0000785557false00007855572023-12-062023-12-06

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported):  December 6, 2023
DLH Holdings Corp.
(Exact name of Registrant as Specified in its Charter)
New Jersey0-1849222-1899798
(State or Other Jurisdiction of Incorporation(Commission File Number)(I.R.S. Employer Identification No.)
3565 Piedmont Road, NE, Building 3, Suite 700
Atlanta, GA 30305
(Address of Principal Executive Offices, and Zip Code)

(770) 554-3545
Registrant's telephone number, Including Area Code
(Former Name or Former Address, if Changed Since Last Report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common StockDLHCNasdaqCapital Market
CHECK THE APPROPRIATE BOX BELOW IF THE FORM 8-K FILING IS INTENDED TO SIMULTANEOUSLY SATISFY THE FILING OBLIGATION OF THE REGISTRANT UNDER ANY OF THE FOLLOWING PROVISIONS:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐    


Item 2.02Results of Operations and Financial Condition
  
 
On December 6, 2023, DLH Holdings Corp. announced by press release its financial results for its fiscal quarter ended September 30, 2023. A copy of the press release is attached hereto as Exhibit 99.1.
The information furnished pursuant to Item 2.02 of this Current Report, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01Financial Statements and Exhibits

(d) Exhibits
The following exhibit is attached to this Current Report on Form 8-K:
Exhibit
Number
Exhibit Title or Description
104Cover Page Interactive Data File (embedded within the Inline XBRL document)



















SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
  DLH Holdings Corp.
   
  By: /s/ Kathryn M. JohnBull
  Name: Kathryn M. JohnBull
  Title:   Chief Financial Officer
 Date: December 6, 2023
 
























DLH Reports Fiscal 2023 Fourth Quarter Results
Company Finishes Fiscal 2023 Positioned for Growth and Further Debt Reduction in Year Ahead
Atlanta, Georgia – December 06, 2023 - DLH Holdings Corp. (NASDAQ: DLHC) (“DLH” or the “Company”), a leading provider of science research and development, systems engineering and integration, and digital transformation and cyber security solutions to federal agencies, today announced financial results for its fourth quarter and fiscal year ended September 30, 2023.

Fourth Quarter Highlights
•Fourth quarter revenue was $101.5 million in fiscal 2023 versus $67.2 million in fiscal 2022, primarily reflecting the impact from the Company's December 2022 acquisition as well as net organic growth in the business.
•Reflecting the previously announced non-cash impairment charge of $7.7 million, earnings were $(2.6) million, or $(0.18) per diluted share, for the fiscal 2023 fourth quarter versus $3.4 million, or $0.24 per diluted share, for the fourth quarter of fiscal 2022. Adjusted Net Income and Adjusted Diluted Earnings Per Share ("EPS") were $2.3 million, or $0.16 per diluted share versus $3.7 million, or $0.26 per diluted share, respectively, for the prior-year period.
•Earnings before interest, taxes, depreciation and amortization ("EBITDA") were $4.4 million for the fiscal 2023 fourth quarter as compared to $6.6 million in fiscal 2022 fourth quarter. Adjusted EBITDA for the same periods were $12.1 million and $7.0 million, respectively.

Full Year Highlights
•Fiscal year 2023 revenue was $375.9 million compared to revenue of $395.2 million in fiscal year 2022, which included $125.8 million of revenue from the previously announced short term FEMA contracts to support Alaska. Excluding revenue attributable to the short-term FEMA contracts, revenue grew from $269.4 million in fiscal 2022 to $375.9 million in fiscal 2023, reflecting the impact of the Company’s December 2022 acquisition as well as net organic growth in the business.
•Reflecting the previously announced non-cash impairment charge of $7.7 million, earnings for the full year were $1.5 million, or $0.10 per diluted share for fiscal 2023 as compared to earnings of $23.3 million, or $1.64 per diluted share in fiscal 2022. Adjusted Net Income and Adjusted Diluted EPS were $7.9 million, or $0.55 per diluted share versus $14.4 million, or $1.01 per diluted share, respectively, in the prior-year period.
•EBITDA was $32.7 million for fiscal 2023 as compared to $40.9 million in fiscal 2022. Adjusted EBITDA for the same periods were $42.1 million and $29.1 million, respectively.

