Booz Allen Hamilton Announces Third Quarter Fiscal 2013 Results

  Booz Allen Hamilton Announces Third Quarter Fiscal 2013 Results

        Third quarter revenue decreased 3.5 percent, to $1.39 billion

          Adjusted EBITDA increased 13.1 percent, to $135.8 million

  Adjusted Diluted Earnings per Share increased by 2.5 percent, to $0.41 per
                                    share

       Quarterly cash dividend declared – payable on February 28, 2013

Business Wire

MCLEAN, Va. -- January 30, 2013

Booz Allen Hamilton Holding Corporation (NYSE:BAH), the parent company of
management and technology consulting firm Booz Allen Hamilton Inc., today
announced preliminary results for the third quarter of fiscal 2013 with solid
adjusted earnings growth over the prior year period. Booz Allen also reported
total backlog of $12.92 billion as of December 31, 2012. Booz Allen’s fiscal
year runs from April 1 to March 31, with the third quarter of fiscal 2013
ending December 31, 2012.

Revenue in the third quarter of fiscal 2013 was $1.39 billion, compared with
$1.44 billion in the prior year period, a decrease of 3.5 percent. The decline
in revenue resulted from lower demand due to market forces. This led to a
reduction in headcount and a related reduction in billable hours, which
contributed to a decline in our direct labor. Additionally, the Company has a
large portfolio of cost-reimbursable contracts, which generate revenue on both
direct labor and indirect costs. Our continued focus on minimizing
non-billable work and effectively managing our non-billable costs has
contributed to lower indirect costs and a corresponding reduction in revenue
on these cost-reimbursable contracts.

In the third quarter of fiscal 2013, Adjusted Net Income increased to $59.7
million from $56.4 million in the prior year period. This resulted from an
increase in Adjusted Operating Income, which was partially offset by an
increase in interest expense attributable to the July 2012 debt refinancing
transaction associated with the special dividend paid in August 2012. Net
income for the current quarter decreased to $56.2 million from $62.9 million
in the prior year period. This decrease was attributable to the higher
interest expense in the current quarter and the release of a significant
income tax reserve in the prior year period, and was partially offset by an
increase in operating income. Adjusted Diluted Earnings per Share was $0.41
for the current quarter, compared with $0.40 in the prior year period. Diluted
earnings per share for the third quarter of fiscal 2013 was $0.38, compared
with $0.44 in the prior year period.

The Company authorized and declared a regular quarterly cash dividend of $0.09
per share, payable on February 28, 2013, to stockholders of record on February
11, 2013.

Ralph W. Shrader, Booz Allen’s Chairman, Chief Executive Officer, and
President, said “We continued to grow adjusted earnings and maintained solid
margins despite the challenging market conditions for government contractors.
We will pay our fifth regular quarterly dividend next month, and we continue
to deliver a total return to our shareholders that is among the top in the
government services sector.

“We are focused on the things we can control in this uncertain federal budget
environment – and there are many. We can control the quality of work we do for
our clients, the attention we pay to contractual requirements and
deliverables, and the ethics and integrity with which we do business. We can
reduce costs, manage our operations with agility and precision, and keep a
strong balance sheet, income statement, and cash flow so we have financial
flexibility. At every level in our Company, we are making changes to ensure
our cost competitiveness to win and perform work in the current business
environment – including recent major wins from the US Navy, Air Force,
Environmental Protection Agency, and Department of Justice. In this way, we
deliver value to clients and maintain quality jobs for our people,” Dr.
Shrader said.

“We are shaping our destiny by continuing to invest in growth areas such as
cyber, cloud, and health, in our emerging commercial and international
markets, and in new capabilities such as predictive intelligence and rapid
prototyping. Booz Allen is also continuing to expand in promising engineering
areas, which includes making strategic acquisitions such as our purchase of
the Defense Systems Engineering and Support (DSES) division of ARINC
Incorporated, which closed on November 30, 2012. By investing in the future
and building on our track record of prudent management, cash generation, and
capital deployment, we believe Booz Allen will continue to deliver high value
to our shareholders,” Dr. Shrader said.

