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Item 7. Management’s Discussion and Analysis

2023-03-28 compared with 2022-03-28 · 506 added, 590 removed, 351 unchanged (76% of the section changed)

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Business Overview and Considerations

DRS is a leading provider of defense products and technologies that provide battlefield superiority today while shaping the battlefield of tomorrow for the U.S.

military and our allies abroad.

We offer a broad portfolio of products and services in our core technologies including advanced sensing, electronic warfare (“EW”) and cyber, network computing, communications, force protection, and electrical power conversion and propulsion.

Our leadership positions in these markets have created a foundational base of programs within the DoD that has yielded five straight years of organic revenue growth.

We believe these technologies will not only support our Armed Services in today’s mission but will also underpin the DoD’s strategy to migrate towards more autonomous, dynamic, interconnected, and multi-domain capabilities needed to win in tomorrow’s battlefield.

We expect that the DoD’s focus on effectively countering growing peer threats from China and Russia while simultaneously pursuing a counter-terrorism strategy against asymmetrical organizations and actors will increase its reliance on the core technologies that DRS provides, reinforcing our position in our high growth markets.

Our overall strategy is to be a balanced and diversified company, less vulnerable to any one budgetary platform or service decision with a specific focus on establishing strong technical and market positions in areas of priority for the Department of Defense (“DoD”).

DRS is an innovative and agile provider of advanced defense technology to U.S.

national security customers and allies around the world.

We specialize in the design, development and manufacture of advanced sensing, network computing, force protection, as well as electric power and propulsion.

The strength of our market positioning in these technology areas have created a foundational and diverse base of programs across the Department of Defense (“DoD”).

We believe these technologies will not only support our customers in today’s mission but will also underpin their strategy to migrate towards more autonomous, dynamic, interconnected, and multi-domain capabilities needed to defend against evolving and emerging threats.

We view more advanced capabilities in sensing, computing, self-protection and power as necessary to enable these strategic priorities.

The DoD is our largest customer and, for the years ended December 31, 2022 and 2021, accounted for approximately 84% and 86%, respectively, of our business as an end-user, with revenues principally derived directly or indirectly from contracts with the U.S.

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Navy, which represented 37% and 32%, and 38% and 31%, respectively, of our total revenues for the years ended December 31, 2022 and 2021.

We use our technical capabilities, customer relationships and product quality to drive our financial performance, evidenced by a 10% CAGR in revenue from the year ended December 31, 2017 through the year ended December 31, 2021, which drove our annual revenue to $2.9 billion for the year ended December 31, 2021.

During the same period, net earnings improved by $245 million to $154 million, our operating earnings grew $187 million to $236 million, and our Adjusted EBITDA grew $129 million to $310 million (CAGR of 14%).

Adjusted EBITDA is a non-GAAP measure, see “—Key Financial and Operating Measures—Non-GAAP Financial Measures” below for a reconciliation of Adjusted EBITDA to net earnings.

Our operations and reporting are structured into the following three technology driven segments based on the capabilities and solutions offered to our customers:

Advanced Sensor Technologies (“AST”) :

Our Advanced Sensor Technologies segment provides world-class electro-optical sensor technologies, laser systems, EW & cyber systems, and intelligence and surveillance solutions to U.S.

military and intelligence community customers.

We are a leading provider of ground platform targeting and surveillance sensors.

We are also a leading provider of soldier sensor systems in high priority modernization areas such as infrared imaging and precision targeting systems.

Our infrared focal plane array foundry is recognized as a leading provider of high performance and small

sized cryogenically cooled and uncooled detector arrays.

We are also a leading and world-recognized provider of aircraft training instrumentation equipment and high-performance radio frequency receivers and transceivers for U.S.

and international customers.

Our EW and Cyber systems provide cutting edge capability across the broad frequency spectrum.

Our quantum cascade laser (“QCL”) technology is used in military and commercial medical applications.

Collectively, these sensor technologies provide our customers with a distinct battlefield advantage.

As part of the U.S.

military’s strategy to increase effectiveness and system interconnectivity in today’s complex threat environment, the U.S.

military is working to improve precision against military targets from a greater range.

Increased sensor range and interconnectivity enables U.S.

forces to detect threats from further away and deliver rapid, forceful responses more quickly.

We have positioned ourselves as a market leader in advanced sensing on the most cutting-edge sensing systems programs by providing leading targeting and surveillance sensors, including electro-optical, infrared, EW, and advanced detection systems, for all types of platforms, including for use by individual soldiers.

Our capabilities help ensure that the U.S.

military remains the most effective fighting force in the world and can maintain dominance from a greater distance and at greater speed than ever before.

Our established positions in sensing technologies coupled with the battlefield evolution aligns us for continued growth in this expanding market.

Network Computing & Communications (“NC&C”) :

Our Network Computing & Communications segment provides advanced defense electronics solutions across warfare domains.

Our technologies and products are used on military platforms, end-to-end network communication systems, satellite services and cyber security solutions.

We are a leading provider of ruggedized computing equipment, having provided more than 135,000 total advanced tactical computing units for ground combat platforms and command post operations through December 31, 2021.

Navy and its allies, we provide naval computing infrastructure, network and data distribution equipment, radar, and rugged naval control systems, which are present on naval surface and subsurface combatant vessels.

Across the full spectrum of our network computing capabilities, we have leadership positions at both the product and sub-systems levels.

Our global communications network is a worldwide network of terrestrial and satellite bandwidth that ensures our customers’ data is secure and reliable.

As a result of this capability, we are positioned as one of the leading providers of secured commercial satellite communications to the U.S.

In order to be able to rapidly respond to emerging future threats, the U.S.

military has focused on requiring interconnectivity of sensors and responses.

This effort is driven in part by the U.S.

military’s Joint All-Domain Command and Control (JADC2) program which has the goal of enhancing connectivity across all branches of the military.

We believe with our embedded position within network computing and satellite communications systems that support U.S.

armed forces DRS is well positioned to meet these goals in multi-domain operations.

DRS has also provided advanced tactical computing systems for ground combat vehicles and command post operations for more than two decades and is a leading provider of advanced ruggedized computing equipment for the warfighter today.

Battlefield management and platform communications systems require secure rugged computing solutions that are interconnected with combat air forces and naval computing infrastructure to support multi-domain operations.

Based on its legacy of advancement and its current positions in battlefield computing and communications systems, we believe DRS is well positioned to support this effort.

Integrated Mission Systems (“IMS”):

Our Integrated Mission Systems segment provides critical force protection, vehicle integration, transportation and logistics and electrical control, distribution and conversion, and ship propulsion systems to the U.S.

military and allied forces.

military continues to defend our national security interests across the globe, our technologies and systems help protect U.S.

forces and assets against increasingly sophisticated and proliferating threats.

Our force protection systems, including solutions for counter-unmanned aerial systems, short-range air defense systems and active protection systems used to defend ground combat vehicles help protect service members and military assets from these growing threats, highlighted by the recent deployment of the Mission Equipment Package (“MEP”) for the Maneuver Short-Range Air Defense (“M-SHORAD”) program by the U.S.

We also provide power control, distribution, conversion and propulsion systems for the U.S.

Navy’s top priority shipbuilding programs, including the Columbia Class ballistic missile submarine, the first modern U.S.

electric drive submarine as well as other advanced equipment to the U.S.

Coast Guard, and international navies including hybrid electric drive propulsion systems, energy storage, gas turbine packages, nuclear instrumentation and controls, and thermal management and refrigeration equipment.

Current and future platforms require more power than before as a result of the advancement of directed energy weapons, increased on-board computing, and increased sensing.

As a result, these platforms must be able to adapt their propulsion to the situation around them, increase their stealth in a threatened environment, or speed to the objective if unthreatened.

Our IMS segment provides technologies that fulfill these needs for power and have developed propulsion for various platform types.

For example, as the U.S.

Navy fleet grows, we expect that it will require new forms of integrated power systems.

Our electrical drive technology provides the ability to direct energy to these evolving needs and adapt propulsion based on an evolving threat situation.

These capabilities can also be used on unmanned platforms.

As a leading provider of next-generation electrical propulsion components and systems for the U.S.

Navy, we believe DRS has the technology to provide electrical power capabilities to service the future fleet’s needs.

Advanced Sensing and Computing

Our Advanced Sensing and Computing (“ASC”) segment designs, develops and manufactures sensing and network computing technology that enables real-time situational awareness required for enhanced operational decision making and execution by our customers.

Our sensing capabilities span numerous applications, including missions requiring advanced detection, precision targeting and surveillance sensing, long range electro-optic/infrared (“EO/IR”), signals intelligence (“SIGINT”) and other intelligence systems, electronic warfare (“EW”), ground vehicle sensing, next generation active electronically scanned array (“AESA”) tactical radars, dismounted soldier sensing and space sensing.

Across our offerings, we are focused on advancing sensor distance and enhancing the precision, clarity, definition, spectral depth and effectiveness of our sensors.

We also seek to leverage the knowledge and expertise built through our decades of experience to optimize size, weight, power and cost for our customers’ specific mission requirements.

Our sensing capabilities are complemented by our rugged, trusted and cyber resilient network computing products.

Our network computing offerings are utilized across a broad range of mission applications including platform computing on ground and shipboard (both surface ship and submarine) for

advanced battle management, combat systems, radar, command and control (“C2”), tactical networks, tactical computing and communications.

These products help support the DoD’s need for greater situational understanding at the tactical edge by rapidly transmitting data securely between command centers and forward-positioned defense assets and personnel.

Integrated Mission Systems

Our Integrated Mission Systems (“IMS”) segment designs, develops, manufactures and integrates power conversion, control and distribution systems, ship propulsion systems, motors and variable frequency drives, force protection systems, and transportation and logistics systems for the U.S.

military and allied defense customers.

DRS is currently a leading provider of next-generation electrical propulsion systems for the U.S.

We provide power conversion, control, distribution and propulsion systems for the Navy’s top priority shipbuilding programs, including the Columbia Class ballistic missile submarine, the first modern U.S.

electric drive submarine.

We believe DRS is well positioned to meet the needs of an increasingly electrified fleet with our high-efficiency, power dense permanent magnet motors, energy storage systems and associated efficient, rugged and compact power conversion, electrical actuation systems, and advanced cooling technologies.

DRS has a long history of providing a number of other critical products to the U.S.

Navy with a significant installed base on submarines, aircraft carriers and other surface ships including motor controllers, instrumentation and control equipment, electrical actuation systems, and thermal management systems for electronics and ship stores refrigeration.

DRS is also an integrator of complex systems in ground vehicles for short-range air defense, counter-unmanned aerial systems (“C-UAS”), and vehicle survivability and protection.

Our short-range air defense systems integrate EW equipment, reconnaissance and surveillance systems, modular combat vehicle turrets, and stabilized sensor suites, as well as kinetic countermeasures to protect against evolving threats.

Our force protection systems, including solutions for C-UAS and active protection systems on army vehicles help protect personnel and defense assets from enemy combatants.

Focus on Customer and Execution

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This approach permeates through the Company with a focus on continuous improvement at every level.

Part of this learning has resulted in institutionalizing our continuous improvement process through our APEX program.

The APEX program’s goal is to strive for continuous improvement through unification of our business practices, tools and metrics, ongoing employee training and innovation.

Part of this learning has resulted in institutionalizing our continuous improvement process through our APEX program, which is transforming this year from Operational Excellence to Business Excellence.

The APEX program’s goal is to strive for continuous improvement through unification of all of our business practices, tools and metrics, ongoing employee training and innovation.

We believe that excellence is not a destination, but by constantly challenging ourselves to be better, we will improve, and ultimately approach excellence.

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We are humbled by the dedication and sacrifice that our ultimate customers have made to serve and we work to perform for them with excellence in everything we do.

Impacts of COVID-19 On Our Business

The coronavirus (COVID-19) pandemic has caused significant disruptions to national and global economies and government activities since March 2020.

We continue to closely monitor COVID-related impacts on all aspects of our business and geographies, including on our workforce, supply chain and customers.

The United States has taken several steps to respond to the pandemic.

On September 9, 2021, President Biden announced a COVID-19 action plan, including an executive order, the Safer Workforce Task Force guidance issued on September 24, 2021 and the DoD’s Force Health Protection guidance.

This executive order and guidance (as amended) contained a clause that required covered federal contractors and subcontractors to implement federally required vaccine mandates.

This clause was implemented into several of our applicable federal contracts.

In light of certain of certain court orders, however, the office of Management and Budget has stated that the U.S Government will not take action to enforce this clause until further notice.

If ultimately upheld, this federal contract requirement may impact several of our contracts.

We are continuing to evaluate these evolving requirements, especially as

our customers determine when and how to implement the potential contractual requirements.

We cannot at this stage predict the various impacts they may have on our workforce, our suppliers, or our company.

These evolving government requirements, along with broader impacts of the continuing pandemic, could impact our workforce and performance, as well as those of our suppliers

The proactive management to mitigate the impact of COVID-19 has enabled our business to remain operational.

However, we incurred an additional $7 million of expenditures from January 1, 2021 thru December 31, 2021, related to ensuring a safe work environment for our employees.

This is in addition to $12 million of expenditures incurred from March 1, 2020 through December 31, 2020.

These costs included paid leave, personal protective equipment and other cleaning measures, facility filtration systems and social and physical distancing efforts, including the use of zones and subzones for manufacturing facilities to implement quarantining protocols.

Costs to combat the COVID-19 pandemic have been excluded from our Adjusted EBITDA results.

See “—Key Financial and Operating Measures—Non-GAAP Financial Measures.”

We continue to review our mitigation efforts to respond to the changing COVID-19 environment, and are engaged in planning and adapting to a future workforce for when there is a return to normalcy.

Global Events and Business Impacts

The coronavirus (COVID-19) pandemic caused certain disruptions to our business, including various adverse supply chain impacts which are anticipated to continue into 2023.

Ukraine Invasion

In February 2022 Russia escalated its war with Ukraine by invading and occupying parts of that country.

Since that time, western powers, including the U.S., have pledged support with humanitarian and military aid.

Some of that military aid pledged by the U.S.

will result in increased efforts to replace equipment and consumables.

We have received orders from the U.S.

and allies to both provide equipment in support of this effort, and to replace equipment pledged.

We expect that these orders will continue until that support is no longer needed and the equipment pledged is replaced.

Business Environment

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government spending levels, especially within the DoD.

President Biden’s administration has identified the key threats America faces, which emanate from great powers and regional adversaries, and also from non-state actors and extremists, as further described in Part I, Item I, “Business” in this Annual Report.

We believe the DoD priorities, the FY2022 budget request, authorization and appropriations bills align with DRS’ product offerings and our ability to innovate our core technology and investment focus.