Other Highlights
•Total debt at the end of the fourth quarter was $179.4 million compared to $207.6 million, following the Company's December 2022 acquisition. The Company reduced debt by $28.2 million in the post-acquisition period, comprised of $14.3 million of mandatory payments and $13.9 million of voluntary prepayments.
•Contract backlog was $704.8 million as of September 30, 2023, versus $482.5 million at the end of the prior fiscal year.




Management Discussion

"With a year under our belt since our transformative technology acquisition, we are pleased with the evolution of DLH into a unique provider of digital transformation and cyber security, science research and development, and systems engineering services across a broad array of health, human services, and military clients," said Zach Parker, DLH President and Chief Executive Officer. "Our top line in fiscal 2023 surpassed $375 million, and we delivered $42.1 million of Adjusted EBITDA. At the same time, we remained focused on paying down debt to strengthen the balance sheet and decrease interest expense — reducing debt by more than $28 million since completing the acquisition. Our cash-generating ability continues to return value to our shareholders through debt reduction while providing the financial flexibility to pursue strategic opportunities to deliver organic growth.

"We believe that our strong suite of services and current contract portfolio, which we expect will continue to deliver revenue volume averaging over $100 million per quarter, — and access to multiple contract vehicles and bidding opportunities — position us very well for top line growth and continued strong operating results going forward. Our employees' expertise and dedication have driven DLH to its current role as a leading technology solutions provider. We expect to capitalize on the solid foundation as we leverage our full range of capabilities in fiscal 2024 and beyond."

Results for the Three Months Ended September 30, 2023

Revenue for the fourth quarter of fiscal 2023 was $101.5 million versus $67.2 million in fiscal 2022, with the year-over-year increase reflecting contributions of $33.1 million from the acquisition of GRSi in December 2022 and organic growth.

Income from operations was $0.1 million for the quarter versus $4.7 million in the prior-year period and, as a percentage of revenue, the Company reported operating margin of 0.1% in fiscal 2023 fourth quarter versus 7.0% in the same period in fiscal 2022. Income from operations for the 2023 fourth quarter was impacted by a non-cash impairment of approximately $7.7 million from the reduction in the fair value of certain leased office space. Comparing this quarter's operating income performance to the same period in the prior fiscal year, excluding the impact from corporate development costs and the impairment charge, Adjusted Operating Income was $7.8 million and $5.1 million, respectively an increase of $2.7 million. As a percentage of revenue, Adjusted Operating Income was 7.7% and 7.5% for each respective quarter.

Interest expense was $4.8 million in the fiscal fourth quarter of 2023 versus $0.5 million in the prior-year period, reflecting higher debt outstanding due to the acquisition of GRSi and increased market interest rates. (Loss)/Income before income taxes was $(4.6) million for the fourth quarter this year, reflecting the impact of the $7.7 million impairment charge, versus $4.2 million in fiscal 2022, representing (4.6)% and 6.3% of revenue, respectively, for each period.

For the three months ended September 30, 2023 and 2022, respectively, DLH recorded a $(2.0) million and $0.8 million of income tax (benefit)/expense. The Company reported net (loss)/income of approximately $(2.6) million, or $(0.18) per diluted share, for the fourth quarter of fiscal 2023 versus $3.4 million, or $0.24 per diluted share, for the fourth quarter of fiscal 2022. Adjusted Net Income was $2.3 million versus $3.7 million in the prior-year period


resulting in Adjusted Diluted EPS of $0.16 and $0.26 for each respective period. As a percentage of revenue for the fourth quarter of fiscal 2023 and 2022, net loss and net income were (2.6%) and 5.1%, respectively.

On a non-GAAP basis, EBITDA for the three months ended September 30, 2023, was approximately $4.4 million versus $6.6 million in the prior-year period, or 4.4% and 9.8% of revenue, respectively. Adjusted EBITDA1 was $12.1 million versus $7.0 million in the prior-year period, or 11.9% and 10.8% of Adjusted Revenue, respectively.
Key Financial Indicators
During fiscal 2023, DLH generated $31.0 million in operating cash. As of September 30, 2023, the Company had cash of $0.2 million and debt outstanding under its credit facilities of $179.4 million versus cash of $0.2 million and debt outstanding of $20.4 million as of September 30, 2022, before the acquisition of GRSi. The Company expects to reduce its total debt balance to between $157.0 million and $153.0 million by the end of fiscal 2024.