Financial Review

Third Quarter Fiscal 2013 – Below is a summary of Booz Allen’s results for the
fiscal 2013 third quarter and the key factors driving those results:

  *Booz Allen’s 3.5 percent decrease in revenue in the third quarter of
    fiscal 2013 compared with the prior year period resulted from lower demand
    due to market forces leading to a reduction in headcount and a related
    reduction in billable hours which contributed to a decline in our direct
    labor. Additionally, the Company has a large portfolio of
    cost-reimbursable contracts, and our continued focus on minimizing
    non-billable work and effectively managing our non-billable costs has
    contributed to lower indirect costs and a corresponding reduction in
    revenue on these cost-reimbursable contracts.
  *In the third quarter of fiscal 2013, Adjusted Operating Income increased
    to $120.8 million from $104.7 million in the prior year period, and
    operating income increased to $116.6 million from $98.2 million in the
    prior year period. The improvement in Adjusted Operating Income and
    operating income were driven by ongoing improvements in the deployment of
    Booz Allen’s consulting staff and disciplined management of the Company’s
    indirect costs which has led to higher margins on our fixed-price and
    time-and-materials contracts with no material impact to margins on our
    cost-reimbursable contracts.
  *In the third quarter of fiscal 2013, Adjusted Net Income increased to
    $59.7 million from $56.4 million in the prior year period and net income
    decreased to $56.2 million from $62.9 million in the prior year period.
    Adjusted EBITDA increased 13.1 percent to $135.8 million in the third
    quarter of fiscal 2013, compared with $120.1 million in the prior year
    period. In the third quarter of fiscal 2013, Adjusted Diluted EPS
    increased to $0.41 from $0.40 in the prior year period; diluted EPS
    decreased to $0.38 from $0.44 in the prior year period.

    These metrics were positively impacted by the same factors as Adjusted
    Operating Income and operating income offset by an increase in income
    taxes, interest, and other expenses for the quarter ended December 31,
    2012 as compared to the prior year period. Adjusted Diluted EPS and
    diluted EPS for the third quarter of fiscal 2013 reflect a decrease on the
    order of $0.04 per share attributable to higher interest expense
    associated with the July 2012 debt refinancing transaction.

  *Earnings in the prior year period reflected a substantial increase
    attributable to the release of a significant income tax reserve in the
    quarter ended December 31, 2011. There were no substantial one-time costs
    or increases to earnings in the quarter ended December 31, 2012. Adjusted
    Net Income, Adjusted EBITDA, and Adjusted Diluted Earnings per Share
    remove these one-time and unusual items.

Booz Allen’s total backlog as of December 31, 2012, was $12.92 billion, which
included $11.39 billion from Booz Allen and $1.53 billion from our acquisition
of the Defense Systems Engineering and Support (DSES) division of ARINC
Incorporated, compared with $12.22 billion as of December 31, 2011. Booz
Allen’s funded backlog as of December 31, 2012 was $3.15 billion, which
included $2.90 billion from Booz Allen and $247.3 million from DSES, compared
with $2.97 billion as of December 31, 2011.

Acquisition of ARINC’s Defense Systems Engineering and Support Division (DSES)

On November 30, 2012, Booz Allen paid $155.1 million from available cash on
hand to acquire the DSES division of ARINC Incorporated. Approximately 900
employees from various locations of ARINC Incorporated, many of which align
with Booz Allen’s existing locations, joined Booz Allen as a result of the
acquisition. While accretion to earnings in the current fiscal year will be
mostly offset by transaction and integration expenses, Booz Allen expects the
transaction to be accretive to its earnings in fiscal 2014, which begins April
1, 2013.

Financial Outlook

Based on a continuation of current macro-economic trends and assuming no
impact from sequestration, we expect revenue to decline by a low single digit
percentage for Booz Allen’s fiscal 2013, as compared with the prior fiscal
year. At the bottom line, we are narrowing our previous guidance and are
forecasting diluted EPS to be in the range of $1.40 to $1.45, and Adjusted
Diluted EPS on the order of $1.60 to $1.65 per share. Our guidance, both at
the top and bottom line, is inclusive of DSES.

These EPS estimates are based on fiscal year 2013 estimated average diluted
shares outstanding of approximately 145.0 million shares.