In addition to the U.S.

market, DRS has important positions internationally in the Middle East, U.K., Australia, Korea and Taiwan in areas such as Tactical Battlefield Management Systems, Thermal Weapons Sites, Combat Aircraft Training and Power and Propulsion programs, among others.

The DoD budget is the largest defense budget in the world.

President’s government fiscal year 2024 budget request included $842 billion for national defense programs, which marks continued growth from prior years.

The most recent National Defense Strategy and annual defense budget request continue to prioritize a strategic focus on countering and deterring threats from near-peer adversaries.

We believe that the level and growth of the defense budget as well as strategic priorities requiring more advanced and sophisticated defense technology capabilities create a favorable market environment for DRS.

Operating Performance Assessment and Reporting

For the majority of our contracts, revenues are recognized using the over time, percentage of completion cost-to-cost method of accounting, with revenue recognized based on the ratio of cumulative costs incurred to date to estimated total contract costs at completion.

For contracts accounted for in this way, our reported revenues may contain amounts which we have not billed to customers if we have incurred costs, and recognized related profits, in excess of billed progress or performance based payments.

GAAP, contract costs, including allowable general and administrative expenses on certain government contracts, are charged to work-in-progress inventory and are written off to costs and expenses as revenues are recognized.

The Federal Acquisition Regulations (“FAR”) and the defense supplement (“DFARS”), incorporated by reference in U.S.

government contracts, provide that internal research and development costs are allowable general and administrative expenses.

Unallowable costs, pursuant to the FAR, are excluded from costs accumulated on U.S.

government contracts.

Our defense contracts and subcontracts that require the submission of cost or pricing data are subject to audit, various profit and cost controls, and standard provisions for termination at the convenience of the customer.

The DCAA performs these audits on behalf of the U.S.

The DCAA has the right to perform audits on our incurred costs on cost-type or price redeterminable-type

contracts on a yearly basis.

Approval of an incurred cost submission can take from one to three years from the date of the submission of the contract cost.

government contracts are, by their terms, subject to termination by the U.S.

government for either convenience or default by the contractor.

Fixed-price contracts provide for payment upon termination for items delivered to and accepted by the U.S.

government and, if the termination is for convenience, for payment of fair compensation of work performed plus the costs of settling and paying claims by terminated subcontractors, other settlement expenses and a reasonable profit on the costs incurred.

Cost-plus contracts provide that, upon termination, the contractor is entitled to reimbursement of its allowable costs and, if the termination is for convenience, a total fee proportionate to the percentage of the work completed under the contract.

If a contract termination is for default, however, the contractor is paid an amount agreed upon for completed and partially completed products and services accepted by the U.S.

In these circumstances, the U.S.

government is not liable for excess costs incurred by us in procuring undelivered items from another source.

In addition to the right of the U.S.

government to terminate U.S.

government contracts, such contracts are conditioned upon the continuing availability of Congressional appropriations.

Congress usually appropriates funds for a given program on a September 30 fiscal year basis, even though contract performance may take many years.

Consequently, at the outset of a major program, the contract is typically only partially funded, and additional funds normally are committed to the contract by the procuring agency only as appropriations are made by Congress for future fiscal years.

Year Ended December 31, 2022

Key Financial and Operating Measures

We measure our business using both key financial and operating data including key performance indicators (“KPIs”) and non-GAAP financial measures and use the following metrics to manage our business, monitor results of operations and ensure proper allocation of capital:

(i) Revenue, (ii) Bookings, (iii) Backlog, (iv) Adjusted EBITDA, (v) Adjusted EBITDA Margin, (vi) Adjusted Earnings Per Share

(“EPS”), (vii) Leverage Ratio, and (viii) Free Cash Flow.

Results from Operations

The following discussion of operating results is intended to help the reader understand the results of operations and financial condition of the Company, as well as individual segments, for the year ended December 31, 2022 as compared to the year ended December 31, 2021, and for the year ended December 31, 2021 compared to December 31, 2020.

Given the nature of our business, we believe revenue and earnings from operations are most relevant to an understanding of our performance at a business and segment level.

Our operating cycle is lengthy and involves various types of production

contracts and varying delivery schedules.

Accordingly, operating results in a particular year may not be indicative of future operating results.

Year Ended December 31, 2022 vs.

2021 Variance 2021 vs.

2020 Variance

(Dollars in millions, except per share amounts) 2022 2021 2020 $ % $ %

Total revenues $2,693 $2,879 $2,778 $(186) (6.5)% $101 3.6%

Total cost of revenues (2,118) (2,332) (2,284) 214 (9.2)% (48) 2.1%

Gross profit $575 $547 $494 28 5.1% $53 10.7%

Gross margin 21.4% 19.0% 17.8% 2.4% 12.4% 1.2% 6.8%

General and administrative expenses (357) (293) (283) (64) 21.8% (10) 3.5%

Amortization of intangibles (10) (9) (9) (1) 11.1% — —%

Other operating expenses, net 353 (9) (21) 362 (4022.2)% 12 (57.1)%

Operating earnings $561 $236 $181 325 137.7% $55 30.4%

Interest expense (34) (35) (64) 1 (2.9)% 29 (45.3)%

Other, net $(2) (1) (5) (1) 100.0% 4 (80.0)%

Earnings before taxes $525 $200 $112 325 162.5% $88 NM

Income tax provision 120 46 27 74 160.9% 19 NM

Net earnings $405 $154 $85 251 163.0% $69 NM

Basic EPS (1)

$1.88 $0.73 $0.40 $1.15 157.5% $0.33 NM

Diluted EPS (1)

$1.88 $0.73 $0.40 $1.15 157.3% $0.33 NM

4,269 2,861 3,291 1,408 49.2% (430) (13.1)%

3,156 2,595 3,055 561 21.6% (460) (15.1)%

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NM- percentage change not meaningful

(1) Gives effect to a 1,450,000-for-1 forward stock split on our common stock effected on February 25, 2021 and a 1.451345331-for-1 forward stock split on our common stock effected November 23, 2022.

(2) See Part I, Item 1A, “Risk Factors—Risks Relating to Our Business—We may not realize the full value of our total estimated contract value or bookings, including as a result of reduction of funding or cancellation of our U.S.

government contracts, which could have a material adverse impact on our business, financial condition and results of operations” in this Annual Report.

Year Ended December 31, 2022 Compared to the Years Ended December 31, 2021 and December 31, 2020

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

Our operating results for the year ended December 31, 2022 are highlighted by our record $4.3 billion of backlog showing the strong demand for our mission critical technologies.

This is coupled with strong program performance driving margin expansion despite the macro inflation and supply chain headwinds realized across the industry.

Revenue of $2,693 million for the year ended December 31, 2022 represented a decline of $(186) million ((6.5)%) driven primarily from the timing and magnitude of the GES disposition (net divestiture impact).

Despite the revenue decline, our gross profit of $575 million increased $28 million from the prior year results attributed to improved program performance including the successful contract modification on

the second ship set on our Columbia Class program which contributed an incremental $15 million for the period.

Additionally, our operating earnings and net earnings grew $325 million (137.7%) and $251 million (163.0%) from the year ended December 31, 2021, respectively, attributed in large part to the gain realized on the GES disposition.

Our backlog of $4.3 billion at December 31, 2022 represents a diversified, balanced portfolio supported by foundational programs strongly aligned in areas of, in our view, growing importance within the DoD budget priorities.

Our backlog position is highlighted by the recent awards received to support the electric power and propulsion system for the Columbia Class production program as well as continued demand in our Force Protection and Advanced sensing programs.

The increases in these program lines more than offset the backlog reduction from the disposition of our GES business unit.

We believe the performance on these and other programs within our portfolio will support continued revenue growth while the transition from development efforts to production will continue our trend of earnings growth and margin expansion.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Our operating results for the year ended December 31, 2021 are highlighted by our financial performance including strong margin expansion, free cash flow generation and continued revenue growth, all while we were continuing to combat the impacts of the global pandemic.

Revenue of $2,879 million for the year ended December 31, 2021 represented year over year growth of $101 million (3.6%) while our gross profit of $547 million increased $53 million from the prior year attributed primarily to improved contractual performance on our Columbia Class efforts.

Additionally, operating earnings and net earnings grew $55 million (30.4%) and $69 million (81.2%) from the year ended December 31, 2020, respectively driven largely by the gross profit improvement.

Our backlog of $2.9 billion at December 31, 2021 represents a diversified, balanced portfolio supported by foundational programs strongly aligned in areas of, in our view, growing importance within the DoD budget priorities.

Our backlog position is highlighted by the recent awards received on next generation Airborne Force Protection and Dismounted Soldier Sensing programs at our ASC segment, production contracts received to provide propulsion system and electrical components on the Columbia-class submarine and CVN Carrier Class programs at our IMS segment and our legacy positions within our ASC segment including our flagship Mounted Family of Computer Systems (“MFoCS”) ruggedized computing and battle management system, Global Access Network and naval network and hardware programs.

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

For the year ended December 31, 2022 , Revenue declined by $(186) million, or (6.5)%, to $2,693 million from $2,879 million for year ended December 31, 2021.

The revenue decline in 2022 was primarily due to the disposal of GES in August ($109 million).

In addition to the net divestiture impact, the availability of supply chain components within our ASC segment resulted in a reduction in revenue year over year of over $100 million.

Additionally our tactical computing programs were negatively impacted by customer staffing levels which limited our annual procurement ($47 million).

These shortfalls were offset in part by year over year revenue expansion of 3% at our IMS segment, driven by enhanced demand for our submarine propulsion efforts on the Columbia Class with the Navy ($82 million) and for our critical short range air defense and Counter UAS programs to combat emerging threats ($38 million).

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

For the year ended December 31, 2021, Revenue increased by $101 million, or 3.6%, to $2,879 million from $2,778 million for year ended December 31, 2020.

The revenue growth in 2021 was primarily due to an increase of $126 million at our IMS segment, driven by contracted efforts to provide the U.S.

Army with Mission Equipment Packages to support mobile short range air defense capabilities ($158 million) and continued progress providing power conversion equipment and electrical components and systems to the U.S.

Navy to support the CVN 80/81 carrier ($72 million) and Columbia Class program ($36 million).

The IMS revenue growth was partially offset by the completion of the urgent operational needs TROPHY TM APS program ($93 million) which realized significant production efforts in 2020.

Offsetting the IMS results was a $18 million revenue decrease at our ASC segment attributed primarily to a reduction in naval electronics hardware programs and bandwidth demands on certain global network programs, partially offset by a ramp up of full-rate production efforts on next generation dismounted soldier targeting systems with the U.S.

Army ($37 million).

Cost of Revenues

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

Cost of revenues decreased $214 million, or 9.2%, from $2,332 million to $2,118 million for the year ended December 31, 2022, primarily due to the 6.5% decrease in revenue as described above coupled with improved program performance further driving the decline.

The improved programmatic performance is highlighted by our electrical components and system programs with the U.S.

Navy on the Columbia Class program which enhanced our gross margin percentage to 21.4%, a 240 bps increase from the prior year.

Despite the improved program performance however we did realize adjustments on cost at completion estimates which negatively impacted earnings with charges totaling 1% of revenue for the period ended December 31, 2022, consistent with the prior year;

Revenue from Contracts with Customers and Note 20:

Segment Information for further detail.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Cost of revenues increased $48 million, or 2.1%, from $2,284 million to $2,332 million for the year ended December 31, 2021, primarily due to the 3.7% increase in revenue as described above.

The cost of revenues growth was favorably offset by improved program performance on certain of our development programs as they transition from development to production.

The improved programmatic performance is highlighted by our electrical components and system programs with the U.S.

Navy on the Columbia Class program.

Revenue from Contracts with Customers for further detail.

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

Gross profit increased $28 million, or 5.1%, from $547 million for the year ended December 31, 2021 to $575 million for the year ended December 31, 2022, despite the decline in revenue, attributed to favorable program performance, including the improved execution and contract modification realized on the Columbia Class program efforts as noted above.

The contract modification positively impacted the full year by $15 million.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Gross profit increased $53 million, or 10.7%, from $494 million for the year ended December 31, 2020 to $547 million for the year ended December 31, 2021, primarily driven by revenue growth and

favorable program performance, including the improved execution on the Columbia Class program efforts as noted above.

General and Administrative Expenses

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

General and administrative expenses increased by $64 million, or 21.8%, from $293 million for the year ended December 31, 2021 to $357 million for the year ended December 31, 2022, resulting primarily from expenditures attributed to our disposition of GES and AAC as well as our merger with RADA.

These transactions contributed $38 million of additional expenses for the period.

Investments related to Independent Research and Development (IR&D) costs also increased $10 million as compared to 2021.

Additionally we realized an increase in General and Administrative spend driven by public company costs, including legal and accounting support as well as cost of living adjustments required to retain our employees throughout the organization.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

General and administrative expenses increased by $10 million, or 3.5%, from $283 million for the year ended December 31, 2020 to $293 million for the year ended December 31, 2021, resulting primarily from increases in discretionary investment of $7 million related to IR&D.

Additionally, we realized a slight increase in General and Administrative spend driven by increased travel costs and medical expenses when compared to the prior year where we experienced a reduction in these costs as a result of the COVID-19 Pandemic.

These costs were partially offset by a reduction in deal related transaction costs which peaked in 2020 with preparation for a potential public offering.

Other Operating Expenses, Net

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

Other operating (expenses) / income increased by $362 million to $353 million for the year ended December 31, 2022 from ($9 million) for the year ended December 31, 2021.

The increase realized for the year ended December 31, 2022 is attributed to the gain realized on the GES and AAC disposals of $354 million.

This is offset in part by $7 million of expenditures related to the COVID-19 pandemic in 2021 which did not occur in 2022.

These costs included paid leave, personal protective equipment and other cleaning measures, and social and physical distancing efforts including the use of zones and subzones for manufacturing facilities.

Please see “—Business Overview and Considerations—Impacts of COVID-19 On Our Business” for further details on COVID-19 impact on our business.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Other operating expenses decreased by $12 million to $9 million for the year ended December 31, 2021 from $21 million for the year ended December 31, 2020, mainly due to lower restructuring costs and a reduction in costs incurred in response to impacts of the COVID-19 pandemic.

In total we incurred $7 million of expenditures related to the COVID-19 pandemic from January 1, 2021 through December 31, 2021, compared to $12 million from March 1,2020 to December 31, 2020, to ensure a safe work environment for our employees.

Please see “—Business Overview and Considerations—Impacts of COVID-19 On Our Business” for further details on the COVID-19 pandemic impact on our business.