As of September 30, 2023, total backlog was approximately $704.8 million, including funded backlog of approximately $169.9 million and unfunded backlog of $534.9 million.
Conference Call and Webcast Details
DLH management will discuss fourth quarter results and provide a general business update, including current competitive conditions and strategies, during a conference call beginning at 10:00 AM Eastern Time tomorrow, December 7, 2023. Interested parties may listen to the conference call by dialing 888-347-5290 or 412-317-5256. Presentation materials will also be posted on the Investor Relations section of the DLH website prior to the commencement of the conference call.

A digital recording of the conference call will be available for replay two hours after the completion of the call and can be accessed on the DLH Investor Relations website or by dialing 877-344-7529 and entering the conference ID 4720443.

About DLH
DLH (NASDAQ: DLHC) enhances technology, public health, and cyber security readiness missions through science, technology, cyber, and engineering solutions and services. Our experts solve some of the most complex and critical missions faced by federal customers, leveraging digital transformation, artificial intelligence, advanced analytics, cloud-based applications, telehealth systems, and more. With over 3,200 employees dedicated to the idea that “Your Mission is Our Passion,” DLH brings a unique combination of government sector experience, proven methodology, and unwavering commitment to innovative solutions to improve the lives of millions. For more information, visit www.DLHcorp.com.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995:
This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements relate to future events or DLH`s future financial performance. Any statements that refer to expectations, projections or other characterizations of future events or circumstances or that are not statements of historical fact (including without limitation statements to the effect that the Company or its management “believes”, “expects”, “anticipates”, “plans”, “intends” and similar expressions) should be
1 Adjusted Net Income, Adjusted Operating Income, Adjusted Diluted Earnings Per Share, EBITDA, Adjusted EBITDA, EBITDA Margin on Revenue, and Adjusted EBITDA Margin on Adjusted Revenue are non-GAAP financial measures. See “Non-GAAP Financial Measures” below for additional detail.


considered forward looking statements that involve risks and uncertainties which could cause actual events or DLH’s actual results to differ materially from those indicated by the forward-looking statements. Forward-looking statements in this release include, among others, statements regarding estimates of future revenues, operating income, earnings and cash flow. These statements reflect our belief and assumptions as to future events that may not prove to be accurate. Our actual results may differ materially from such forward-looking statements made in this release due to a variety of factors, including: the risk that we will not realize the anticipated benefits of our acquisition of GRSi or any other acquisitions (including anticipated future financial performance and results); the diversion of management’s attention from normal daily operations of the business and the challenges of managing larger and more widespread operations resulting from our recent acquisition; the inability to retain employees and customers; contract awards in connection with re-competes for present business and/or competition for new business; our ability to manage our increased debt obligations; compliance with bank financial and other covenants; changes in client budgetary priorities; government contract procurement (such as bid and award protests, small business set asides, loss of work due to organizational conflicts of interest, etc.) and termination risks; the ability to successfully integrate the operations of GRSi or any future acquisitions; the impact of inflation and higher interest rates; and other risks described in our SEC filings. For a discussion of such risks and uncertainties which could cause actual results to differ from those contained in the forward-looking statements, see “Risk Factors” in the Company’s periodic reports filed with the SEC, including our Annual Report on Form 10-K for the fiscal year ended September 30, 2023, as well as subsequent reports filed thereafter. The forward-looking statements contained herein are not historical facts, but rather are based on current expectations, estimates, assumptions and projections about our industry and business.

Such forward-looking statements are made as of the date hereof and may become outdated over time. The Company does not assume any responsibility for updating forward-looking statements, except as may be required by law.

CONTACTS:
INVESTOR RELATIONS
Contact: Chris Witty
Phone: 646-438-9385
Email: cwitty@darrowir.com
TABLES TO FOLLOW


DLH HOLDINGS CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts in thousands except per share amounts)


Three Months EndedTwelve Months Ended
September 30,September 30,
2023202220232022
Revenue$101,476 $67,233 $375,872 $395,173 
Cost of Operations
Contract costs79,238 51,701 296,016 322,886 
General and administrative costs10,172 8,551 37,795 30,730 
Impairment loss of long-lived asset 7,673 — 7,673 — 
Corporate development costs— 364 1,735 614 
Depreciation and amortization4,281 1,926 15,562 7,665 
Total operating costs101,364 62,542 358,781 361,895 
Income from operations112 4,691 17,091 33,278 
Interest expense4,760 477 16,271 2,215 
Income before provision for income taxes(4,648)4,214 820 31,063 
Provision for income taxes(2,018)772 (641)7,775 
Net income$(2,630)$3,442 $1,461 $23,288 
Net income per share - basic$(0.19)$0.27 $0.11 $1.82 
Net income per share - diluted$(0.18)$0.24 $0.10 $1.64 
Weighted average common shares outstanding
Basic13,901 12,980 13,704 12,830 
Diluted14,579 14,307 14,431 14,179 