Conference Call Information

Booz Allen will host a conference call at 8 a.m. EST on Wednesday, January 30,
2013, to discuss the financial results for its Third Quarter of Fiscal Year
2013 (ending December 31, 2012). Analysts and institutional investors may
participate on the call by dialing (877) 375-9141 (International: (253)
237-1151). The conference call will be webcast simultaneously to the public
through a link on the investor relations section of the Booz Allen Hamilton
web site at www.boozallen.com. A replay of the conference call will be
available online at www.boozallen.com beginning at 10:30 a.m. EDT on January
30, 2013, and continuing through March 1, 2013. The replay will also be
available by telephone at (855) 859-2056 (International: (404) 537-3406). Use
Conference ID 82456436 to access the replay.

About Booz Allen Hamilton

Booz Allen Hamilton is a leading provider of management and technology
consulting services to the U.S. government in defense, intelligence, and civil
markets, and to major corporations, institutions, and not-for-profit
organizations. Booz Allen is headquartered in McLean, Virginia, employs
approximately 25,000 people, and had revenue of $5.86 billion for the 12
months ended March 31, 2012.

Non-GAAP Financial Information

“Adjusted Operating Income” represents Operating Income before (i) certain
stock option-based and other equity-based compensation expenses, (ii)
adjustments related to the amortization of intangible assets, and (iii) any
extraordinary, unusual, or non-recurring items. Booz Allen prepares Adjusted
Operating Income to eliminate the impact of items it does not consider
indicative of ongoing operating performance due to their inherent unusual,
extraordinary or non-recurring nature or because they result from an event of
a similar nature.

“Adjusted EBITDA” represents net income before income taxes, net interest and
other expense and depreciation and amortization and before certain other
items, including: (i) certain stock option-based and other equity-based
compensation expenses, (ii) transaction costs, fees, losses, and expenses,
including fees associated with debt prepayments, and (iii) any extraordinary,
unusual or non-recurring items. Booz Allen prepares Adjusted EBITDA to
eliminate the impact of items it does not consider indicative of ongoing
operating performance due to their inherent unusual, extraordinary or
non-recurring nature or because they result from an event of a similar nature.

“Adjusted Net Income” represents net income before: (i) certain stock
option-based and other equity-based compensation expenses, (ii) transaction
costs, fees, losses, and expenses, including fees associated with debt
prepayments, (iii) adjustments related to the amortization of intangible
assets, (iv) amortization or write-off of debt issuance costs and write-off of
original issue discount and (v) any extraordinary, unusual or non-recurring
items, in each case net of the tax effect calculated using an assumed
effective tax rate. Booz Allen prepares Adjusted Net Income to eliminate the
impact of items, net of taxes, it does not consider indicative of ongoing
operating performance due to their inherent unusual, extraordinary or
non-recurring nature or because they result from an event of a similar nature.

“Adjusted Diluted EPS” represents diluted EPS calculated using Adjusted Net
Income as opposed to Net Income. Additionally, Adjusted Diluted EPS does not
contemplate any adjustments to net income as required under the two-class
method of calculating EPS as required in accordance with GAAP.

“Free Cash Flow” represents the net cash generated from operating activities
less the impact of purchases of property and equipment.