Amortization of Intangibles

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

Amortization of intangibles for the year ended December 31, 2022 of $10 million were consistent with the year ended December 31, 2021, increasing $1 million attributed to the one month of amortization of intangible assets generated from the RADA transaction.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Amortization of intangibles for the year ended December 31, 2021 of $9 million were consistent with the year ended December 31, 2020.

Operating Earnings

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

Operating earnings increased by $325 million to $561 million, or 137.7%, for the year ended December 31, 2022 from $236 million for the year ended December 31, 2021, driven by the gain on disposals of GES and AAC, improved program performance driven by improved performance at our IMS segment as noted above, offset by the deal related expenditures and IR&D investments incurred.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Operating earnings increased by $55 million to $236 million, or 30.4%, for the year ended December 31, 2021 from $181 million for the year ended December 31, 2020, driven by the increased revenue output and related contribution margin as well as improved program performance driven by improved performance at our IMS segment as noted above.

Interest Expense

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

Interest expense decreased by $1 million to $34 million for year end December 31, 2022 from $35 million for the year ended December 31, 2021.

The reduction is attributed to the favorable impact of the new capital structure put into place subsequent to the RADA merger.

For further detail se e Note 13:

Debt f or further information regarding our debt.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Interest expense decreased by $29 million to $35 million for year end December 31, 2021 from $64 million for the year ended December 31, 2020.

The reduction in annual interest was primarily attributed to the $300 million of forgiveness of principal on our 7.5% Term Loan debt that occurred in December 2020.

The weighted average interest rate on our revolving credit facility was 3.67% in 2021 compared to 4.36% in 2020.

Debt for further detail.

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

Other, net decreased to $2 million for the year ended December 31, 2022 from $1 million for the year ended December 31, 2021.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Other, net decreased to $1 million for the year ended December 31, 2021 from $5 million for the year ended December 31, 2020.

This was primarily related to a loss realized on the termination on one of our international defined benefit pension plans recorded in the year ended December 31, 2020.

Earnings (Loss) Before Taxes

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

Earnings before taxes increased by $325 million to $525 million for the year ended December 31, 2022 from $200 million for the year ended December 31, 2021.

This was primarily due to increased operating earnings of $325 million, the reduction of $1 million in interest expenditures and a reduction in other, net costs of $1 million as described above.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Earnings before taxes increased by $88 million to $200 million for the year ended December 31, 2021 from $112 million for the year ended December 31, 2020.

This was primarily due to increased operating earnings of $55 million, the reduction of $29 million in interest expenditures and a reduction in other, net costs of $4 million as described above.

Income Tax Provision

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

Income tax provision increased by $74 million to $120 million for the year ended December 31, 2022 from $46 million for the year ended December 31, 2021.

This was primarily due to an increase in earnings before taxes.

Our effective tax rate for 2022 was 22.9% compared to 23.0% in 2021.

As of December 31, 2022 the Company had $31 million of Federal net operating loss carryforwards that can be utilized to reduce approximately $5 million of future tax liabilities prior to their expiration commencing in 2025.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Income tax provision increased by $19 million to $46 million for the year ended December 31, 2021 from $27 million for the year ended December 31, 2020.

This was primarily due to an increase in earnings before taxes.

Our effective tax rate for 2021 was 23.0% compared to 24.1% in 2020.

The decrease in the effective tax rate is primarily attributable to a decrease in non-deductible costs in connection with planned deal related expenditures of $9 million incurred during 2020.

As of December 31, 2021 the Company had $28 million of Federal net operating loss carryforwards and $23 million of net tax credit carry-forwards that can be utilized to reduce approximately $30 million of future tax liabilities prior to their expiration commencing in 2025.

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

Net earnings increased by $251 million to $405 million for the year ended December 31, 2022 when compared to the year ended December 31, 2021.

This was driven by increased earnings before taxes of $325 million offset by an increased income tax provision of $74 million as described above.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Net earnings increased by $69 million to $154 million for the year ended December 31, 2021 when compared to the year ended December 31, 2020.

This was driven by increased earnings before taxes of $88 million offset by an increased income tax provision of $19 million as described above.

Basic and Diluted EPS

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

As of December 31, 2022, there were 260,234,033 shares of common stock outstanding, increasing 49,788,960 shares from the December 31, 2021 shares outstanding of 210,445,073.

The increased share count is attributed to shares issued to consummate the RADA merger.

Despite the increased share count, for the year ended December 31, 2022, there was minimal impact to the weighted average basic and diluted shares outstanding.

For the year ended December 31, 2022, the weighted average shares outstanding totaled 214,943,608 and 215,133,357 for basic and diluted shares respectively.

The weighted average basic and diluted share count increased 4,498,535 and 4,688,284 as compared to the prior year basic and diluted weighted average shares outstanding, respectively.

The increase in weighted average shares outstanding is attributed to the current year equity grants and the impact of the RADA merger, see Note 16:

Share-based Compensation Plans for further detail.

The increased shares outstanding resulted in $1.88 for both basic and diluted EPS as compared to the prior year results of $0.73 for both basic and diluted EPS.

The increase in EPS is attributed to the net earnings growth described above.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

For the year ended December 31, 2021, there were no changes in the number of basic and diluted shares.

No equity awards were issued during such year.

As of December 31, 2021 and 2020, there were 210,445,073 shares of common stock outstanding (after giving effect to a 1,450,000-for-1 forward stock split on our common stock effected on February 25, 2021 and a 1.451345331-for-1 forward stock split on our common stock effected November 23, 2022 ), resulting in a basic and diluted EPS of $0.73 and $0.40 per share for the years ended December 31, 2021 and 2020, respectively.

The increase in EPS is attributed to the net earnings growth described above.

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

Backlog increased by $1,408 million, or 49.2%, from $2,861 million as of December 31, 2021 to $4,269 million as of December 31, 2022.

The backlog increase was driven primarily by the receipt of a multi-submarine contract to support the electric propulsion efforts on the Columbia Class submarine program with the U.S.

Navy resulting in an additional $1,083 million of unfunded backlog.

In addition, funded backlog also increased driven from the strong bookings performance as detailed below.

Funded backlog expanded $273 million driven by our ground vehicle sensing ($86 million), counter UAS and Short Range Air Defense ($50 million) and tactical computing ($57 million) programs.

These increases more than offset the reduction of the net divestiture impact of backlog $123 million from the GES disposition.

Please see “—Review of Operating Segments” below for a more detailed analysis.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Backlog decreased by $(430) million, or 13.1%, from $3,291 million as of December 31, 2020 to $2,861 million as of December 31, 2021.

The backlog decrease was driven by our progress on our Naval

Programs within our IMS segment.

Please see “—Review of Operating Segments” below for a more detailed analysis.

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

For the year ended December 31, 2022, we generated bookings of $3,156 million, a 21.6% increase over the $2,595 million realized during the year ended December 31, 2021.

The bookings increase is attributed to both of our segments with our IMS and ASC segments realizing bookings growth of 30.6% and 16.8%, respectively.

Please see “—Review of Operating Segments” below for a more detailed analysis.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Our business cycle is such that program allocated funding that supports our bookings is largely funded incrementally to support 12 - 15 months of revenue output, depending on the program.

Throughout the fiscal years ended December 31, 2019 and 2020, we realized a surge in multi-year funding of programs that impacted our bookings trend for the period ended December 31, 2021 but allows for our continued revenue growth.

For the cumulative three-year period ended December 31, 2021, we have realized new awards totaling $8,573 million while generating revenue of $8,371 million a ratio of greater than 1:1.

For the year ended December 31, 2021, we generated bookings of $2,595 million, 15.1% less than the $3,055 million realized during the year ended December 31, 2020.

The decrease, as noted above, was anticipated as significant multi-year production awards received during the year ended December 31, 2020.

The multi-year production awards realized in 2020 includes the receipt of multi-year funding received on our naval power and propulsion programs to support the CVN 80/81 carriers program and production awards for next generation Dismounted Soldier Sensing and Airborne Force Protection programs with the U.S.

Army, which reduced annual bookings by $210 million and $193 million, respectively.

Key Non-GAAP Operating Measures

We measure our business using both key financial and operating data including key performance indicators (“KPIs”) and non-GAAP financial measures.

In addition to the operational analysis detailed above, we also use the following non-GAAP metrics to manage our business, monitor results of operations and ensure proper allocation of capital:

(i) Adjusted EBITDA, (ii) Adjusted EBITDA Margin, (iii) Adjusted Diluted Earnings Per Share (“EPS”) and (iv) Free Cash Flow.

We believe that these financial performance metrics represent the primary drivers of value enhancement, balancing both short and long-term indicators of increased shareholder value.

These are the metrics we use to measure our results and evaluate our business and related contract performance.

See “—Results from Operations” for further detail.

Financial and Operating Data

Year Ended Year Ended December 31,

Year Ended December 31, 2022 vs.

2021 Variance 2021 vs.

2020 Variance

(Dollars in millions, except per share amounts) 2022 2021 2020 $ % $ %

Total revenues $ 2,879 $ 2,778 $ 2,714

Bookings 2,595 3,055 2,923

Backlog 2,861 3,291 2,844

Adjusted EBITDA (2)

Adjusted EBITDA Margin(1)

$318 $310 $268 8 2.7% 42 15.7%

Adjusted EPS(1)(2)

Adjusted EBITDA Margin (2)

11.8% 10.8% 9.6% 1.1% 9.8% 1.1% 11.6%

Leverage Ratio(1)

0.5 x 0.9x 2.3x

Adjusted diluted EPS (1)(2)

$0.83 $0.83 $0.58 $0.01 0.6% $0.25 NM

Free cash flow (2)

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______________

NM- percentage change not meaningful

(1) Note on non-GAAP financial measures:

Throughout the discussion of our results of operations we use non-GAAP financial measures including Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted EPS, Leverage Ratio and Free Cash Flow, as measures of our overall performance.

Throughout the discussion of our results of operations we use non-GAAP financial measures including Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Diluted EPS, and Free

Cash Flow, as measures of our overall performance.

Definitions and reconciliations of these measures to the most directly comparable financial measure calculated and presented in accordance with U.S.

GAAP are included below.

(2) Gives effect to a 1,450,000-for-1 forward stock split on our common stock effected on February 25, 2021.

Bookings - We define bookings as the total value of contract awards received from the U.S.

government for which it has appropriated funds and legally obligated such funds to the Company through a contract or purchase order, plus the value of contract awards and orders received from customers other than the U.S.

Backlog - We define Backlog to include the following components:

(1) Funded - Funded backlog represents the revenue value of orders for services under existing contracts for which funding is appropriated or otherwise authorized less revenue previously recognized on these contracts.

(2) Unfunded - Unfunded backlog represents the revenue value of firm orders for products and services under existing contracts for which funding has not yet been appropriated less funding previously recognized on these contracts.

The following table summarizes the value of our backlog, at the respective dates presented:

(Dollars in millions) 2021 2020 2019

$ 2,510 $ 2,847 $ 2,547

Total backlog (1)

$ 2,861 $ 3,291 $ 2,844

________________

(1) See Part I, Item 1A.

“Risk Factors—Risks Relating to Our Business—We may not realize the full value of our total estimated contract value or bookings, including as a result of reduction of funding or cancellation of our U.S.

government contracts, which could have a material adverse impact on our business, financial condition and results of operations” in this Annual Report.

(2) Gives effect to a 1,450,000-for-1 forward stock split on our common stock effected on February 25, 2021 and a 1.451345331-for-1 forward stock split on our common stock effected November 23, 2022.

Non-GAAP Financial Measures

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We define these non-GAAP financial measures as:

Adjusted EBITDA and Adjusted EBITDA Margin - We define Adjusted EBITDA as our net earnings before income taxes, amortization of acquired intangible assets, depreciation, restructuring costs, interest, deal related transaction costs, acquisition and divestiture related expenses, foreign exchange, COVID-19 response costs, non-service pension expenditures and other one-time non-operational events.

Adjusted EBITDA and Adjusted EBITDA Margin

We define Adjusted EBITDA as our net earnings before income taxes, amortization of acquired intangible assets, depreciation, restructuring costs, interest, deal related transaction costs, other non-operating expenses such as foreign exchange, COVID-19 response costs, non-service pension expenditures and other one-time non-operational events as well as gains (losses) on business disposals.

Adjusted EBITDA Margin is calculated by dividing Adjusted EBITDA by revenue.

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The reconciliation of Adjusted EBITDA to net earnings is provided below:

Adjusted EBITDA

Consolidated Entity Adjusted EBITDA Reconciliation:

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Deal related transaction costs 43 5 9

Foreign exchange 1 1 —

COVID-19 response costs 6 12 —

Non-service pension expense — 5 3

Other one-time non-operational events — — —

Other non-operating expense 2 7 18

Gain on sale of dispositions (354) — —

Adjusted EBITDA $ 318 $ 310 $ 268

Adjusted EPS – We calculate Adjusted EPS by excluding deal related transaction costs, acquisition and divestiture related expenses and COVID-19 response costs from our net earnings (loss) to arrive at Adjusted EPS.

We believe that Adjusted EPS allows investors to effectively compare our core performance from period to period by excluding items that are not indicative of, or are unrelated to, results from our ongoing business operations such as our capital structure, significant non-cash expenses, the impacts of financing decisions on earnings, and items incurred outside the ordinary, ongoing and customary course of our business.

Adjusted EPS has limitations as an analytical tool and does not represent, and should not be considered an alternative to basic or diluted EPS as determined in accordance with U.S.

The reconciliation of Adjusted EPS to U.S.

Adjusted EBITDA Margin 11.8 % 10.8 % 9.6 %

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

Adjusted EBITDA increased $8 million, or 2.7%, from $310 million for the year ended December 31, 2021 to $318 million for the year ended December 31, 2022, primarily due to favorable program performance, including the improved execution and contract modification realized on the Columbia Class program efforts as noted above.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Adjusted EBITDA increased $42 million, or 15.7%, from $268 million for the year ended December 31, 2020 to $310 million for the year ended December 31, 2021, primarily due to the increased gross profit contribution attributed to revenue growth and favorable program performance improvements.

Adjusted EBITDA Margin

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

Adjusted EBITDA Margin increased 90 bps from 10.8% for the year ended December 31, 2021 to 11.8% for year ended December 31, 2022.

This was primarily due to gross margin expansion attributable to favorable program performance realized at our IMS segment driven by our Columbia Class efforts as noted above.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Adjusted EBITDA Margin increased 120 bps from 9.6% for the year ended December 31, 2020 to 10.8% for year ended December 31, 2021.

This was primarily due to gross margin expansion attributable to favorable program performance realized at our IMS segment driven by our Columbia Class efforts as noted above.