DLH HOLDINGS CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Amounts in thousands except par value of shares)
September 30,
2023		September 30,
2022
ASSETS
Current assets:
Cash$215 $228 
Accounts receivable59,119 40,496 
Other current assets3,067 2,878 
Total current assets62,401 43,602 
Goodwill138,161 65,643 
Intangible assets, net124,777 40,884 
Operating lease right-of-use assets9,656 16,851 
Deferred taxes, net3,070 — 
Equipment and improvements, net1,590 1,704 
Other long-term assets186 328 
Total assets$339,841 $169,012 
LIABILITIES AND SHAREHOLDERS’ EQUITY 
Current liabilities: 
Accounts payable and accrued liabilities$29,704 $26,862 
Debt obligations - current, net of deferred financing costs17,188 — 
Accrued payroll13,794 9,444 
Operating lease liabilities - current3,463 2,235 
Other current liabilities638 — 
Total current liabilities64,787 38,541 
Long-term liabilities:
Debt obligations - long-term, net of deferred financing costs155,147 20,416 
Operating lease liabilities - long-term15,908 16,461 
Deferred taxes, net— 1,534 
Other long-term liabilities1,560 — 
Total long-term liabilities172,615 38,411 
Total liabilities237,402 76,952 
Shareholders' equity:
Common stock, $0.001 par value; authorized 40,000 shares; issued and outstanding 13,950 and 13,047 at September 30, 2023 and 2022, respectively
14 13 
Additional paid-in capital99,974 91,057 
Retained earnings2,451 990 
Total shareholders’ equity102,439 92,060 
Total liabilities and shareholders' equity$339,841 $169,012 




DLH HOLDINGS CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands) 
Twelve Months Ended
 September 30,
20232022
Operating activities
Net income$1,461 $23,288 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization15,562 7,665 
Amortization of deferred financing costs charged to interest expense2,182 664 
Stock-based compensation expense1,922 2,608 
Deferred taxes, net(4,604)358 
Impairment loss of long-lived asset7,673 — 
Changes in operating assets and liabilities
Accounts receivable6,845 (7,049)
Other assets1,757 1,387 
Accrued payroll(3,477)319 
Deferred revenue— (22,273)
Accounts payable and accrued liabilities(75)(5,855)
Other liabilities1,787 131 
Net cash provided by operating activities
31,033 1,243 
Investing activities
Business acquisition, net of cash acquired(180,572)— 
Purchase of equipment and improvements(625)(872)
Net cash used in investing activities(181,197)(872)
Financing activities
Proceeds from revolving line of credit205,268 — 
Repayment of revolving line of credit(195,721)— 
Proceeds from debt obligations168,000 17,000 
Repayments of debt obligations(20,188)(41,750)
Payments of deferred financing costs(7,666)— 
Proceeds from issuance of common stock upon exercise of options and warrants1,108 837 
Payment of tax obligations resulting from net exercise of stock options(650)(281)
Net cash provided by (used in) financing activities150,151 (24,194)
Net change in cash(13)(23,823)
Cash - beginning of year228 24,051 
Cash - end of year$215 $228 
Supplemental disclosures of cash flow information
Cash paid during the year for interest$14,153 $1,528 
Cash paid during the year for income taxes$5,604 $9,282 
Supplemental disclosures of non-cash activity
Common stock surrendered for the exercise of stock options$238 $256 



Non-GAAP Financial Measures
The Company is presenting additional non-GAAP measures regarding its financial performance for the fiscal years ended September 30, 2023 and 2022. The measures presented are Adjusted Revenue, Adjusted Operating Income, Adjusted Net Income, Adjusted Diluted Earnings Per Share ("EPS"), Earnings Before Interest Taxes Depreciation and Amortization (“EBITDA”), EBITDA Margin on Revenue, Adjusted EBITDA, and Adjusted EBITDA Margin on Adjusted Revenue. In calculating these measures, we have added the corporate development costs associated with completing the GRSi acquisition to our results for fiscal year 2023 and 2022, removed the impairment loss on certain real estate assets, and removed the contribution from the FEMA task orders from the results for fiscal year 2022. These resulting measures present the quarterly and annual financial performance compared to results delivered in the prior year period. Definitions of these additional non-GAAP measures are set forth below.