Booz Allen utilizes and discusses in this release Adjusted Operating Income,
Adjusted EBITDA, Adjusted Net Income, and Adjusted Diluted EPS because
management uses these measures for business planning purposes, including
managing its business against internal projected results of operations and
measuring its performance. Management views Adjusted Operating Income,
Adjusted EBITDA, Adjusted Net Income, and Adjusted Diluted EPS as measures of
the core operating business, which exclude the impact of the items detailed in
the supplemental exhibits, as these items are generally not operational in
nature. These supplemental performance measures also provide another basis for
comparing period to period results by excluding potential differences caused
by non-operational and unusual or non-recurring items. Booz Allen also
utilizes and discusses Free Cash Flow in this release because management uses
this measure for business planning purposes, measuring the cash generating
ability of the operating business and measuring liquidity generally. Booz
Allen presents these supplemental measures because it believes that these
measures provide investors and securities analysts with important supplemental
information with which to evaluate Booz Allen’s performance, long term
earnings potential, or liquidity, as applicable, and to enable them to assess
Booz Allen’s performance on the same basis as management. These supplemental
performance measurements may vary from and may not be comparable to similarly
titled measures by other companies in Booz Allen’s industry. Adjusted
Operating Income, Adjusted EBITDA, Adjusted Net Income, Adjusted Diluted EPS,
and Free Cash Flow are not recognized measurements under GAAP and when
analyzing Booz Allen’s performance or liquidity, as applicable, investors
should (i) evaluate each adjustment in our reconciliation of Operating and Net
Income to Adjusted Operating Income, Adjusted EBITDA and Adjusted Net Income,
and cash flows to Free Cash Flows and the explanatory footnotes regarding
those adjustments, (ii) use Adjusted Operating Income, Adjusted EBITDA,
Adjusted Net Income, and Adjusted Diluted EPS in addition to, and not as an
alternative to Operating Income, Net Income or Diluted EPS as a measure of
operating results, each as defined under GAAP, and (iii) use Free Cash Flows,
in addition to, and not as an alternative to, Net Cash Provided by Operating
Activities as a measure of liquidity, each as defined under GAAP. Exhibit 4
includes a reconciliation of Adjusted Operating Income, Adjusted EBITDA,
Adjusted Net Income, Adjusted Diluted EPS, and Free Cash Flow to the most
directly comparable financial measure calculated and presented in accordance
with GAAP.

No reconciliation of the forecasted range for Adjusted Diluted EPS to Diluted
EPS for fiscal 2013 is included in this release because we are unable to
quantify certain amounts that would be required to be included in the GAAP
measure without unreasonable efforts and we believe such reconciliations would
imply a degree of precision that would be confusing or misleading to
investors.

Forward Looking Statements

Certain statements contained in this press release and in related comments by
our management include “forward-looking statements” within the meaning of the
Private Securities Litigation Reform Act of 1995. Examples of forward-looking
statements include information concerning Booz Allen’s preliminary financial
results, financial outlook and guidance, including forecasted revenue, Diluted
EPS, and Adjusted Diluted EPS, future quarterly dividends, and future
improvements in operating margins, as well as any other statement that does
not directly relate to any historical or current fact. In some cases, you can
identify forward-looking statements by terminology such as “may,” “will,”
“could,” “should,” “forecasts,” “expects,” “intends,” “plans,” “anticipates,”
“projects,” “outlook,” “believes,” “estimates,” “predicts,” “potential,”
“continue,” “preliminary,” or the negative of these terms or other comparable
terminology. Although we believe that the expectations reflected in the
forward-looking statements are reasonable, we can give you no assurance these
expectations will prove to have been correct.

These forward-looking statements relate to future events or our future
financial performance and involve known and unknown risks, uncertainties and
other factors that may cause our actual results, levels of activity,
performance or achievements to differ materially from any future results,
levels of activity, performance or achievements expressed or implied by these
forward-looking statements.