Adjusted Diluted EPS

Adjusted Diluted EPS – We calculate Adjusted Diluted EPS by excluding deal related transaction costs, acquisition and divestiture related expenses and COVID-19 response costs from our net earnings

(loss) to arrive at Adjusted Diluted EPS.

We believe that Adjusted Diluted EPS allows investors to effectively compare our core performance from period to period by excluding items that are not indicative of, or are unrelated to, results from our ongoing business.

Adjusted Diluted EPS has limitations as an analytical tool and does not represent and should not be considered an alternative to basic or diluted EPS as determined in accordance with U.S.

The reconciliation of Adjusted Diluted EPS to U.S.

GAAP EPS is shown below:

Consolidated Entity Reconciliation of Adjusted EPS:

Consolidated Entity Reconciliation of Adjusted Diluted EPS:

Year Ended December 31,

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Deal related transaction costs 43 5 9

COVID-19 response costs 6 12 —

Amortization of intangibles 10 9 9

Restructuring costs 3 5 12

Other non-operating expense 2 7 18

Gain on sale of dispositions, net of taxes $ (275) $ — $ —

Tax effect of adjustments $ (9) $ (6) $ (11)

Adjusted net earnings $ 179 $ 174 $ 122

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$ 1.88 $ 0.73 $ 0.40

Adjusted EPS (1)

Adjusted diluted EPS (1)

$ 0.83 $ 0.83 $ 0.58

________________

(1) Gives effect to a 1,450,000-for-1 forward stock split on our common stock effected on February 25, 2021.

Leverage Ratio - We define our leverage ratio as total net debt divided by Adjusted EBITDA.

Net debt includes debt related to financing lease obligations net of balance sheet cash and cash equivalents and related party note receivables.

The table below provides the calculation of the Leverage Ratio as of December 31, 2021, 2020 and 2019.

Year End December 31,

(Dollars in millions) 2021 2020 2019

Long-term debt $ 352 $ 374 $ 656

Short-term borrowings and current portion of long-term debt 41 53 56

Cash and cash equivalents (240) (61) (85)

Related party note receivable — (115) (100)

Total net debt $ 153 $ 251 $ 527

Adjusted EBITDA $ 310 $ 268 $ 234

Leverage Ratio 0.5 x 0.9 x 2.3 x

(1) Gives effect to a 1,450,000-for-1 forward stock split on our common stock effected on February 25, 2021 and a 1.451345331-for-1 forward stock split on our common stock effected November 23, 2022.

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

As of December 31, 2022, there were 260,234,033 shares of common stock outstanding, increasing 49,788,960 shares from the December 31, 2021 shares outstanding of 210,445,073.

The increased share count is attributed to shares issued to consummate the RADA merger.

Despite the increased share count, for the year ended December 31, 2022, there was minimal impact to the weighted average diluted shares outstanding, based on the timing of the incremental shares issued to consummate the transaction with RADA.

For the year ended December 31, 2022 the diluted weighted average shares outstanding totaled 215,133,357.

The weighted average diluted share count increased 4,688,284 as compared to the prior year.

The increase in weighted average shares outstanding is attributed to the current year equity grants and the impact of the RADA merger, see Note 16:

Share-based Compensation Plans for further detail.

For the period ended December 31, 2022, Adjusted EPS totaled $0.83 per share, consistent with the prior year.

The increased in Adjusted Net Earnings was offset by the increase in weighted average shares outstanding.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

For the year ended December 31, 2021, there were no changes in the number of basic and diluted shares.

No equity awards were issued during such year.

As of December 31, 2021 and 2020, there were 210,445,073 shares of common stock outstanding (after giving effect to a 1,450,000-for-1 forward stock split on our common stock effected on February 25, 2021 and a 1.451345331-for-1 forward stock split on our common stock effected November 23, 2022 ), resulting in adjusted EPS of $0.78 and $0.50 per share, respectively.

The increase in EPS is attributed to the net earnings growth as compared to 2020.

Free cash flow

Free Cash Flow – We define free cash flow as the sum of the cash flows provided by operating activities and the cash flows provided by (used in) investing activities pertaining to capital expenditures and proceeds generated from the sale of capital assets.

We believe that free cash flow provides management and investors with an important measure of our ability to generate cash on a normalized basis.

Free cash flow also provides insight into our flexibility to allocate capital and pursue opportunities that may enhance shareholder value.

Free cash flow also provides insight into our flexibility to allocate capital and pursue opportunities that may enhance stockholder value.

We believe that while expenditures and dispositions of property plant and equipment will fluctuate period to period, we seek to ensure that we have adequate capital on hand to maintain ongoing operations and enable growth of the business.

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Net cash provided by operating activities $ 33 $ 178 $ 125

Transaction related expenditures, net of tax 25 4 8

Tax payments on disposals 78 — —

Capital expenditures (65) (60) (56)

Proceeds from sales of assets — — 5

Dividends from investments $ 3 $ — $ —

Free cash flow $ 74 $ 122 $ 82

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

Free cash flow decreased by $48 million, or 39.7%, to $74 million for the year ended December 31, 2022 from $122 million for the year ended December 31, 2021.

This reduction in free cash flow is attributed to supply chain delays resulting increase investment in inventory and contract asset levels.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Free cash flow increased by $40 million, or 49.4%, to $122 million for the year ended December 31, 2021 from $82 million for the year ended December 31, 2020.

This was primarily attributable to the increase in net earnings of $69 million realized during the period.

The free cash flow contribution from net earnings was partially offset by an increase of operating working capital relating to timing and the ongoing transition of development and the related contract asset liquidations.

Factors Impacting Our Performance

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government spending as well as areas of spending growth could impact our business and results of operations.

In particular, our results can be affected by shifts in strategies and priorities on homeland security, intelligence, defense-related programs, infrastructure and urbanization and continued increased spending on technology and innovation, including cybersecurity, artificial intelligence, connected communities and physical infrastructure (for example, the potential impact for the Russia / Ukraine conflict).

Cost-cutting and efficiency initiatives, current and future budget restrictions, spending cuts and other efforts to reduce government spending and shifts in overall priorities (for example, in response to the COVID-19 pandemic) could cause our government customers to reduce or delay funding or invest appropriated funds on a less consistent basis or not at all, and demand for our solutions or services could diminish.

among other things, our inability to maintain access and schedules for government testing or deploy our staff to customer locations or facilities as a result of such disruptions.

In particular, our results can be affected by shifts in strategies and priorities on homeland security, intelligence, defense-related programs,

infrastructure and urbanization and continued increased spending on technology and innovation, including cybersecurity, artificial intelligence, connected communities and physical infrastructure (for example, the potential impact for the Russia / Ukraine conflict).

Cost-cutting and efficiency initiatives, current and future budget restrictions, spending cuts and other efforts to reduce government spending and shifts in overall priorities could cause our government customers to reduce or delay funding or invest appropriated funds on a less consistent basis or not at all, and demand for our solutions or services could diminish.

Furthermore, any disruption in the functioning of government agencies, including as a result of government closures and shutdowns, could have a negative impact on our operations and cause us to lose revenue or incur additional costs due to, among other things, our inability to maintain access and schedules for government testing or deploy our staff to customer locations or facilities as a result of such disruptions.

There is also uncertainty around the timing, extent, nature and effect of Congressional and other U.S.

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Additionally, budget deficits and the growing U.S.

national debt, including as a result of legislative actions in response to the COVID-19 pandemic, may increase pressure on the U.S.

national debt, may increase pressure on the U.S.

government to reduce federal spending across all federal agencies, with uncertainty about the size and timing of those reductions.

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government as a result of any of these impacts or related initiatives, legislation or otherwise could have a material adverse effect on our business and results of operations.

“Risk Factors—Risks Related to Our Business—Significant delays or reductions in appropriations for our programs and changes in U.S.

“Risk Factors—Risks Related to Our Business—The COVID-19 pandemic and related impacts have had and are likely to continue to have an adverse impact on our business, financial condition and results of operations.” Please see also Part II.

“Management’s Discussion and Analysis of Financial Condition and Results of Operations—Business Overview and Considerations—Business Environment” in this Annual Report for further details on U.S.

See Part I, Item 1A, “Risk Factors—Risks Related to Our Business—Significant delays or reductions in appropriations for our programs and changes in U.S.

government priorities and spending levels more broadly may negatively impact our business and could have a material adverse impact on our business, financial condition and results of operations” Please see also Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Business Overview and Considerations—Business Environment” in this Annual Report for further details on U.S.

government spending’s impact on our business.

Operational Performance on Contracts

Revenue, earnings (margin) and the timing of our cash flows depend on our ability to perform on our contracts.

When agreeing to contractual terms, our management team makes assumptions and projections about future conditions and events.

The accounting for our contracts and programs requires assumptions and estimates about these conditions and events.

These projections and estimates assess:

• the productivity and availability of labor;

• the allocation of indirect costs to labor and material costs incurred

• the complexity of the work to be performed;

• the cost and availability of materials and components;

• schedule requirements.

If there is a significant change in one or more of these circumstances, estimates or assumptions, or if the risks under our contracts are not managed adequately, the profitability of contracts could be adversely affected.

This could affect earnings and margin materially.

In particular, profitability can fluctuate predicated on the type of contract awarded.

Typically fixed-price development programs on complex systems represent a higher risk profile to complete on-budget.

To the extent our fixed-price development efforts create a larger portion of our revenue output, this may result in reduced operating margins given the higher risk profile.

The following represents the impact that changing certain of our estimates, particularly those regarding our fixed-price development programs, would have had have on our revenues:

The Company recognizes revenue for each separately identifiable performance obligation in a contract representing an obligation to transfer a distinct good or service to a customer.

In most cases, goods and services provided under the Company’s contracts are accounted for as single performance obligations due to the complex and integrated nature of our products and services.

These contracts generally require significant integration of a group of goods and/or services to deliver a combined output.

In some contracts, the Company provides multiple distinct goods or services to a customer.

In those cases, the Company accounts for the distinct contract deliverables as separate performance obligations and allocates the transaction price to each performance obligation based on its relative standalone selling price, which is generally estimated using cost plus a reasonable margin.

We classify revenues as products or services on our Consolidated Statements of Earnings based on the predominant attributes of the performance obligations.

While the Company provides warranties on certain contracts, we typically do not provide for services beyond standard assurances and therefore do not consider warranties to be separate performance obligations.

Typically, we enter into three types of contracts:

fixed-price contracts, cost-plus contracts and T&M contracts (cost-plus contracts and T&M contracts are aggregated below as flexibly priced contracts).

The majority of our total revenues are derived from fixed-price contracts;

refer to the revenue disaggregation disclosures that follow.

For fixed-price contracts, customers agree to pay a fixed amount, negotiated in advanced for a specified scope of work.

For cost-plus contracts typically we are reimbursed for allowable or otherwise defined total costs (defined as cost of revenues plus allowable general and administrative expenses) incurred, plus a fee.

The contracts may also include incentives for various performance criteria, including quality, timeliness and cost-effectiveness.

In addition, costs are generally subject to review by clients and regulatory audit agencies, and such reviews could result in costs being disputed as non-reimbursable under the terms of the contract.

T&M contracts provide for reimbursement of labor hours expended at a contractual fixed labor rate per hour, plus the actual costs of material and other direct non-labor costs.

The fixed labor rates on T&M contracts include amounts for the cost of direct labor, indirect contract costs and profit.

Revenue from contracts with customers is recognized when the performance obligations are satisfied through the transfer of control over the good or service to the customer, which may occur either over time or at a point in time.

Revenues for the majority of our contracts are measured using the the over time, percentage of completion cost-to-cost method of accounting to calculate percentage of completion.

We believe this is an appropriate measure of progress toward satisfaction of performance obligations as this measure most accurately depicts the progress of our work and transfer of control to our customers.

Due to the long-term nature of many of our contracts, developing the estimated total cost at completion and total transaction price often requires judgment.

Factors that must be considered in estimating the cost of the work to be completed include the nature and complexity of the work to be performed, subcontractor performance and the risk and impact of delayed performance.

After establishing the estimated total cost at completion, we follow a standard Estimate at Completion (“EAC”) process in which we review the progress and performance on our ongoing contracts$1 The following represents the impact that changes in our estimates, particularly those regarding our fixed-price development programs, have had on our revenues for the 2022, 2021 and 2020 periods, respectively:

Impact of Change in Estimates on our Revenue Results

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Total % of Revenue 1 % 1 % 3 %

Additionally, the timing of our cash flows is impacted by the timing of achievement of billable milestones on contracts.

Historically, this has resulted and could continue to result in fluctuations in working capital levels and quarterly free cash flow results.

As a result of such quarterly fluctuations in free cash flow results, we believe that quarter-to-quarter comparisons of our results of operations may not necessarily be meaningful and should not be relied upon as indicators of future performance.

Increased audit, review, investigation and general scrutiny by U.S.

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The impact of those fluctuations is reflected throughout our Consolidated Financial Statements, but in the aggregate, did not have a material impact on our results of operations for the years ended December 31, 2022, 2021 and 2020.

Acquisitions & Divestitures

We consider the acquisition of businesses and investments that we believe will expand or complement our current portfolio and allow access to new customers or technologies.

We also may explore the divestiture of businesses that no longer meet our needs or strategy or that could perform better outside of our organization.

On November 28, 2022, the Company announced the successful completion of the all-stock merger between Leonardo DRS and RADA Electronic Industries Ltd.

(“RADA”), a leading Israel-based provider of small-form tactical radar, to become a combined public company.

As previously disclosed, RADA shareholders retained approximately 19% ownership in the combined Company with Leonardo DRS’s parent company, Leonardo S.p.A., (MIL:

LDO), owning the remaining 81%.

Immediately following the closing, the Company began trading on the Nasdaq Stock Exchange and the Tel Aviv Stock Exchange under the ticker “DRS”.

The acquisition of RADA has been accounted for using the acquisition method of accounting in accordance with ASC 805, Business Combinations, with the Company as the accounting acquirer, which requires the assets acquired and liabilities assumed be recognized at their acquisition date fair value.

The acquisition was completed on November 28, 2022, when each issued and outstanding ordinary share of RADA was converted and exchanged for one share of common stock of the Company.

The total purchase consideration for RADA was $511 million and is comprised of Company’s shares issued in exchange for all issued and outstanding common shares of RADA, as well as the portion of replacement stock compensation awards’ fair value attributable to pre-combination services.

Business Acquisitions and Dispositions for additional information regarding the transaction.

During the third quarter of 2021 the Company acquired substantially all the assets of Ascendant Engineering Solutions (“AES”), an advanced gimbal producer located in Austin, TX.

3 unchanged sentences

government programs including those intended to counter current and next-generation anti-access and area-denial systems.