We have prepared these additional non-GAAP measures to eliminate the impact of items that we do not consider indicative of ongoing operating performance due to their inherently unusual or extraordinary nature. These non-GAAP measures of performance are used by management to conduct and evaluate its business during its review of operating results for the periods presented. Management and the Company's Board utilize these non-GAAP measures to make decisions about the use of the Company's resources, analyze performance between periods, develop internal projections and measure management performance. We believe that these non-GAAP measures are useful to investors in evaluating the Company's ongoing operating and financial results and understanding how such results compare with the Company's historical performance.

These supplemental performance measurements may vary from and may not be comparable to similarly titled measures by other companies in our industry. Adjusted Revenue, Adjusted Operating Income, Adjusted Net Income, Adjusted Diluted EPS, EBITDA, Adjusted EBITDA, EBITDA Margin on Revenue, and Adjusted EBITDA Margin on Adjusted Revenue are not recognized measurements under accounting principles generally accepted in the United States, or GAAP, and when analyzing our performance investors should (i) evaluate each adjustment in our reconciliation to the nearest GAAP financial measures and (ii) use the aforementioned non-GAAP measures in addition to, and not as an alternative to, revenue, operating income, net income or diluted EPS, as measures of operating results, each as defined under GAAP. We have defined these non-GAAP measures as follows:

“Adjusted Revenue” represents revenue less the contribution to revenue from the short-term FEMA task orders.

“Adjusted Operating Income” represents operating income plus the corporate development costs associated with completing the GRSi acquisition in fiscal 2023 and 2022 and the impairment loss on the right of use asset incurred only in fiscal 2023, less the contribution from the FEMA task orders, which occurred only in fiscal 2022.

“Adjusted Net Income” represents net income including the corporate development costs associated with completing the acquisition, the impairment loss on the right of use asset, as well as the FEMA task orders.

“Adjusted Diluted EPS” represents diluted EPS calculated using Adjusted Net Income as opposed to net income.

"EBITDA" represents net income before income taxes, interest, depreciation and amortization.

“Adjusted EBITDA” represents net income before income taxes, interest, depreciation and amortization and the corporate costs associated with completing the acquisition, the impairment loss on the right of use asset less the contribution from FEMA task orders.

“Adjusted EBITDA Margin on Adjusted Revenue” is calculated as Adjusted EBITDA divided by Adjusted Revenue.



Below is a reconciliation of Adjusted Revenue, Adjusted Operating Income, Adjusted Net Income, Adjusted Diluted EPS, EBITDA, Adjusted EBITDA, EBITDA Margin on Revenue and Adjusted EBITDA Margin on Adjusted Revenue reported for the three months and fiscal years ended September 30, 2023 and 2022 compared to the most directly comparable financial measure calculated and presented in accordance with GAAP as follows (in thousands except for per share amounts):


Three Months Ended
Twelve Months Ended
September 30,September 30,
20232022Change20232022Change
Adjusted Revenue
Revenue$101,476$67,233$34,243$375,872$395,173$(19,301)
Less: FEMA task orders to support Alaska (a)
————125,773(125,773)
Adjusted Revenue$101,476$67,233$34,243$375,872$269,400$106,472
Adjusted Operating Income
Operating Income$112$4,691$(4,579)$17,091$33,278$(16,187)
Impairment loss of long-lived asset (c)
7,673—7,6737,673—7,673
Corporate development costs (b)—364(364)1,7356141,121
Less: FEMA task orders to support Alaska (d)
————12,479(12,479)
Adjusted Operating Income$7,785$5,055$2,730$26,499$21,413$5,086
Adjusted Net income (e)
Net Income$(2,630)3,442$(6,072)$1,46123,288$(21,827)
Impairment loss of long-lived asset (c)
7,673—7,6737,673—7,673
Corporate development costs (b)—364(364)1,7356141,121
Less: FEMA task orders to support Alaska (d)
— ——— 12,479(12,479)
Adjustment for tax effect (g)(2,714)(67)(2,647)(2,993)3,007(6,000)
Adjusted Net Income$2,329$3,739$(1,410)$7,876$14,430$(6,554)
Adjusted Diluted Earnings Per Share (f)
Weighted average diluted shares outstanding14,579 14,307 27214,431 14,179 252
Diluted earnings per share$(0.18)$0.24$(0.42)$0.10$1.64$(1.54)
Adjusted Diluted Earnings Per Share$0.16$0.26$(0.10)$0.55$1.01$(0.46)
EBITDA, Adjusted EBITDA, EBITDA Margin on Revenue & Adjusted EBITDA Margin on Adjusted Revenue
Net Income$(2,630)$3,442$(6,072)$1,461$23,288$(21,827)
Interest expense4,7604774,28316,2712,21514,056
Depreciation and amortization4,2811,9262,35515,5627,6657,897
Provision for income taxes(2,018)772(2,790)(641)7,775(8,416)
EBITDA$4,393$6,617$(2,224)$32,653$40,943$(8,290)
Corporate development costs (b)—364(364)1,7356141,121
Impairment loss of long-lived asset (c)
7,673—7,6737,673—7,673
Less: FEMA task order to support Alaska (d)
————12,479(12,479)
Adjusted EBITDA$12,066$6,981$5,085$42,061$29,078$12,983
Net income margin on Revenue(2.6)%5.1%0.4%5.9%
EBITDA Margin on Revenue4.3%9.8%8.7%10.4%
Adjusted EBITDA Margin on Adjusted Revenue11.9%10.4%11.2%10.8%
    