These risks and other factors include: cost cutting and efficiency initiatives
and other efforts to reduce U.S. government spending, including automatic
sequestration required by the Budget Control Act of 2011 (as amended by the
American Taxpayer Relief Act of 2012), which could reduce or delay funding for
orders for services especially in the current political environment; delayed
funding of our contracts due to delays in the completion of the U.S.
government’s budgeting process and the use of continuing resolutions by the
U.S. government to fund its operations or related changes in the pattern or
timing of government funding and spending (including potential cuts associated
with sequestration or other budgetary cuts made in lieu of sequestration);
current uncertainty around the timing, extent, and nature of Congressional and
other U.S. government action to address budgetary constraints, the U.S.
government’s ability to incur indebtedness in excess of its current limit and
the U.S. deficit; any issue that compromises our relationships with the U.S.
government or damages our professional reputation; changes in U.S. government
spending and mission priorities that shift expenditures away from agencies or
programs that we support; the size of our addressable markets and the amount
of U.S. government spending on private contractors; failure to comply with
numerous laws and regulations; our ability to compete effectively in the
competitive bidding process and delays caused by competitors’ protests of
major contract awards received by us; the loss of General Services
Administration Multiple Award Schedule Contracts, or GSA schedules, or our
position as prime contractor on Government-wide acquisition contract vehicles;
changes in the mix of our contracts and our ability to accurately estimate or
otherwise recover expenses, time and resources for our contracts; our ability
to generate revenue under certain of our contracts; our ability to realize the
full value of our backlog and the timing of our receipt of revenue under
contracts included in backlog; changes in estimates used in recognizing
revenue; any inability to attract, train or retain employees with the
requisite skills, experience and security clearances; an inability to hire,
assimilate and deploy enough employees to serve our clients under existing
contracts; an inability to timely and effectively utilize our employees;
failure by us or our employees to obtain and maintain necessary security
clearances; the loss of members of senior management or failure to develop new
leaders; misconduct or other improper activities from our employees or
subcontractors; increased competition from other companies in our industry;
failure to maintain strong relationships with other contractors; inherent
uncertainties and potential adverse developments in legal or regulatory
proceedings, including litigation, audits, reviews and investigations, which
may result in materially adverse judgments, settlements, withheld payments,
penalties or other unfavorable outcomes including debarment, as well as
disputes over the availability of insurance or indemnification; internal
system or service failures and security breaches, including, but not limited
to, those resulting from external cyber attacks on our network and internal
systems; risks related to changes to our operating structure, capabilities, or
strategy intended to address client needs, grow our business or respond to
market developments; risks associated with new relationships, clients,
capabilities, and service offerings in our U.S. and international businesses;
failure to comply with special U.S. government laws and regulations relating
to our international operations; risks related to our indebtedness and credit
facilities which contain financial and operating covenants; the adoption by
the U.S. government of new laws, rules and regulations, such as those relating
to organizational conflicts of interest issues; our ability to realize the
expected benefits from our acquisition of the DSES division of ARINC
Incorporated; risks related to future acquisitions; an inability to utilize
existing or future tax benefits, including those related to stock-based
compensation expense, for any reason, including a change in law; and variable
purchasing patterns under U.S. government GSA schedules, blanket purchase
agreements and Indefinite Delivery/Indefinite Quantity contracts. Additional
information concerning these and other factors can be found in our filings
with the Securities and Exchange Commission (SEC), including our Annual Report
on Form 10-K, filed with the SEC on May 30, 2012.

All forward-looking statements attributable to us or persons acting on our
behalf are expressly qualified in their entirety by the foregoing cautionary
statements. All such statements speak only as of the date made and, except as
required by law, we undertake no obligation to update or revise publicly any
forward-looking statements, whether as a result of new information, future
events or otherwise.

Exhibits:

Exhibit 1: Condensed Consolidated Statements of Operations
Exhibit 2: Condensed Consolidated Balance Sheets
Exhibit 3: Condensed Consolidated Statements of Cash Flows
Exhibit 4: Non-GAAP Financial Information
Exhibit 5: Operating Data


Exhibit 1
Booz Allen Hamilton Holding Corporation
Condensed Consolidated Statements of Operations
                                                                  
                             Three Months Ended                  Nine Months Ended
                             December 31,                        December 31,
(Amounts in
thousands,                   2012              2011              2012              2011
except per
share data)
                             (Unaudited)                         (Unaudited)
                                                                                   
Revenue                      $ 1,392,695       $ 1,442,718       $ 4,212,769       $ 4,318,598
                                                                                   
Operating
costs and
expenses:
Cost of                        692,920           729,977           2,122,356         2,172,450
revenue
Billable                       382,520           370,540           1,114,424         1,143,641
expenses
General and
administrative                 182,532           224,483           588,385           656,608
expenses
Depreciation
and                            18,127            19,530            54,243            55,924
amortization
                              -                -                -                -
Total
operating                     1,276,099        1,344,530        3,879,408        4,028,623
costs and
expenses
                                                                                   
Operating                      116,596           98,188            333,361           289,975
income
                                                                                   
Interest                       (21,731)          (12,035)          (50,788)          (36,523)
expense
Other, net                     134               238               (7,692)           3,847
                                                                                
Income before                  94,999            86,391            274,881           257,299
income taxes
Income tax                     38,815            23,531            110,636           67,971
expense
                                                                                
Net income                   $ 56,184          $ 62,860          $ 164,245         $ 189,328
                                                                                   