We believe this acquisition enables the integration of our own Electro-Optical and Infrared

systems with the gimbals of AES and is a strategic investment, offering an integrated solution for our customers in the market for lightweight military platforms including small unmanned aerial systems.

The acquisition has been accounted for as a business combination and has been integrated into our Advanced Sensor Technologies segment.

March 21, 2022, the Company entered into a definitive agreement to sell its Global Enterprise Solutions (GES) business to SES Government Solutions, Inc., a wholly-owned subsidiary of SES S.A., for $450 million in cash.

GES, which is part of the NC&C segment, provides commercial satellite communications to the U.S.

We believe this acquisition enables the integration of our own Electro-Optical and Infrared systems with the gimbals of AES and is a strategic investment, offering an integrated solution for our customers in the market for lightweight military platforms including small unmanned aerial systems.

The acquisition has been accounted for as a business combination and has been integrated into our ASC segment.

On March 21, 2022, the Company entered into a definitive agreement to sell its Global Enterprise Solutions (“GES”) business to SES Government Solutions, Inc., a wholly-owned subsidiary of SES S.A., for $450 million subject to certain working capital adjustments.

The transaction was completed on August 1, 2022 and resulted in cash proceeds of $427 million after net working capital adjustments.

The transaction netted an aggregate pretax gain net of transaction costs of $309 million ($239 million after

tax) of which $323 million, was included in Other Operating income (expense) net partially reduced by aggregate transaction costs of $14 million included in Selling, General & Administrative costs and tax expenses of $70 million.

GES, which was part of the ASC segment, provides commercial satellite communications to the U.S.

Government and delivers satellite communications and security solutions to customers worldwide.

has guaranteed the payment of the purchase price and performance of all other obligations of SES Government Solutions, Inc.

under the agreement.

The transaction is subject to customary closing conditions, including approvals under the Hart-Scott-Rodino Antitrust Improvements Act (HSR) and by The Committee on Foreign Investment in the United States (CFIUS) and The Federal Communications Commission (FCC).

The Company recorded operating income for the GES business of $13 million and $29 million for the year ended December 31, 2022 and for the period ended December 31, 2021, respectively.

On April 19, 2022, we entered into a definitive sales agreement to divest our share of our equity investment in Advanced Acoustic Concepts LLC (“AAC”) for $56 million to Thales Defense & Security, Inc., the minority partner in this joint venture.

The transaction was completed on July 8, 2022 and resulted in proceeds of $56 million.

The transaction netted an aggregate pretax gain of $31 million ($22 million net of taxes), The aggregate gain of $31 million is included in Other Operating income (expense) net offset by tax expense of $9 million.

The proceeds generated from the GES and AAC divestitures resulted in a $396 million dividend to US Holding, at that time, our sole shareholder.

The $396 million represents the proceeds generated net of our costs to sell and estimated tax obligations.

The dividend was issued on August 5, 2022.

Components of Operations

8 unchanged sentences

In addition, costs are generally subject to review by clients and regulatory audit agencies, and such reviews could result in costs being disputed as non-reimbursable under the terms of the contract.

Revenue for flexibly priced contracts are generally recognized as services are performed and are contractually billable.

Please refer to “Part II.

Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates” and “Note 2:

Revenue for flexibly priced contracts are generally recognized as services performed and are contractually billable.

Please refer to “Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates” and “ Note 3:

Revenue from Contracts with Customers ” in the Notes to our Consolidated Financial Statements.

2 unchanged sentences

Material costs include raw materials, purchased components and sub-assemblies and outside processing and inbound freight.

Labor and overhead costs consist of direct and indirect manufacturing costs, including wages and fringe benefits, operating supplies, depreciation and amortization, occupancy costs, and purchasing, receiving, inspection costs and inbound freight costs.

Labor and overhead costs consist of direct and indirect manufacturing costs, including wages and fringe

benefits, operating supplies, depreciation and amortization, occupancy costs, and purchasing, receiving, inspection costs and inbound freight costs.

General and Administrative Expenses

General and administrative expenses include general and administrative expenses not included within cost of revenues such as salaries, wages and fringe benefits, facility costs and other costs related

to these indirect functions.

Additionally, general and administrative expenses include internal research and development costs as well as expenditures related to bid and proposal efforts.

Results from Operations

The following discussion of operating results is intended to help the reader understand the results of operations and financial condition of the Company, as well as individual segments, for the year ended December 31, 2021 as compared to the year ended December 31, 2020, and for the year ended December 31, 2020 compared to December 31, 2019.

Given the nature of our business, we believe revenue and earnings from operations are most relevant to an understanding of our performance at a business and segment level.

Our operating cycle is lengthy and involves various types of production contracts and varying delivery schedules.

Accordingly, operating results in a particular year may not be indicative of future operating results.

Year Ended December 31, 2021 vs.

2020 Variance 2020 vs.

2019 Variance

(Dollars in millions, except per share amounts) 2021 2020 2019 $ % $ %

Total revenues $2,879 $2,778 $2,714 $101 3.6% $64 2.4%

Total cost of revenues (2,332) (2,284) (2,255) (48) 2.1% (29) 1.3%

Gross profit $547 $494 $459 53 10.7% $35 7.6%

Gross margin 19.0% 17.8% 16.9% 1.2% 6.8% 0.9% 5.1%

General and administrative expenses (293) (283) (277) (10) 3.5% (6) 2.2%

Amortization of intangibles (9) (9) (9) — —% — —%

Other operating expenses, net (9) (21) (10) 12 (57.1)% (11) 110.0%

Operating earnings $236 $181 $163 55 30.4% $18 11.0%

Interest expense (35) (64) (65) 29 (45.3)% 1 (1.5)%

Other, net $(1) (5) (3) 4 (80.0)% (2) 66.7%

Earnings before taxes $200 $112 $95 88 78.6% $17 NM

Income tax provision 46 27 20 19 70.4% 7 NM

Net earnings $154 $85 $75 69 81.2% $10 NM

Shares outstanding (1)

145 145 145 $— —% $— —%

Basic EPS (1)

$1.06 $0.59 $0.52 $0.48 81.2% $0.07 NM

Diluted EPS (1)

$1.06 $0.59 $0.52 $0.48 81.2% $0.07 NM

Adjusted EPS (1)(2)

$1.14 $0.73 $0.52 $0.41 55.7% $0.21 NM

Adjusted EBITDA (2)

$310 $268 $234 42 15.7% 34 14.5%

Adjusted EBITDA Margin (2)

10.8% 9.6% 8.6% 1.1% 11.6% 1.0% 11.9%

2,861 3,291 2,844 (430) (13.1)% 447 15.7%

Total net debt 153 251 527 (98) (39.0)% (276) (52.4)%

Leverage Ratio (2)

0.5x 0.9x 2.3x (0.4x) (44.4)% (1.4x) (62.2)%

2,595 3,055 2,923 (460) (15.1)% 132 4.5%

Free cash flow (2)

$118 $74 $110 $44 59.5% $(36) (32.7)%

______________

NM- percentage change not meaningful

(1) Gives effect to a 1,450,000-for-1 forward stock split on our common stock effected on February 25, 2021.

(2) See Part II.

“Management’s Discussion and Analysis of Financial Condition and Results of Operations—Key Financial and Operating Measures—Non-GAAP Financial Measures” above for definitions of these

Adjusted EPS, Adjusted EBITDA, Adjusted EBITDA Margin, Leverage Ratio, and free cash flow are non-GAAP measures.

“Management’s Discussion and Analysis of Financial Condition and Results of Operations—Key Financial and Operating Measures—Non-GAAP Financial Measures” above for reconciliations of these measures to the most directly comparable financial measure calculated and presented in accordance with U.S.

(3) See Part I.

government contracts, which could have a material adverse impact on our business, financial condition and results of operations” in this Annual Report.

Year Ended December 31, 2021 Compared to the Years Ended December 31, 2020 and December 31, 2019

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Our operating results for the year ended December 31, 2021 are highlighted by our financial performance including strong margin expansion, Free Cash Flow generation and continued revenue growth, all while we continuing to combat the impacts of the global pandemic.

Revenue of $2,879 million for the year ended December 31, 2021 represented year over year growth of $101 million (3.6%) while our operating earnings and net earnings grew $55 million (30.4%) and $69 million (81.2%) from the year ended December 31, 2020, respectively.

Along with our net earnings expansion, Adjusted EBITDA, one of our key operational evaluation metrics, increased $42 million, or 15.7%, from the prior year to $310 million, representing our third straight year of double digit Adjusted EBITDA growth.

The Adjusted EBITDA growth drove Adjusted EBITDA margins to 10.8%, a 120 bps increase from 2020.

Additionally we increased our cash generation by 59%.

For more detailed operational explanations, please see financial analysis below.

Our backlog of $2.9 billion at December 31, 2021 represents a a diversified, balanced portfolio supported by foundational programs strongly aligned in areas of, in our view, growing importance within the DoD budget priorities.

Our backlog position is highlighted by the recent awards received on next generation Airborne Force Protection and Dismounted Soldier Sensing programs at our AST segment, production contracts received to provide propulsion system and electrical components on the Columbia-class submarine and CVN Carrier Class programs at our IMS segment and our legacy positions within our NC&C segment including our flagship Mounted Family of Computer Systems (“MFoCS”) ruggedized computing and battle management system, Global Access Network and naval network and hardware programs at our NC&C segment.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

Our operating results for the year ended December 31, 2020 are highlighted by another successful year of revenue growth and margin expansion despite COVID-19 related operational challenges throughout the year.

Revenue of $2,778 million for the year ended December 31, 2020 represented year over year growth of $64 million (2.4%) while our operating earnings and net earnings grew $18 million (11.0%) and $10 million (13.3%) from the year ended December 31, 2019, respectively.

Along with our net earnings expansion, Adjusted EBITDA, one of our key operational evaluation metrics, increased $34 million, or 14.5%, from the prior year to $268 million, representing our second straight year of double digit Adjusted EBITDA annual growth.

The Adjusted EBITDA growth drove Adjusted EBITDA margins to 9.6%, a 1.0% increase from 2019.

For more detailed operational explanations, please see financial analysis below.

In addition, our diversified, balanced portfolio supported by foundational programs with strong, visible backlog aligned in areas of, in our view, growing importance within the DoD budget priorities, resulted in remaining contract value of $3.3 billion, driven by our awards and positions on existing platforms.

Our recent awards include supporting Counter Unmanned Aircraft Systems (“CUAS”) efforts with the U.S.

Army and continued success in receiving next generation Force Protection and Dismounted Soldier Sensing programs with both the U.S.

Army and U.S.

Navy at our AST segment.

Our positions include

providing propulsion systems components on the Columbia-class submarine at our IMS segment and our legacy positions on our Mounted Family of Computer Systems (“MFoCS”) and Global Access Network programs at our NC&C segment.

We believe these programs will support continued revenue and margin growth as programs transition from development efforts to production, continuing our trend of earnings growth and margin expansion.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

For the year ended December 31, 2021, Revenue increased by $101 million, or 3.6%, to $2,879 million from $2,778 million for year ended December 31, 2020.

The revenue growth in 2021 was primarily due to an increase of $126 million at our IMS segment, driven by contracted efforts to provide the U.S.

Navy to support the CVN 80/81 carrier ($72 million) and Columbia Class programs ($36 million).

The IMS revenue growth was partially offset by the completion of the urgent operational needs TROPHY TM APS program ($93 million) which realized significant production efforts in 2020.

Supplementing the IMS results was a $30 million revenue increase at our AST segment driven by a ramp up of full-rate production efforts on next generation dismounted soldier targeting systems with the U.S.

Army ($37 million).

This growth was offset by a decline of 5.3% in our NC&C segment attributed primarily to a reduction in naval electronics hardware programs and bandwidth demands on certain global network programs.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

Revenue increased by $64 million, or 2.4%, to $2,778 million for year ended December 31, 2020 from $2,714 million for year ended December 31, 2019.

The revenue growth in 2020 was primarily due to an increase of $159 million at our AST segment, driven by programs transitioning from development to production and increased deliveries in our Dismounted Soldier Sensing and Targeting Systems programs, resulting in a $109 million increase as compared to the prior year.

Additionally our AST segment also realized annual revenue expansion through progress on our recently awarded program to provide electric control systems for the U.S.

Navy’s shipboard launch system ($22 million) and pilot training programs ($29 million).

At our IMS segment, our continued market penetration on CUAS opportunities drove $28 million of incremental revenue during 2020 as compared to 2019.

In addition, our recently awarded programs to provide power solutions on the CVN 80/81 carriers and logistics support equipment to the Israel Ministry of Defense contributed revenue of $14 million and $13 million, respectively.

However, despite this success, our IMS revenue growth was more than offset by a decline of $160 million compared to 2019 attributable to accelerated deliveries of our TROPHY™ APS program in the prior year.

At our NC&C segment we had continued progress in our Satellite & Network Communications programs and ruggedized maintenance support hardware programs contributed $28 million and $29 million, respectively, of incremental revenue as compared to 2019.

These contributions were partially offset in certain naval common network services equipment programs in which we made strategic decisions to allocate capital in what we believe are more profitable opportunities.

Cost of Revenues

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Cost of revenues increased $48 million, or 2.1%, from $2,284 million to $2,332 million for the year ended December 31, 2021, primarily due to the 3.6% increase in revenue as described above.

The cost of revenues growth was favorably offset by improved program performance on certain of our development programs as they transition from development to production.

The improved programmatic performance is highlighted by our electrical components and system programs with the U.S.

Navy on the Columbia Class program.

Revenue from Contracts with Customers for further detail.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

Cost of revenues increased $29 million, or 1.3%, from $2,255 million to $2,284 million for the year ended December 31, 2020, primarily due to increased revenue as described above.

The cost of revenues growth was favorably offset by improved program mix, with our higher profit segment, AST, driving the year over year revenue expansion as noted above.

Please see “—Review of Operating Segments” below for further discussion.

The favorable impact of program mix was partially offset by changes in estimates to complete certain development related programs at our IMS segment of $46 million and at our NC&C segment of $19 million;

Revenue from Contracts with Customers for further detail.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Gross profit increased $53 million, or 10.7%, from $494 million for the year ended December 31, 2020 to $547 million for the year ended December 31, 2021, primarily driven by revenue growth and favorable program performance, including the improved execution on the Columbia Class program efforts as noted above.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

Gross profit increased $35 million, or 7.6%, from $459 million for the year ended December 31, 2019 to $494 million for the year ended December 31, 2020, primarily driven by revenue growth and favorable program mix as noted above, offset by the charges realized on development type programs at our IMS segment of $47 million and a reduction in the estimated amount of variable consideration related to certain claims on electronics programs with the U.S.

Navy totaling $11 million.

