximately $1,310.2 million, net of cash acquired, subject to adjustments for working capital and certain other items. Azure Summit advances DoD mission outcomes with its portfolio of high-performance radio frequency technology and engineering talent focused on the electromagnetic spectrum. The Company funded the acquisition with the net proceeds from the new senior secured Term Loan B facility (see “Note 8 – Debt”), borrowings under the revolving credit facility, and cash on hand to finance the acquisition.

As of March 31, 2025, the Company recorded measurement period adjustments that resulted in an increase to goodwill by $22.6 million. Measurement period adjustments were recorded that decreased accounts receivable, net, by $7.9 million to better reflect estimated costs at completion based on facts and circumstances as of the acquisition date related to contract assets for certain contracts with customers for which revenue is recognized over-time using a cost-to-cost input method. A measurement period adjustment was recorded that decreased technology intangible assets with a useful life of 25 years by $14.5 million due to valuation adjustments. The adjusted preliminary allocation of the total estimated purchase consideration is as follows (in thousands):


Accounts receivable, net	$	84,011
Prepaid expenses and other current assets	31,511
Goodwill	566,176
Intangible assets, net	635,000
Property, plant and equipment, net	16,349
Operating lease right-of-use assets	9,607

Other long-term assets	211
Accounts payable	(16,182)
Accrued compensation and benefits	(3,860)
Other accrued expenses and current liabilities	(4,570)

Operating lease liabilities, noncurrent	(8,062)

Total estimated consideration	$	1,310,191

The estimated fair value attributed to intangible assets of $635.0 million consists of customer relationships of $270.5 million and technology of $364.5 million. The fair value attributed to intangible assets is being amortized over 10 to 20 years for customer intangibles and over 20 to 25 years for technology. The fair value attributed to the intangible assets acquired was based on assumptions and other information compiled by management, including independent valuations that utilized established valuation techniques.

As of March 31, 2025, the Company has not finalized the determination of fair values allocated to various assets and liabilities, including, but not limited to, accounts receivables, prepaid expenses and other current assets, intangible assets, and goodwill. The allocation of the purchase price is subject to change as the Company continues to obtain and assess relevant information that existed as of the acquisition date.

For the nine months ended March 31, 2025, combined post-acquisition revenues of the acquirees were $207.4 million, and total acquisition-related costs of $13.5 million were reported in indirect costs and expenses. Earnings and pro forma results of operations for these acquisitions are not material to the Company's consolidated results of operations.