Earnings per
common share:
Basic                        $ 0.41            $ 0.48            $ 1.16            $ 1.46
Diluted                      $ 0.38            $ 0.44            $ 1.08            $ 1.34
                                                                                   
                                                                                   
Dividends
declared per                 $ 0.09            $ -               $ 8.27            $ -
share



Exhibit 2
Booz Allen Hamilton Holding Corporation
Condensed Consolidated Balance Sheets
                                                          
(Amounts in thousands, except share             December 31,       March 31,
and per share data)                             2012               2012
                                                (Unaudited)
                                                                   
ASSETS
Current assets:
Cash and cash equivalents                       $  317,578         $ 484,368
Accounts receivable, net of allowance              980,287           1,077,315
Prepaid expenses and other current                98,787           95,980
assets
Total current assets                               1,396,652         1,657,663
                                                                   
Property and equipment, net of                     170,216           191,079
accumulated depreciation
Intangible assets, net of accumulated              241,041           223,834
amortization
Goodwill                                           1,276,565         1,188,004
Other long-term assets                            66,432           54,211
Total assets                                    $  3,150,906       $ 3,314,791
                                                                   
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt               $  51,031          $ 42,500
Accounts payable and other accrued                 423,291           443,951
expenses
Accrued compensation and benefits                  409,940           357,872
Other current liabilities                         92,035           70,123
Total current liabilities                          976,297           914,446
                                                                   
Long-term debt, net of current                     1,675,364         922,925
portion
Other long-term liabilities                       314,723          292,235
Total liabilities                                  2,966,384         2,129,606
                                                                   
Stockholders' equity:
Common stock, Class A — $0.01 par
value — authorized, 600,000,000
shares;
issued, 135,965,937 shares at
December 31, 2012 and 128,726,324
shares
at March 31, 2012; outstanding,                    1,359             1,287
135,576,616 shares at December 31,
2012
and 128,392,549 shares at March 31,
2012
Non-voting common stock, Class B —
$0.01 par value — authorized,
16,000,000 shares; issued and
outstanding, 1,457,350 shares at
December 31,                                       15                25
2012 and 2,487,125 shares at March
31, 2012
Restricted common stock, Class C —
$0.01 par value — authorized,
5,000,000 shares; issued and
outstanding, 1,237,436 shares at
December 31,                                       12                15
2012 and 1,533,020 shares at March
31, 2012
Special voting common stock, Class E
— $0.003 par value — authorized,
25,000,000 shares; issued and
outstanding, 7,478,522 shares at
December 31,                                       23                30
2012 and 10,140,067 shares at March
31, 2012
Treasury stock, at cost — 389,321
shares at December 31, 2012 and
333,775
shares at March 31, 2012                           (6,226)           (5,377)
Additional paid-in capital                         115,231           898,541
Retained earnings                                  82,419            299,379
Accumulated other comprehensive loss              (8,311)          (8,715)
Total stockholders' equity                        184,522          1,185,185
Total liabilities and stockholders'             $  3,150,906       $ 3,314,791
equity
                                                                   


Exhibit 3
Booz Allen Hamilton Holding Corporation
Condensed Consolidated Statements of Cash Flows
                                                          
                                                Nine Months Ended
                                                December 31,
(Amounts in thousands)                          2012                2011
                                                (Unaudited)
                                                                    
Cash flows from operating
activities
Net income                                      $ 164,245           $ 189,328
Adjustments to reconcile net income
to net cash provided by operating
activities:
Gain on sales of businesses                       (254)               (4,082)
Depreciation and amortization                     54,243              55,924
Amortization of debt issuance costs               4,339               3,602
Amortization of original issuance                 1,078               826
discount on debt
Loss on extinguishment                            9,879               -
Excess tax benefits from the                      (26,297)            (16,397)
exercise of stock options
Stock-based compensation expense                  19,863              24,448
Loss on disposition of property and               956                 -
equipment
                                                                    
Change in assets and liabilities:
Accounts receivable                               174,424             37,534
Prepaid expenses and other current                26,673              9,796
assets
Other long-term assets                            8,252               19,232
Accrued compensation and benefits                 (1,805)             (254)
Accounts payable and other accrued                (54,913)            (25,695)
expenses
Transaction costs on acquisitions                 (4,417)             (5,432)
and dispositions
Accrued interest                                  6,056               5,698
Other current liabilities                         13,821              (4,457)
Other long-term liabilities                      2,791              (38,052)
Net cash provided by operating                   398,934            252,019
activities
                                                                    