General and Administrative Expenses

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Additionally we realized a slight increase in General and Administrative spend driven by increased travel costs and medical expenses when compared to the prior year where we experienced a reduction in these costs as a result of the COVID-19 Pandemic.

These costs were partially offset by a reduction in deal related transaction costs which peaked in 2020 with preparation for a potential public offering.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

General and administrative expenses increased by $6 million, or 2.2%, from $277 million for the year ended December 31, 2019 to $283 million for the year ended December 31, 2020, resulting from increases in discretionary investment of $9 million for both Independent Research and Development (IR&D) and Bid and Proposal (B&P) costs, as well as $9 million in expenses related to our planned initial public offering.

These costs were partially offset by reductions in corporate, employee medical and travel expenditures related to certain of the impacts of COVID-19 on our business.

Other Operating Expenses, Net

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

In total we incurred $7 million of expenditures related to COVID-19 from January 1, 2021 through December 31, 2021, compared to $12 million from March 1,2020 to December 31, 2020, to ensure a safe work environment for our employees.

Please see “—Business Overview and Considerations—Impacts of COVID-19 On Our Business” for further details on COVID-19 impact on our business.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

Other operating expenses increased by $11 million to $21 million for the year ended December 31, 2020 from $10 million for the year ended December 31, 2019, mainly due to costs incurred in response to impacts of the COVID-19 pandemic.

In total we incurred $12 million of expenditures from March 1, 2020 through December 31, 2020 to ensure a safe work environment for our employees.

Please see “—Business Overview and Considerations—Impacts of COVID-19 On Our Business” for further details on COVID-19 impact on our business.

Amortization of Intangibles

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Amortization of intangibles for the year ended December 31, 2021 of $9 million were consistent with the year ended December 31, 2020.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

Amortization of intangibles for the year ended December 31, 2020 of $9 million were consistent with the year ended December 31, 2019.

Operating Earnings

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

Operating earnings increased by $18 million to $181 million, or 11.0%, for the year ended December 31, 2020 from $163 million for the year ended December 31, 2019, driven by the increased revenue output and related contribution margin resulting from our AST segment financial contributions noted above, offset by the aforementioned changes in estimates to complete at our IMS and NC&C segments, which led to an increase in general and administrative expenses and other operating expenditures.

Interest Expense

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Interest expense decreased by $29 million to $35 million for year end December 31, 2021 from $64 million for the year ended December 31, 2020.

The reduction in annual interest was primarily attributed to the $300 million of forgiveness of principal on our 7.5% Term Loan debt that occurred in December 2020.

The weighted average interest rate on our revolving credit facility was 3.67% in 2021 compared to 4.36% in 2020.

see Note 11 :

Debt for further detail.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

Interest expense decreased by $1 million to $64 million for year end December 31, 2020 from $65 million for the year ended December 31, 2019.

The reduction in annual interest was attributed to the lower interest rates on our variable rate borrowings.

The weighted average interest rate on our revolving credit facility was 4.36% in 2020 compared to 5.93% in 2019.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Other, net decreased to $1 million for the year ended December 31, 2021 from $5 million for the year ended December 31, 2020.

This was primarily related to a loss realized on the termination on one of our international defined benefit pension plans recorded in the year ended December 31, 2020.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

Other, net increased to $5 million for the year ended December 31, 2020 from $3 million for the year ended December 31, 2019.

This was primarily related to a loss of the termination on one of our international defined benefit pension plans.

Earnings (Loss) Before Taxes

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Earnings before taxes increased by $88 million to $200 million for the year ended December 31, 2021 from $112 million for the year ended December 31, 2020.

This was primarily due to increased operating earnings of $55 million, the reduction of $29 million in interest expenditures and a reduction in other, net costs of $4 million as described above.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

Earnings (loss) before taxes increased by $17 million to $112 million for the year ended December 31, 2020 from $95 million for the year ended December 31, 2019.

This was primarily due to increased operating earnings of $18 million, the reduction of $1 million in interest expenditures offset in part by the $2 million increase of other, net costs as described above.

Income Tax Provision (Benefit)

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Income tax provision increased by $19 million to $46 million for the year ended December 31, 2021 from $27 million for the year ended December 31, 2020.

This was primarily due to an increase in earnings before taxes.

Our effective tax rate for 2021 was 23.0% compared to 24.1% in 2020.

The decrease in the effective tax rate is primarily attributable to a decrease in non-deductible costs in connection with planned deal related expenditures of $9 million incurred during 2020.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

Income tax provision (benefit) increased by $7 million to $27 million for the year ended December 31, 2020 from $20 million for the year ended December 31, 2019.

This was primarily due to an increase in earnings before taxes.

Our effective tax rate for 2020 was 24.1% compared to 21.1% in 2019.

The increase in the effective tax rate is primarily attributable to non-deductible costs in connection with our planned initial public offering of $9 million incurred during 2020.

As of December 31, 2020 the Company had $131 million of Federal net operating loss carryforwards and $23 million of net tax credit carry-forwards that can be utilized to reduce approximately $50 million of future tax liabilities prior to their expiration commencing in 2025.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Net earnings increased by $69 million to $154 million for the year ended December 31, 2021 when compared to the year ended December 31, 2020.

This was driven by increased earnings before taxes of $88 million offset by an increased income tax provision of $19 million as described above.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

Net earnings (loss) increased by $10 million to $85 million for the year ended December 31, 2020 when compared to the year ended December 31, 2019.

This was driven by increased earnings before taxes of $17 million offset by increased in income tax provision of $7 million as described above..

Basic and Diluted EPS

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

For the year ended December 31, 2021, there were no changes in the number of basic and diluted shares.

No equity awards were issued during such year.

As of December 31, 2021 and 2020, there were 145,000,000 shares of common stock outstanding (after giving effect to a 1,450,000-for-1 forward stock split on our common stock effected on February 25, 2021), resulting in a basic and diluted EPS of $1.06 and $0.59 per share, respectively.

The increase in EPS is attributed to the net earnings growth described above.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

For the year ended December 31, 2020, there were no changes in the number of basic and diluted shares.

No equity awards were issued during such year.

As of December 31, 2020 and 2019, there were 145,000,000 shares of common stock outstanding (after giving effect to a 1,450,000-for-1 forward stock split on our common stock effected on February 25, 2021), resulting in a basic and diluted EPS of $0.59

and $0.52 per share, respectively.

The increase in EPS is attributed to the net earnings growth described above.

Adjusted EBITDA

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

Adjusted EBITDA increased $34 million, or 14.5%, from $234 million for the year ended December 31, 2019 to $268 million for the year ended December 31, 2020, primarily due to the increased gross profit contribution attributed to revenue growth and favorable revenue mix.

Adjusted EBITDA Margin

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Adjusted EBITDA Margin increased 120 bps from 9.6% for the year ended December 31, 2020 to 10.8% for year ended December 31, 2021.

This was primarily due to gross margin expansion attributable to favorable program performance realized at our IMS segment driven by our Columbia Class efforts as noted above.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

Adjusted EBITDA Margin increased from 8.6% for the year ended December 31, 2019 to 9.6% for year ended December 31, 2020.

This was primarily due to gross margin expansion attributable to favorable mix from increased revenues from our higher margin AST segment.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

For the year ended December 31, 2021, there were no changes in the number of basic and diluted shares.

No equity awards were issued during such year.

As of December 31, 2021 and 2020, there were 145,000,000 shares of common stock outstanding (after giving effect to a 1,450,000-for-1 forward stock split on our common stock effected on February 25, 2021 ), resulting in adjusted EPS of $1.14 and $0.73 per share, respectively.

The increase in EPS is attributed to the net earnings growth as compared to 2020.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

For the year ended December 31, 2020, there were no changes in the number of basic and diluted shares.

No equity awards were issued during such year.

The increase in EPS is attributed to the net earnings growth noted above as well as COVID-19 response expenses and IPO related expenditures incurred in 2020.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Backlog decreased by $(430) million, or (13.1)%, from $3,291 million as of December 31, 2020 to $2,861 million as of December 31, 2021.

The backlog decrease was driven by our progress on our Naval

Programs within our IMS segment.

Please see “—Review of Operating Segments” below for a more detailed analysis.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

Backlog increased by $447 million, or 15.7%, from $2,844 million as of December 31, 2019 to $3,291 million as of December 31, 2020.

The backlog increase was driven by our IMS segment, primarily attributed to the receipt of multi-year funding awards received on our naval power and propulsion programs.

Please see “—Review of Operating Segments” below for a detailed analysis.

Leverage Ratio

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

For year ended December 31, 2021, our leverage ratio decreased to 0.5x from 0.9x for the year ended December 31, 2020.

This was driven by improved Adjusted EBITDA of $42 million as compared to 2020 and the reduction in our net debt of $98 million as compared to the prior year.

The net debt reduction was a result of the free cash flow generated during the period less amounts paid to acquire the strategic acquisition of Ascendant Engineering Solutions, LLC (“AES”).

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

For year ended December 31, 2020, our leverage ratio decreased to 0.9x from 2.3x for the year ended December 31, 2019.

This was driven by improved Adjusted EBITDA of $34 million as compared to 2019 and the reduction in our net debt of $276 million as compared to the prior year.

The net debt reduction was a result of the forgiveness of $300 million related party debt by US Holding and the repayment of certain related party debt obligations of $65 million, partially offset by the commencement of certain long-term finance leases and other financing obligations of $84 million.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Our business cycle is such that program allocated funding that supports our bookings is largely funded incrementally to support 12 - 15 months of revenue output, depending on the program.

Throughout the fiscal years ended December 31, 2019 and 2020, we realized a surge in multi-year funding of programs that has impacted our bookings trend for the period ended December 31, 2021 but allows for our continued revenue growth.

For the cumulative three-year period ended December 31, 2021 we have realized new awards totaling $8,573 million while generating revenue of $8,371 million a ratio of greater than 1:1.

For the year ended December 31, 2021, we generated bookings of $2,595 million, 15.1% less than the $3,055 million realized during the year ended December 31, 2020.

The decrease, as noted above, was anticipated as significant multi-year production awards were received during the year ended December 31, 2020.

Army, which reduced annual bookings by $210 million and $193 million respectively.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

Bookings increased to $3,055 million, or 4.5%, for the year ended December 31, 2020 from $2,923 million for the year ended December 31, 2019.

The increase was driven by significant awards in our IMS segment including the receipt of multi-year funding awards received on our naval power and propulsion

programs to support the CVN 80/81 carriers program ($212 million).

Additionally, our AST segment received production awards for next generation Dismounted Soldier Sensing and Airborne Force Protection programs generating $30 million and $40 million of incremental bookings, respectively.

This was offset by the significant TROPHY™ APS award received in 2019 ($195 million) that did not recur in 2020.

Free cash flow

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Free cash flow increased by $44 million, or 59.5%, to $118 million for the year ended December 31, 2021 from $74 million for the year ended December 31, 2020.

This was primarily attributable to the increase in net earnings of $69 million realized during the period.

The free cash flow contribution from net earnings was partially offset by an increase operating working capital relating to timing and the ongoing transition of development and the related contract asset liquidations.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

Free cash flow decreased by $36 million, or 32.7%, to $74 million for the year ended December 31, 2020 from $110 million for the year ended December 31, 2019.

This was primarily attributable to increases in operating working capital relating to timing and the ongoing transition of development programs to production.

Review of Operating Segments

The following is a discussion of operating results for each of our operating segments.

We have elected to use Revenue, Adjusted EBITDA, Adjusted EBITDA Margin, Bookings and Backlog to provide

detailed information on our segment performance.

We have elected to use Revenue, Adjusted EBITDA, Adjusted EBITDA Margin, Bookings and Backlog to provide detailed information on our segment performance.

Additional information regarding our segments can be found in Note 20:

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(Dollars in millions) 2022 2021 2020

AST $ 970 $ 940 $ 781 $ 30 3.2 % $ 159 20.4 %

NC&C 972 1,026 1,053 $ (54) (5.3) % (27) (2.6 %)

ASC $ 1,733 $ 1,940 $ 1,958 $ (207) (10.7) % $ (18) (0.9) %

IMS 983 959 834 $ 24 2.5 % 125 15.1 %

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Adjusted EBITDA:

AST $ 125 $ 123 $ 94 $ 2 1.7 % $ 29 30.7 %

NC&C 95 90 75 5 5.9 % 15 19.6 %

ASC $ 199 $ 220 $ 213 $ (21) (9.5) % $ 7 3.3 %

IMS 119 90 55 29 32.2 % 35 63.6 %

Corporate & Eliminations — — 2 — (100.0) % (2) NM

Corporate & Eliminations — — — — NM — NM

Total Adjusted EBITDA $ 318 $ 310 $ 268 $ 8 2.7 % $ 42 15.7 %

Adjusted EBITDA Margin:

AST 12.9 % 13.1 % 12.0 % (0.2) % (1.4) % 1.1 % 9.2 %

NC&C 9.8 % 8.7 % 7.1 % 1.0 % 11.8 % 1.6 % 22.5 %

ASC 11.5 % 11.3 % 10.9 % 0.2 % 1.3 % 0.4 % 3.7 %

IMS 12.1 % 9.4 % 6.6 % 2.7 % 29.0 % 2.8 % 42.4 %

AST $ 808 $ 898 $ 953 $ (90) (10.0) % $ (55) (5.8 %)

NC&C 883 1,121 1,068 (238) (21.2) % 53 4.9 %

ASC $ 1,975 $ 1,691 $ 2,019 $ 284 16.8 % $ (328) (16.2) %

IMS 1,181 904 1,036 277 30.6 % (132) (12.7) %

Total bookings $ 3,156 $ 2,595 $ 3,055 $ 561 21.6 % $ (460) (15.1) %

AST $ 1,097 $ 1,274 $ 1,294 $ (177) (13.9) % $ (20) (1.6) %

NC&C 665 792 776 (127) (16.0) % 16 2.1 %

ASC $ 1,868 $ 1,762 $ 2,066 $ 106 6.0 % $ (304) (14.7) %

IMS 2,401 1,099 1,225 1,302 118.5 % (126) (10.3) %

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Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

In total, AST segment revenue increased $30 million, or 3%, from $940 million for the year ended December 31, 2020 to $970 million for the year ended December 31, 2021.

The Segment realized revenue growth on our on our the transition from development to production on our recently awarded Next Generation dismounted soldier targeting system ($37 million) and the continuation of providing upgraded vehicle sensing for the Bradley Fighting Vehicle ($16 million), both with the U.S.

This growth was partially offset by a reduction in Second Generation ground vehicle components with the U.S.