(a): Represents revenue adjusted to exclude revenue from the short-term FEMA task orders during the fiscal year ended September 30, 2022.



(b): Represents corporate development costs we incurred to complete the GRSi transaction. These costs primarily include legal counsel, financial due diligence, customer market analysis and representation and warranty insurance premiums.

(c): Represents impairment loss of certain long-lived real estate assets associated with a reduction of the fair value of an asset prompted by a triggering event. During the fourth quarter of fiscal 2023, DLH reduced its leased office space requirement by consolidating underutilized premises as part of an ongoing facility rationalization effort, to accurately reflect the operational needs of the business. As a result, the Company has determined that its Right of Use Assets experienced a reduction in fair value below its associated carrying value and recorded a $7.7 million loss of fair value.

(d):Adjusted operating income represents the Company’s consolidated operating income, determined in accordance with GAAP, adjusted to add the corporate development costs associated with the GRSi acquisition for fiscal year 2023, adjusted to add back the impairment loss of certain real estate assets and adjusted to exclude the operating income derived from the FEMA task orders. Operating income for the FEMA task orders for the fiscal year ended September 30, 2022, is derived by subtracting from the revenue attributable to the task orders of $125.8 million the following amounts associated with such task orders: contract costs $112.1 million and general & administrative costs of $1.2 million.

(e) Adjusted net income represents the Company’s consolidated net income, determined in accordance with GAAP, adding back the impairment loss of long-lived assets and corporate development costs as defined, less the net income derived from the FEMA task orders. There was no net income derived from the FEMA task orders during the fiscal year ended September 30, 2023. For the fiscal year ended September 30, 2022, net income for the FEMA task orders is derived by subtracting from the revenue attributable to the task orders of $125.8 million the following amounts associated with such task orders: contract costs of $112.1 million, general & administrative costs of $1.2 million, and provision for income taxes of $3.2 million.

(f) Adjusted diluted earnings per share (adjusted diluted EPS) is calculated by adding back the effect on the Company's diluted EPS determined in accordance with GAAP, of the impairment loss of long-lived assets and corporate development costs as defined, as well as their tax effect as defined, and subtracting the effect on diluted EPS for the FEMA task orders.

(g) Tax effect is the impact the tax expense per the tax provision

v3.23.3
Cover
Dec. 06, 2023
Cover [Abstract]  
Document Type 8-K
Document Period End Date Dec. 06, 2023
Entity Registrant Name DLH Holdings Corp.
Entity Incorporation, State or Country Code NJ
Entity File Number 0-18492
Entity Tax Identification Number 22-1899798
Entity Address, Address Line One 3565 Piedmont Road, NE
Entity Address, Address Line Two Building 3
Entity Address, Address Line Three Suite 700
Entity Address, City or Town Atlanta
Entity Address, State or Province GA
Entity Address, Postal Zip Code 30305
City Area Code 770
Local Phone Number 554-3545
Title of 12(b) Security Common Stock
Trading Symbol DLHC
Security Exchange Name NASDAQ
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Central Index Key 0000785557
Amendment Flag false
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