Cash flows from investing
activities
Purchases of property and equipment               (20,657)            (65,558)
Proceeds from sales of businesses                 625                 23,332
Cash paid for business                           (157,995)          -
acquisitions, net of cash acquired
Net cash used in investing                       (178,027)          (42,226)
activities
                                                                    
Cash flows from financing
activities
Net proceeds from issuance of                     4,928               6,821
common stock
Cash dividends paid                               (1,110,011)         -
Dividend equivalents paid to option               (49,765)            -
holders
Repayment of debt                                 (981,625)           (22,500)
Net proceeds from debt issuance                   1,710,143           -
Excess tax benefits from the                      26,297              16,397
exercise of stock options
Stock option exercises                            13,185              7,262
Repurchases of common stock                      (849)              (5,377)
Net cash (used in) / provided by                 (387,697)          2,603
financing activities
                                                                    
Net (decrease) increase in cash and               (166,790)           212,396
cash equivalents
Cash and cash equivalents --                     484,368            192,631
beginning of period
Cash and cash equivalents -- end of             $ 317,578           $ 405,027
period
                                                                    
Supplemental disclosures of cash
flow information
Cash paid during the period for:
Interest                                        $ 35,036            $ 26,394
Income taxes                                    $ 79,352            $ 69,224
                                                                    


Exhibit 4
Booz Allen Hamilton Holding Corporation
Non-GAAP Financial Information
                                                                
                             Three Months Ended              Nine Months Ended
                             December 31,                    December 31,
(Amounts in
thousands,                   2012              2011          2012              2011
except share and
per share data)
                             (Unaudited)                     (Unaudited)
                                                                               
Adjusted
Operating Income
Operating Income             $ 116,596         $ 98,188      $ 333,361         $ 289,975
Certain
stock-based                  1,086             2,418         4,944             11,589
compensation
expense (a)
Amortization of
intangible                   3,125             4,091         9,384             12,273
assets (b)
Transaction                  -                 -             2,725             -
expenses (c)
Adjusted                     $ 120,807         $ 104,697     $ 350,414         $ 313,837
Operating Income
                                                                               
EBITDA &
Adjusted EBITDA
Net income                   $ 56,184          $ 62,860      $ 164,245         $ 189,328
Income tax                   38,815            23,531        110,636           67,971
expense
Interest and                 21,597            11,797        58,480            32,676
other, net
Depreciation and             18,127            19,530        54,243            55,924
amortization
EBITDA                       134,723           117,718       387,604           345,899
Certain
stock-based                  1,086             2,418         4,944             11,589
compensation
expense (a)
Transaction                  -                 -             2,725             -
expenses (c)
Adjusted EBITDA              $ 135,809         $ 120,136     $ 395,273         $ 357,488
                                                                               
Adjusted Net
Income
Net income                   $ 56,184          $ 62,860      $ 164,245         $ 189,328
Certain
stock-based                  1,086             2,418         4,944             11,589
compensation
expense (a)
Transaction                  -                 -             2,725             -
expenses (c)
Amortization of
intangible                   3,125             4,091         9,384             12,273
assets (b)
Amortization or
write-off of
debt issuance
costs and
write-off of                 1,667             1,202         11,493            3,602
original issue
discount
Net gain on sale
of state and
local                        -                 -             -                 (5,681)
transportation
business (d)
Release of
income tax                   -                 (11,085)      -                 (35,133)
reserves (e)
Adjustments for              (2,351)           (3,084)       (11,419)          (10,985)
tax effect (f)
Adjusted Net                 $ 59,711          $ 56,402      $ 181,372         $ 164,993
Income
                                                                               
Adjusted Diluted
Earnings Per
Share
Weighted-average
number of                    145,063,515       141,799,725   144,116,057       140,996,611
diluted shares
outstanding
Adjusted Net
Income Per                   $ 0.41            $ 0.40        $ 1.26            $ 1.17
Diluted Share
(g)
                                                                               
Free Cash Flow
Net cash
provided by                  $ 9,186           $ 74,902      $ 398,934         $ 252,019
operating
activities
Less: Purchases
of property and              (6,282)           (21,918)      (20,657)          (65,558)
equipment
Free Cash Flow               $ 2,904           $ 52,984      $ 378,277         $ 186,461


    
      Reflects stock-based compensation expense for options for Class A Common
      Stock and restricted shares, in each case, issued in
      connection with the Acquisition of our Company by The Carlyle Group (the
(a)   Acquisition) under the Officers' Rollover Stock Plan. Also
      reflects stock-based compensation expense for Equity Incentive Plan
      Class A Common Stock options issued in connection with the
      Acquisition under the Equity Incentive Plan.
(b)   Reflects amortization of intangible assets resulting from the
      Acquisition.
(c)   Reflects debt refinancing costs incurred in connection with the
      Recapitalization Transaction consummated on July 31, 2012.
      Nine months ended December 31, 2011 reflects the gain on sale of our
(d)   state and local transportation business, net of the associated tax
      benefit of $1.6 million.
(e)   Reflects the release of income tax reserves.
(f)   Reflects tax effect of adjustments at an assumed marginal tax rate of
      40%.
      Excludes an adjustment of approximately $475,000 and $9.0 million of net
(g)   earnings for the three and nine months ended December 31,
      2012, respectively, associated with the application of the two-class
      method for computing diluted earnings per share.
      


Exhibit 5
Booz Allen Hamilton Holding Corporation
Operating Data
                                                                   
                               As of
                               December 31,
(Amounts in millions)          2012               2011
                                                                         
Backlog (1)
                                                                         
Funded                         $   3,152          $  2,971
Unfunded (2)                       3,614             3,717
Priced Options (3)                6,156            5,527
Total Backlog                  $   12,922         $  12,215
                                                                         
           Backlog presented in the above table includes backlog acquired from
           the Company's acquisition of ARINC's Defense Systems
(1)        Engineering and Support (DSES) division made during the three
           months ended December 31, 2012. Total backlog acquired
           from DSES is approximately $1.53 billion as of December 31, 2012.
           Reflects a reduction by management to the revenue value of orders
           for services under two existing single award ID/IQ
(2)        contracts the Company has had for several years, based on an
           established pattern of funding under these contracts by the
           U.S. government.
(3)        Amounts shown reflect 100% of the undiscounted revenue value of all
           priced options.
                                                                         
                                                                         
                               As of
                               December 31,
                               2012               2011
                                                                         
Book-to-Bill *                 0.2                0.6
                                                                         
           * Book-to-bill presented excludes the effects of acquisitions made
           during the three months ended December 31, 2012. It is
           calculated as the change in total backlog during the relevant
           fiscal quarter plus the relevant fiscal quarter revenue, all
           divided by the relevant fiscal quarter revenue.
                                                                         
                                                                         
                               As of
                               December 31,
                               2012               2011
                                                                         
Headcount
                                                                         
Total Headcount                    24,791            25,825
Consulting Staff Headcount         22,393            23,255
                                                                         
                                                                         
                               Three Months Ended               Nine Months
                               December 31,                     Ended
                                                                December 31,
                               2012               2011          2012     2011
                                                                         
Percentage of Total Revenue by
Contract Type
                                                                         
Cost-Reimbursable (4)              58%               54%        57%      54%
Time-and-Materials                 27%               31%        28%      31%
Fixed-Price (5)                    15%               15%        15%      15%
                                                                         
(4)        Includes both cost-plus-fixed-fee and
           cost-plus-award fee contracts.
           Includes
(5)        fixed-price
           level of effort
           contracts.
                                                                         
                                                                         
                                                  Three
                               Three Months       Months
                               Ended              Ended
                               December 31,       December
                               2012               31,
                                                  2011
Days Sales Outstanding **      63                 69
                                                                         
                                                                         
** Calculated as total accounts receivable divided by revenue
per day during the relevant fiscal quarter.
                                                                         

Contact:

Booz Allen Hamilton Holding Corporation
Media Relations
Marie Lerch, 703-902-5559
or
James Fisher, 703-377-7595
or
Investor Relations
Curt Riggle, 703-377-5332.