Army of $18 million

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

The revenue growth at our AST segment was driven principally by programs transitioning from development to production and increased deliveries in our next generation dismounted Soldier Sensing and Targeting Systems programs, resulting in $109 million of additional revenue as compared to the prior year.

Additionally, our AST segment also realized annual revenue expansion through progress on our

recently awarded electronic control systems program for the U.S.

Navy shipboard launch system ($22 million) and Pilot Training ($29 million) programs.

This revenue growth was offset in part by lower Airborne Force Protection programs revenue resulting from the transition from our accelerated production efforts under the Urgent Operational Needs (“ONS”) program with the U.S.

Navy in 2019 to development efforts to expand program capabilities in 2020, reducing revenue by $30 million.

In total, segment revenue increased $159 million, or 20%, from $781 million for the year ended December 31, 2019 to $940 million for the year ended December 31, 2020.

Adjusted EBITDA and Adjusted EBITDA Margin:

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

AST’s Adjusted EBITDA increased by $2 million, or 1.7%, from $123 million for the year ended December 31, 2020 to $125 million for the year ended December 31, 2021.

Despite the EBITDA growth, Adjusted EBITDA Margin decreased from 13.1% for the year ended December 31, 2020 to 12.9% for the year ended December 31, 2021.

The increase in Adjusted EBITDA is primarily attributed to the revenue increase noted above coupled with performance improvements in our electronic warfare, signal intelligence and Bradley Ground vehicle sensing programs.

Offsetting the improved program performance and revenue expansion is increased general and administrative costs driven primarily by increased investments in IR&D efforts to support the continued market position of the segment.

The increased discretionary expenditures offset the margin expansion realized by improved program performance resulting in a slight decrease in Adjusted EBITDA margin of (0.2) basis points to 12.9%.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

AST’s Adjusted EBITDA increased by $29 million, or 30.7%, from $94 million for the year ended December 31, 2019 to $123 million for the year ended December 31, 2020.

Adjusted EBITDA Margin increased from 12.0% for the year ended December 31, 2019 to 13.1% for the year ended December 31, 2020.

This increase in Adjusted EBITDA is primarily attributed to the revenue increase noted above coupled with a favorable program mix with revenue growth in our higher margin program areas, including pilot training.

The favorable program mix and revenue growth in excess of general and administrative costs growth contributed to the Adjusted EBITDA margin expansion of 1.1 basis points to 13.1%.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

AST’s bookings decreased by $90 million, or 10.0%, from $898 million for the year ended December 31, 2020 to $808 million for the year ended December 31, 2021.

The bookings reduction to the prior year are attributed to multi-year production awards realized on our Next Generation of Family of Soldier Sensing Systems and Airborne Missile Warning programs with the U.S.

Army which resulted a reduction in bookings of $156 million and $37 million, respectively.

The bookings reduction was partially offset by the receipt of a Ground Vehicle Remote Weapon Sight program with the US Army ($57 million) and the Air Force decision to equip the Joint Strike Fighter (JSF) lot 15 with pilot training systems ($37 million)

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

AST’s bookings decreased by $55 million, or 5.8%, from $953 million for the year ended December 31, 2019 to $898 million for the year ended December 31, 2020.

The bookings results were highlighted by production awards received for our Next Generation Thermal Weapon Sight and Limited Interim Warning System programs, which had significant bookings of $168 million and $74 million, respectively, an increase of $30 million and $67 million, respectively, compared to the prior year ended December 31, 2019.

The bookings growth was more than offset by the previously disclosed transition from Airborne Force Protection ONS production awards received in 2019 to development programs resulting in a year over year bookings reduction of $72 million.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

AST’s backlog decreased by $177 million, or 13.9%, from $1,274 million for the year ended December 31, 2020 to $1,097 million for the year ended December 31, 2021.

This was attributed to anticipated progress on the multi-year production awards received in 2020 for our Next Generation Soldier Sensing program with the U.S.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

AST’s backlog decreased by $20 million, or 1.6%, from $1,294 million for the year ended December 31, 2019 to $1,274 million for the year ended December 31, 2020.

This was attributed to revenue slightly outpacing new bookings.

In total, ASC segment revenue decreased $207 million, or 11%, from $1,940 million for the year ended December 31, 2021 to $1,733 million for the year ended December 31, 2022.

The decrease is primarily attributed to the divestiture timing of the GES disposition compared to the RADA acquisition resulting in a net negative divestiture impact for the year of $108 million.

The remaining shortfall is largely attributed supply chain delays impacting the receipt and revenue conversion across the segment and the

reduction in order quantity of our tactical computing products resulting from customer order delays attributed to reduced installation rates minimizing the annual buy ($47 million).

The reduced installation rates are attributed to prior year COVID-19 impacts to staffing levels.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

NC&C revenue decreased by $54 million or, 5.3%, from $1,026 million for the year ended December 31, 2020 to $972 million for the year ended December 31, 2021.

This decrease was attributed to a reduced demand of certain computing hardware and antenna programs with the U.S.

In total, ASC segment revenue decreased $18 million, or 1%, from $1,958 million for the year ended December 31, 2020 to $1,940 million for the year ended December 31, 2021.

Though the segment realized revenue growth on the transition from development to production on our recently awarded Next Generation dismounted soldier targeting system ($37 million) and the continuation of providing upgraded vehicle sensing for the Bradley Fighting Vehicle ($16 million), both with the U.S.

Army, this growth was offset by a reduction in Second Generation ground vehicle components with the U.S.

Army of $18 million and, reduced demand of certain computing hardware and antenna programs with the U.S.

Navy of $17 million and $15 million, respectively.

Additionally, we realized a decline in bandwidth awards on our Global Network programs with various DoD customers reducing revenue by $27 million as compared to the prior year.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

NC&C revenue decreased by $27 million or, 2.6%, from $1,053 million for the year ended December 31, 2019 to $1,026 million for the year ended December 31, 2020.

This decrease was attributed to a management decision focus on program pursuits that better fit our strategic investment profile, lowering Naval common network services equipment by $64 million and lower throughput on antenna programs with the U.S.

Navy of $16 million.

This was largely offset by newly awarded advanced combat networking hardware and ruggedized maintenance support programs which generated $41 million and $29 million of additional revenue, respectively.

Adjusted EBITDA and Adjusted EBITDA Margin:

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

Despite the decline in NC&C revenue, the Adjusted EBITDA increased by $5 million, or 5.9%, from $90 million for the year ended December 31, 2020 to $95 million for the year ended December 31, 2021, resulting in an Adjusted Margin increase from 8.7% for the year ended December 31, 2020 to 9.8% for the year ended December 31, 2021.

This increase in Adjusted EBITDA and margin expansion was attributed to improved program performance with the U.S.

Navy, highlighted by an increase in EBITDA of $14 million on certain computing hardware programs for the U.S.

Navy’s shipboard launch systems.

This improved profitability was partially offset by the decline in revenue as noted above.

ASC’s Adjusted EBITDA decreased by $21 million, or 9.5%, from $220 million for the year ended December 31, 2021 to $199 million for the year ended December 31, 2022.

Despite the EBITDA reduction, Adjusted EBITDA Margin expanded slightly from 11.3% for the year ended December 31, 2021 to 11.5% for the year ended December 31, 2022.

The decrease in Adjusted EBITDA is driven by the reduction in overall revenue contribution and the absorption of G&A expenditures for the period.

This reduction was largely offset by improved contract performance and profit contribution across the segment including our dismounted sensing and tactical computing & networks lines of business.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

NC&C’s Adjusted EBITDA increased by $15 million, or 19.6%, from $75 million for the year ended December 31, 2019 to $90 million for the year ended December 31, 2020.

Adjusted Margin increased from 7.1% for the year ended December 31, 2019 to 8.7% for the year ended December 31, 2020.

This increase in Adjusted EBITDA and margin expansion was attributed to program mix, including the

reduction in revenue from our Naval common network services equipment by $64 million.

This was offset in part by changes in our assumed recovery for certain requests for equitable adjustments in certain electronics programs with the U.S.

Navy impacting EBITDA by $11 million.

ASC’s Adjusted EBITDA increased by $7 million, or 3.3%, from $213 million for the year ended December 31, 2020 to $220 million for the year ended December 31, 2021.

The EBITDA growth, contributed to the Adjusted EBITDA Margin increase from 10.9% for the year ended December 31, 2020 to 11.3% for the year ended December 31, 2021.

Navy’s shipboard launch systems and Bradley Ground vehicle sensing programs.

The increased discretionary expenditures offset the margin expansion realized by improved program performance resulting in a slight increase in Adjusted EBITDA margin of 40 basis points to 11.3%.

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

NC&C’s bookings for the year ended December 31, 2021 were $883 million, a decrease of $(238) million, or (21.2%), from the year ended December 31, 2020.

ASC’s bookings increased by $284 million, or 16.8%, from $1,691 million for the year ended December 31, 2021 to $1,975 million for the year ended December 31, 2022.

The increase in new awards is driven by our alignment of customer priorities to combat the emerging threats our service men and women face in today’s environment.

The increase vs the prior year is highlighted by increased demand for our dismounted soldier ($103 million), tactical computing ($101 million), ground vehicle sensing ($75 million) and EW ($22 million) products which more than offset the $54 million net divestiture impact from the GES sale.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

ASC’s bookings decreased by $328 million, or 16.2%, from $2,019 million for the year ended December 31, 2020 to $1,691 million for the year ended December 31, 2021.

The bookings reduction to the prior year is attributed to multi-year production awards realized on our Next Generation of Family of Soldier Sensing Systems and Airborne Missile Warning programs with the U.S.

Army which resulted a reduction in bookings of $156 million and $37 million, respectively.

Additionally, the lower demand of ruggedized computing maintenance support programs with the U.S.

Army attributed to the decease over the prior year.

Our bookings continue to be highlighted by our foundational programs including follow-on awards received for our ruggedized computing and battle management systems with the U.S.

Army ($138M), our Submarine hardware upgrade programs with the U.S.

Navy ($100M) and our Global Network program awards with Special Operations Command (“SOCOM”) and the U.S.

Army ($138 million), our Submarine hardware upgrade programs with the U.S.

Navy ($100 million) and our Global Network program awards with Special Operations Command (“SOCOM”) and the U.S.

Army ($132 million).

The decrease as compared to the prior year is attributed to lower demand of ruggedized computing maintenance support programs with the U.S.

The bookings reduction was partially offset by the receipt of a Ground Vehicle Remote Weapon Sight program with the U.S.

Army ($57 million) and the Air Force decision to equip the Joint Strike Fighter (JSF) lot 15 with pilot training systems ($37 million).

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

NC&C’s bookings increased by $53 million, or 4.9%, to $1,121 million for the year ended December 31, 2020 from $1,068 million for the year ended December 31, 2019.

Our bookings are highlighted by the continuance of our foundational programs including follow on Global Network program awards with Special Operations Command (“SOCOM”) and the U.S.

Army and incremental funding on our MFoCS ruggedized computing hardware programs for $164 million and $180 million, respectively.

The increase as compared to the prior year is attributed to the recently awarded advanced combat networking hardware with the U.S.

Navy, increasing bookings $78 million against the prior year.

This was offset in part by the strategic decision to focus our efforts and capacity on program pursuits that better fit our strategic investment profile, lowering our exposure to Naval common network services equipment by $37 million.

ASC’s backlog decreased by $106 million, or 6.0%, from $1,762 million for the year ended December 31, 2021 to $1,868 million for the year ended December 31, 2022.

This was attributed to the new award growth noted above coupled with the decline in revenue realized due to supply chain delays.

These positive impacts to backlog were offset by the disposal of the GES backlog.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

NC&C’s backlog decreased by $(127) million, or (16%), from $792 million as of December 31, 2020 to $665 million as of December 31, 2021.

This was primarily due to bookings of $883 million slightly below the $972 million of revenue realized during the period.

ASC’s backlog decreased by $304 million, or 14.7%, from $2,066 million for the year ended December 31, 2020 to $1,762 million for the year ended December 31, 2021.

This was attributed to anticipated progress on the multi-year production awards received in 2020 for our Next Generation Soldier Sensing program with the U.S.

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

NC&C’s backlog increased by $16 million, or 2%, from $776 million as of December 31, 2019 to $792 million as of December 31, 2020.

This was primarily due to bookings of $1,158 million slightly exceeding revenues of $1,026 million.

IMS revenue increased by $24 million, or 3%, from $959 million for the year ended December 31, 2021 to $983 million for the year ended December 31, 2022.

The increase in revenue is driven from our alignment with the emerging threat profile in the areas of Counter UAS / Short range air defense and the submarine propulsion efforts on the Columbia Class program.

These capabilities contributed year over year revenue growth of $26 million and $70 million, respectively.

The growth in revenue in these lines of business were offset in part by timing of surface ship efforts ($52 million) and delays in the next purchase of active protection systems ($16 million)

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

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the completion of the urgent operational needs TROPHY TM APS program ($93 million) which realized significant production efforts in 2020

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

IMS revenue decreased by $83 million, or 9%, from $917 million for the year ended December 31, 2019 to $834 million for the year ended December 31, 2020.

This decrease was mostly attributed to the acceleration of $161 million of revenue on the APS program in 2019.

Offsetting this decrease is incremental revenue generated from our recently awarded position on the Submarine Power Conversion program of $14 million and the receipt of our full rate production award for CUAS programs with the U.S.

Army generating incremental $28 million of revenue as compared to 2019.

Adjusted EBITDA and Adjusted EBITDA Margin:

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In total, IMS’s Adjusted EBITDA increased by $29 million, or 32.2%, from $90 million for the year ended December 31, 2021 to $119 million for the year ended December 31, 2022.

Adjusted Margin increased 280 bps from 6.6% for the year end December 31, 2020 to 9.4% for the year ended December 31, 2021.

Adjusted Margin increased 260 bps from 9.4% for the year ended December 31, 2021 to 12.1% for the year ended December 31, 2022.

This increase in Adjusted EBITDA and margin improvement was attributed to the revenue expansion coupled with improved program performance on fixed price development program efforts including submarine power and propulsion system components for the U.S.

Navy’s Columbia Class program, including the $15 million positive impact related to the contract modification combining the 2nd production shipset.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

In total, IMS’s Adjusted EBITDA increased by $35 million, or 63.6%, from $55 million for the year ended December 31, 2020 to $90 million for the year ended December 31, 2021.

Adjusted Margin increased 280 bps from 6.6% for the year ended December 31, 2020 to 9.4% for the year ended December 31, 2021.

Navy’s Columbia Class program which realized losses of $37 million in the period ended December 31, 2020 as compared to $3 million during the current year.

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

IMS’s Adjusted EBITDA decreased by $8 million, or 12.2%, from $63 million for the year ended December 31, 2019 to $55 million for the year ended December 31, 2020.

Adjusted Margin decreased from 6.9% for the year end December 31, 2019 to 6.6% for the year ended December 31, 2020.

This decrease in Adjusted EBITDA and margin reduction was attributed to cost growth on fixed price development program efforts including submarine power and propulsion system components for the U.S.

Navy impacting EBITDA margins by $37 million.

Bookings as of December 31, 2022 were $1,181 million, an increase of $277 million as compared to the period ended December 31, 2021.

The new awards are highlighted by the receipt of awards totaling $322 million for short range air defense and CUAS programs during the period and an increase of $52 million over the 2021 contribution.

Additionally, our power efforts on submarines contributed an additional $312 million of funded awards during the year, an increase of $187 million as compared to the period ended December 31, 2021, primarily attributed to our Columbia Class funding.

Our fire system support systems also contributed an additional $86 million as compared to the 2021 output.

These new awards were offset in part by the timing of power awards on surface ships which reduced bookings by $55 million during the year.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Bookings as of December 31, 2021 were $904 million highlighted by the receipt of awards totaling $250 million for mission equipment packages for counter unmanned short range air defense and $140 million for electrical propulsion components for production efforts on the Columbia Class Program.

Bookings as of December 31, 2021 were $904 million highlighted by the receipt of awards totaling $250 million for mission equipment packages for counter unmanned and short range air defense programs and $140 million for electrical propulsion components for production efforts on the Columbia Class program.

The bookings decreased $(132) million, or 12.7%, from $1,036 million as of December 31, 2020 driven primarily to the prior year multi-year awards received in the prior year to support the CVN 80/81 carriers driving a reduction in annual bookings of $210 million.

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

Bookings increased by $134 million, or 14.9%, from $902 million as of December 31, 2019 to $1,036 million as of December 31, 2020.

This increase was driven by awards received to support the CVN 80/81 carriers generating incremental bookings of $212 million as compared to the prior year.

Further, our CUAS programs generated $19 million of additional awards as those programs transitioned from development into full rate production.

These increases were largely offset by a reduction of awards received on our TROPHY™ APS programs of $195 million.

Backlog increased by $1,302 million, or 118.5%, to $2,401 million for the year ended December 31, 2022 from $1,099 million for the year ended December 31, 2021.

The backlog increase is largely attributed to the $1,083 million of unfunded backlog realized on the Columbia Class, driven primarily to

the multi-ship contract award.

In addition, funded backlog also expanded over the prior year driven by the emerging threats requiring our CUAS and short-range air defense solutions ($60 million), fire support systems ($75 million) and funded efforts on the Columbia Class program ($132 million).

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

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The backlog reduction is due primarily to progress on our awards to support the CVN 80/81 program ($85 million).

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

Backlog increased by $451 million, or 58.3%, to $1,225 million for the year ended December 31, 2020 from $774 million for the year ended December 31, 2019.

This was due to strong bookings driven principally by our awards to support the CVN 80/81 program ($212 million) and increased unfunded backlog on our submarine power and propulsion system components and other hybrid drive programs by $101 million..

Quarterly Results

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_______________

(1) See Part II.

“Management’s Discussion and Analysis of Financial Condition and Results of Operations—Key Financial and Operating Measures—Non-GAAP Financial Measures” above for definitions of these measures.

Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted EPS, Leverage Ratio and free cash flow are non-GAAP measures.

(1) See Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Key Financial and Operating Measures—Non-GAAP Financial Measures” above for definitions of these measures.

Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Diluted EPS and free cash flow are non-GAAP measures.

See Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Key Non-GAAP Operating Measures” above for reconciliations of these measures to the most directly comparable financial measure calculated and presented in accordance with U.S.

Liquidity and Capital Resources

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The reasons we use this Non-GAAP financial measure and its reconciliation to the most directly comparable U.S.

GAAP financial measure is provided above under “Part II.

Management’s Discussion and Analysis of Financial Condition and Results of Operations—Key Financial and Operating Measures—Non-GAAP Financial Measures.”

GAAP financial measure is provided above under “See Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Key Non-GAAP Operating Measures” above for reconciliations of these measures to the most directly comparable financial measure calculated and presented in accordance with U.S.

Year Ended December 31, 2022 Compared to the Years Ended December 31, 2021 and 2020

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We generated cash from operating activities of $33 million for the year ended December 31, 2022 as compared to $178 million for the year ended December 31, 2021.

This increase was primarily attributed to increased Net Income driven by our improved profitability and reduction in interest related expenditures which was offset in part by an increase in working capital during the period.

The decrease in cash from operating activities is attributed to the tax payments generated from dispositions of GES and AAC during the period of $79 million and the transaction related cash outlays of $29 million to support our disposition and merger activities.

In total our changes in our assets and liabilities absorbed $82 million of cash for the year ended December 31, 2022 compared to $65 million for the year ended December 31, 2021.

The growth in net assets is primarily attributed to investments in Contract Assets as of December 31, 2021 which resulted in a $71 million use of cash during the period.

Additionally, we also generated higher accounts receivables driving a cash usage of $54 million.

This increase in working capital was partially offset by a $42 million reduction in our inventory levels attributed to progress on certain sensor programs within our AST segment.

The growth in net assets is primarily attributed to investments in Contract Assets and Inventory as of December 31, 2022, which resulted in a $134 million and $33 million use of cash during the period, respectively.

Offsetting this working capital growth was an increase in contract liabilities of $72 million generated primarily from advances from customers.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

We generated cash from operating activities of $178 million for the year ended December 31, 2021 as compared to $125 million for the year ended December 31, 2020.

This decrease was primarily attributed to an increase in working capital resulting from a reduction in our vendor payable

obligations in December 31, 2020 as compared to the prior year.

This resulted in cash usage of $58 million.

In total our changes in our assets and liabilities absorbed $65 million of cash for the year ended December 31, 2021 compared to $46 million for the year ended December 31, 2020.

The growth in net assets is primarily attributed to investments in Contract Assets as of December 31, 2021 which resulted in a $71 million use of cash during the period.

Additionally, we also generated higher accounts receivables driving a cash usage of $54 million.

This increase in working capital was partially offset by a $65 million reduction in contract assets in connection with the achievement of billable milestones on development type programs, including our APS, which reduced contract assets by $60 million during the year.

In addition to the contract asset reduction, we also decreased working capital through the social security payroll tax deferral offered as part of the COVID-19 relief efforts.

This increase in working capital was partially offset by a $42 million reduction in our inventory levels attributed to progress on certain sensor programs within our ASC segment.

Investing Activities

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Investing activities generated $436 million of cash during the year ended December 31, 2022 as compared to $39 million usage during the year ended December 31, 2021.

The $397 million improvement in investing cash inflows is attributed to the gross proceeds generated from the disposition of the GES and AAC assets during the period.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Investing activities generated $39 million of cash during the year ended December 31, 2021 as compared to $70 million usage during the year ended December 31, 2020.

The $109 million improvement in investing cash inflows is attributed to the 2020 loan of $115 million issued to US Holding.

1 unchanged sentence

In addition during the year ended December 31, 2021 we completed an acquisition for $11 million offsetting the increase from our other investing activities.

Summary of Significant Accounting Policies f or further detail on the Ascendant Engineering Solutions (AES) acquisition.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

Investing activities used $70 million of cash during the year ended December 31, 2020 as compared to $151 million during the year ended December 31, 2019.

The $81 million reduction in investing cash outflows is attributed to the 2019 loan of $100 million issued to US Holding.

The loan was repaid during the 2020 fiscal year and a subsequent loan was issued totaling $115 million in December of 2020.

The net cash outflow of the intercompany loans was $15 million in 2020 compared to $100 million in 2019.

Summary of Significant Accounting Policies f or further detail on the AES acquisition.

Financing Activities

1 unchanged sentence

Cash used in financing activities for the year ended December 31, 2022 and December 31, 2021 was $403 million and $38 million, respectively.

Cash used in financing activities consisted of the $20 million payment of our 5.0% Daylight term loan and the repayment of other short term debt obligations of $12 million.

Cash used in financing activities consists primarily of a special dividend of $396 million issued subsequent to the disposition of the GES and AAC assets.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Cash used in financing activities for the year ended December 31, 2021 and December 31, 2020 was $38 million and $80 million, respectively.

Cash used in financing activities increased primarily as a result of the principal payment of our 4% term debt of $50 million and $15 million of principal reduction of the Daylight Term Loan.

Cash used in financing activities consisted of the $20 million payment of our 5.0% Daylight term loan and the repayment of other short term debt obligations of $12 million.

Free Cash Flow

Year Ended December 31, 2022 Compared With Year Ended December 31, 2021

Free cash flow decreased by $49 million, or 39.7%, to $74 million for the year ended December 31, 2022 as compared to $122 million for the year ended December 31, 2021.

This was primarily due to growth in our inventory and contract assets driven by supply chain delays and mitigation efforts to combat extending lead times.

This was partially offset by advances received from customers during the period.

See cash flows from operations for further detail.

Year Ended December 31, 2021 Compared With Year Ended December 31, 2020

Free cash flow increased by $40 million, or 49.4%, to $122 million for the year ended December 31, 2021 as compared to $82 million for the year ended December 31, 2020.

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See cash flows from operations for further detail.

Year Ended December 31, 2020 Compared With Year Ended December 31, 2019

Free cash flow decreased by $36 million, or 32.7%, to $74 million for the year ended December 31, 2020 as compared to $110 million for the year ended December 31, 2019.

This was primarily due to growth in operating working capital driven from a reduction in accounts payable of $58 million and accounts receivable growth of $35 million year over year.

This was largely offset by reduction in contract assets of $65 million as we completed development programs and transitioned them to production programs.

Material Cash Requirements

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(3) Post-retirement obligations include those amounts we expect to pay out in benefits payments and are further explained in Note 14:

Pension and Other Postretirement Benefit s of our Notes to Consolidated Financial Statements.

Pension and Other Postretirement Benefits of our Notes to Consolidated Financial Statements.

(4) Purchase commitments include open purchase orders with vendors for which the Company is contractually obligated.

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Summary of Significant Accounting Policies to the Consolidated Financial Statements.

In many cases, the accounting treatment of a particular transaction is dictated by accounting principles generally accepted in the United States of America.

The accounting treatment of a particular transaction is dictated by accounting principles generally accepted in the United States of America.

Other areas require management's judgment to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenues and costs and expenses during the reporting period.

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• Pension Assumptions

• Business Combinations

• Income Taxes

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We recognize revenue from contracts with customers using the five-step model prescribed in ASC 606.

Substantially all of our contracts are accounted for using the over time, cost-to-cost accounting method as determined by the ratio of cumulative costs incurred to date to estimated total contract costs at completion.

Substantially all of our contracts are accounted for using the over time, percentage of completion cost-to-cost method of accounting as determined by the ratio of cumulative costs incurred to date to estimated total contract costs at completion.

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Revenue and profit in future periods of contract performance are recognized using the adjusted estimate.

The aggregate impact of adjustments in contract estimates are $34 million, $77 million, and $55 million for 2021, 2020, and 2019, respectively.

The aggregate impact of adjustments in contract estimates that impacted our revenue and profit totals are $26 million, $34 million, and $77 million for 2022, 2021, and 2020, respectively.

The changes in estimates are primarily attributed to changes in our firm-fixed-priced development type programs.

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When determining the approach to be used, we consider the current facts and circumstances of each reporting unit as well as the excess of each reporting unit’s estimated fair value over its carrying value based on our most recent quantitative assessments.

Our qualitative approach evaluates the business environment and various events impacting the reporting unit including, but not limited to, macroeconomic conditions (e.g., impact of COVID-19), changes in the business environment and reporting unit-specific events.

Our qualitative approach evaluates the business environment and various events impacting the reporting unit including, but not limited to, macroeconomic conditions, changes in the business environment and reporting unit-specific events.

If, based on the qualitative assessment, we determine that it is more likely than not that the fair value of a reporting unit is greater than its carrying value, then a quantitative assessment is not necessary.

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Due to the variables inherent in our estimates of fair value, differences in assumptions may have a material effect on the result of our impairment analysis.

As of December 31, 2021 and 2020, we completed qualitative assessments for our reporting units that did not identify the need for further analysis.

As of December 31, 2022 we performed a quantitative analysis on each of our six existing reporting units noting no impairments.

As of December 31, 2021, we completed qualitative assessments for our reporting units that did not identify the need for further analysis.

As a result, no impairments to goodwill were recorded.

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In the event any of the assumptions change, pension and other post-retirement benefit cost could increase or decrease.

For further discussion about our retirement plan assumptions, see ‘

For further discussion about our retirement plan assumptions, see Note 14:

Pension and Other Postretirement Benefits to the Consolidated Financial Statements.

Business Combinations

We record all tangible and intangible assets acquired and liabilities assumed in a business combination at fair value as of the acquisition date, with any excess purchase consideration recorded as goodwill.

Determining the fair value of acquired assets and liabilities assumed, including intangible assets specific to technology and contract asset intangibles, requires management to make significant judgments about expected future cash flows, weighted-average cost of capital, discount rates, and expected long-term growth rates.

During the measurement period, not to exceed one year from the acquisition date, we may adjust provisional amounts recorded to reflect new information subsequently obtained regarding facts and circumstances that existed as of the acquisition date.

We account for income taxes under the asset and liability method in accordance with the accounting standard for income taxes.

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The provision for federal, state, foreign and local income taxes is calculated on income before income taxes based on current tax law and includes the cumulative effect of any changes in tax rates from those used previously in determining deferred tax assets and liabilities.

Such provision differs from the amounts currently payable because certain items of income and expense are recognized in different reporting periods for financial reporting purposes than for income tax purposes.

Such provision differs from the amounts

currently payable because certain items of income and expense are recognized in different reporting periods for financial reporting purposes than for income tax purposes.

We recognize liabilities for uncertain tax positions when it is more likely than not that a tax position will not be sustained upon examination and settlement with various taxing authorities.

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The deferred tax assets principally relate to benefit accruals, inventory obsolescence, tax benefit carryforwards and contract reserves.

The deferred tax assets as of December 31, 2021 and

December 31, 2020 include $21 million and $39 million, respectively, related to tax benefit carryforwards associated with net operating losses.

The deferred tax assets as of December 31, 2022 and December 31, 2021 include $18 million and $19 million, respectively, related to tax benefit carryforwards associated with net operating losses.

The increase in the deferred tax asset as compared to the prior year is primarily attributed to the capitalization of R&D expenditures pursuant to Section 174 of the Tax Code.

This section was as part of the Tax Cuts and Jobs Act of 2017 (the “TCJA”) and became effective for tax years beginning in 2022.

Accounting Standards Updates (ASU)

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis