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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 27, 2024
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from              to  
Commission file number 001-33072
Leidos Holdings, Inc.
(Exact name of registrant as specified in its charter)
Delaware20-3562868
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
1750 Presidents Street,Reston,Virginia20190
(Address of principal executive offices)(Zip Code)
(571) 526-6000
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading symbol(s)Name of each exchange on which registered
Common stock, par value $.0001 per shareLDOSNew York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes     No  ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes     No  ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filerAccelerated filer
Non-accelerated filerSmaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  ☐   No    
The number of shares issued and outstanding of each of the issuer’s classes of common stock as of October 22, 2024, was 133,433,109 shares of common stock ($.0001 par value per share).



LEIDOS HOLDINGS, INC.
FORM 10-Q
TABLE OF CONTENTS
Part IPage
Item 1.
Item 2.
Item 3.
Item 4.
Part II
Item 1.
Item 1A.
Item 2.
Item 3.
Item 4.
Item 5.
Item 6.


PART I—FINANCIAL INFORMATION

Item 1. Financial Statements.
LEIDOS HOLDINGS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
September 27,
2024
December 29,
2023
 
(unaudited; in millions, except share and per share data)
Assets:  
Cash and cash equivalents$1,185 $777 
Receivables, net2,706 2,429 
Inventory, net323 310 
Other current assets451 489 
Total current assets4,665 4,005 
Property, plant and equipment, net992 961 
Intangible assets, net558 667 
Goodwill6,123 6,112 
Operating lease right-of-use assets, net459 512 
Other long-term assets541 438 
Total assets$13,338 $12,695 
Liabilities:  
Accounts payable and accrued liabilities$2,287 $2,277 
Accrued payroll and employee benefits903 695 
Current portion of long-term debt592 18 
Total current liabilities3,782 2,990 
Long-term debt, net of current portion4,081 4,664 
Operating lease liabilities467 516 
Other long-term liabilities341 267 
Total liabilities8,671 8,437 
Commitments and contingencies (Note 11)
Stockholders’ equity:  
Common stock, $0.0001 par value, 500,000,000 shares authorized, 133,337,275 and 135,766,419 shares issued and outstanding at September 27, 2024, and December 29, 2023, respectively
  
Additional paid-in capital1,469 1,885 
Retained earnings3,179 2,364 
Accumulated other comprehensive loss(34)(48)
Total Leidos stockholders’ equity4,614 4,201 
Non-controlling interest53 57 
Total stockholders' equity4,667 4,258 
Total liabilities and stockholders' equity$13,338 $12,695 

See accompanying notes to condensed consolidated financial statements.

1

LEIDOS HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
Three Months EndedNine Months Ended
 September 27,
2024
September 29,
2023
September 27,
2024
September 29,
2023
 
(unaudited; in millions, except per share data)
Revenues$4,190 $3,921 $12,297 $11,458 
Cost of revenues3,428 3,334 10,192 9,809 
Selling, general and administrative expenses247 239 704 709 
Acquisition, integration and restructuring costs3 5 14 14 
Goodwill impairment charges 599  599 
Asset impairment charges6 88 6 88 
Equity earnings of non-consolidated subsidiaries(10)(8)(25)(21)
Operating income (loss)
516 (336)1,406 260 
Non-operating income (expense):
Interest expense, net(46)(53)(146)(163)
Other income (expense), net
 1 4 (4)
Income (loss) before income taxes
470 (388)1,264 93 
Income tax expense
(108)(8)(295)(115)
Net income (loss)
362 (396)969 (22)
Less: net (loss) income attributable to non-controlling interest
(2)3 (1)8 
Net income (loss) attributable to Leidos common stockholders
$364 $(399)$970 $(30)
Earnings per share:
Basic
$2.72 $(2.91)$7.19 $(0.22)
Diluted
2.68 (2.91)7.13 (0.22)

See accompanying notes to condensed consolidated financial statements.

2

LEIDOS HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
Three Months EndedNine Months Ended
 September 27,
2024
September 29,
2023
September 27,
2024
September 29,
2023
 (unaudited; in millions)
Net income (loss)
$362 $(396)$969 $(22)
Foreign currency translation adjustments
37 (31)18 (19)
Unrecognized loss on derivative instruments
(5) (4)(1)
Pension adjustments(1)(1) (2)
Total other comprehensive income (loss), net of taxes
31 (32)14 (22)
Comprehensive income (loss)
393 (428)983 (44)
Less: net (loss) income attributable to non-controlling interest
(2)3 (1)8 
Comprehensive income (loss) attributable to Leidos common stockholders
$395 $(431)$984 $(52)

See accompanying notes to condensed consolidated financial statements.

3

LEIDOS HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY


 Shares of common stockAdditional
paid-in
capital
Retained earningsAccumulated
other comprehensive
income (loss)
Leidos stockholders' equityNon-controlling interestTotal stockholders' equity
(unaudited; in millions, except per share data)
Balance at December 29, 2023136 $1,885 $2,364 $(48)$4,201 $57 $4,258 
Net income (loss)— — 284 — 284 (1)283 
Other comprehensive loss, net of taxes— — — (24)(24)— (24)
Issuances of stock— 14 — — 14 — 14 
Repurchases of stock and other
(1)(184)— — (184)— (184)
Dividends of $0.38 per share
— (53)— (53)— (53)
Stock-based compensation— 20 — — 20 — 20 
Net capital distributions to non-controlling interest— — — — — (1)(1)
Balance at March 29, 2024135 $1,735 $2,595 $(72)$4,258 $55 $4,313 
Net income— — 322 — 322 2 324 
Other comprehensive income, net of taxes— — — 7 7 — 7 
Issuances of stock1 14 — — 14 — 14 
Repurchases of stock and other(1)(115)— — (115)— (115)
Dividends of $0.38 per share
— — (51)— (51)— (51)
Stock-based compensation— 20 — — 20 — 20 
Net capital distributions to non-controlling interest— — — — — (2)(2)
Balance at June 28, 2024135 $1,654 $2,866 $(65)$4,455 $55 $4,510 
Net income (loss)
— — 364 — 364 (2)362 
Other comprehensive income, net of taxes
— — — 31 31 — 31 
Issuances of stock— 1 — — 1 — 1 
Repurchases of stock and other(2)(205)— — (205)— (205)
Dividends of $0.38 per share
— — (51)— (51)— (51)
Stock-based compensation— 19 — — 19 — 19 
Balance at September 27, 2024
133 $1,469 $3,179 $(34)$4,614 $53 $4,667 



See accompanying notes to condensed consolidated financial statements.

4

LEIDOS HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

Shares of common stockAdditional
paid-in
capital
Retained earningsAccumulated
other comprehensive
income (loss)
Leidos stockholders' equityNon-controlling interestTotal stockholders' equity
(unaudited; in millions, except per share data)
Balance at December 30, 2022137 $2,005 $2,367 $(73)$4,299 $54 $4,353 
Net income— — 162 — 162 2 164 
Other comprehensive income, net of taxes— — — 9 9 — 9 
Issuances of stock— 14 — — 14 — 14 
Repurchases of stock and other
— (43)— — (43)— (43)
Dividends of $0.36 per share
— — (50)— (50)— (50)
Stock-based compensation— 18 — — 18 — 18 
Net capital distributions to non-controlling interest— — — — — (1)(1)
Balance at March 31, 2023137 $1,994 $2,479 $(64)$4,409 $55 $4,464 
Net income— — 207 — 207 3 210 
Other comprehensive income, net of taxes
— — — 1 1 — 1 
Issuances of stock— 14 — — 14 — 14 
Dividends of $0.36 per share
— — (50)— (50)— (50)
Stock-based compensation— 19 — — 19 — 19 
Net capital distributions to non-controlling interest— (3)— — (3)(2)(5)
Balance at June 30, 2023
137 $2,024 $2,636 $(63)$4,597 $56 $4,653 
Net (loss) income
— — (399)— (399)3 (396)
Other comprehensive loss, net of taxes— — — (32)(32)— (32)
Issuances of stock1 12 — — 12 — 12 
Repurchases of stock and other— (1)— — (1)— (1)
Dividends of $0.36 per share
— — (51)— (51)— (51)
Stock-based compensation— 20 — — 20 — 20 
Net capital distributions to non-controlling interest— — — — — (2)(2)
Balance at September 29, 2023
138 $2,055 $2,186 $(95)$4,146 $57 $4,203 
See accompanying notes to condensed consolidated financial statements.

5


LEIDOS HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Nine Months Ended
 September 27,
2024
September 29,
2023
 (unaudited; in millions)
Cash flows from operations:  
Net income (loss)$969 $(22)
Adjustments to reconcile net income (loss) to net cash provided by operations:
Depreciation and amortization211 248 
Stock-based compensation59 57 
Deferred income taxes(96)(192)
Goodwill impairment charges 599 
Asset impairment charges6 88 
Other5 25 
Change in assets and liabilities, net of effects of acquisitions:
Receivables(260)(109)
Other current assets and other long-term assets102 141 
Accounts payable and accrued liabilities and other long-term liabilities(149)22 
Accrued payroll and employee benefits208 105 
Income taxes receivable/payable38 (101)
Net cash provided by operating activities1,093 861 
Cash flows from investing activities:
Acquisition of a business, net of cash acquired (6)
Payments for property, equipment and software(63)(129)
Net proceeds from sale of assets2  
Other5  
Net cash used in investing activities(56)(135)
Cash flows from financing activities:
Proceeds from debt issuance 1,743 
Repayments of borrowings(14)(2,041)
Payments for debt issuance costs (7)
Dividend payments(155)(150)
Repurchases of stock and other(500)(44)
Proceeds from issuances of stock28 37 
Net capital distributions to non-controlling interests(3)(8)
Net cash used in financing activities(644)(470)
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash5  
Net increase in cash, cash equivalents and restricted cash
398 256 
Cash, cash equivalents and restricted cash at beginning of period928 683 
Cash, cash equivalents and restricted cash at end of period1,326 939 
Less: restricted cash at end of period141 189 
Cash and cash equivalents at end of period$1,185 $750 
See accompanying notes to condensed consolidated financial statements.

6


LEIDOS HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS [CONTINUED]
Nine Months Ended
September 27,
2024
September 29,
2023
(unaudited; in millions)
Supplementary cash flow information:
Cash paid for income taxes, net of refunds$276 $325 
Cash paid for interest167 160 
Non-cash investing activity:
Property, plant and equipment additions$72 $2 
Non-cash financing activity:
Finance lease obligations$ $65 
See accompanying notes to condensed consolidated financial statements.

7

LEIDOS HOLDINGS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


Note 1–Basis of Presentation and Summary of Significant Accounting Policies
Nature of Operations and Basis of Presentation
Leidos Holdings, Inc. ("Leidos"), a Delaware corporation, is a holding company whose direct 100%-owned subsidiary and principal operating company is Leidos, Inc. Leidos, a member of the Fortune 500®, is a dynamic innovation company that is at the forefront of addressing the world’s most challenging issues in national security and health sectors. With a global workforce of approximately 48,000, Leidos is committed to developing smarter technology solutions, particularly for customers in highly regulated industries. Leidos' customers include the U.S. Department of Defense ("DoD"), the U.S. Intelligence Community, the U.S. Department of Homeland Security, the Federal Aviation Administration, the Department of Veterans Affairs, National Aeronautics and Space Administration ("NASA") and many other U.S. civilian, state and local government agencies, foreign government agencies and commercial businesses. Unless indicated otherwise, references to "we," "us" and "our" refer collectively to Leidos Holdings, Inc. and its consolidated subsidiaries.
During the quarter ended March 29, 2024, we completed a realignment of our segment and reporting structure, which resulted in the identification of four reportable segments: National Security & Digital, Health & Civil, Commercial & International and Defense Systems. We commenced operating and reporting under the new organizational structure effective the first day of fiscal 2024. In addition, we separately present the unallocable costs associated with corporate functions as Corporate. As a result of this change, prior year segment results and disclosures have been recast to reflect the current reportable segment structure.
We have a controlling interest in Mission Support Alliance, LLC ("MSA"), a joint venture with Centerra Group, LLC. We also have a controlling interest in Hanford Mission Integration Solutions, LLC ("HMIS"), the legal entity for the follow-on contract to MSA's contract and a joint venture with Centerra Group, LLC and Parsons Government Services, Inc. The financial results for MSA and HMIS are consolidated into our unaudited condensed consolidated financial statements. The unaudited condensed consolidated financial statements also include the balances of all voting interest entities in which Leidos has a controlling voting interest ("subsidiaries") and a variable interest entity ("VIE") in which Leidos is the primary beneficiary. The consolidated balances of the VIE are not material to the unaudited condensed consolidated financial statements for the periods presented. Intercompany accounts and transactions between consolidated companies have been eliminated in consolidation.
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the rules of the U.S. Securities and Exchange Commission and accounting principles generally accepted in the United States of America ("GAAP"). Certain disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingencies at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting periods. Management evaluates these estimates and assumptions on an ongoing basis, including those relating to estimated profitability of long-term contracts, indirect billing rates, allowances for doubtful accounts, inventories, right-of-use assets and lease liabilities, fair value and impairment of intangible assets and goodwill, income taxes, stock-based compensation expense and contingencies. These estimates have been prepared by management on the basis of the most current and best available information; however, actual results could differ materially from those estimates.
Certain amounts in the prior year financial statements have been reclassified to conform to the current year presentation. We combined "Deferred tax liabilities" into "Other long-term liabilities" on the condensed consolidated balance sheets.
In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, which consist of normal recurring adjustments, necessary for a fair presentation thereof. The results reported in these unaudited condensed consolidated financial statements are not necessarily indicative of the results that may be expected for the entire year. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Annual Report on Form 10-K filed on February 13, 2024.
8

LEIDOS HOLDINGS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Accounting Standards Updates Issued But Not Yet Adopted
ASU 2023-07 Segment Reporting
In November 2023, the FASB issued ASU 2023-07, to improve reportable segment disclosure requirements. This update requires companies to disclose significant segment expense categories that are regularly provided to the chief operating decision maker ("CODM") on an interim and annual basis and expands disclosure requirements for interim reporting. Companies must also disclose how segment measures of profit or loss are used by the CODM.
The amendments in this update are effective for public entities for annual periods beginning after December 15, 2023, and interim periods beginning after December 15, 2024. The amendments should be adopted on a retrospective basis and early adoption is permitted. We will adopt these amendments for annual disclosures in fiscal 2024 and interim disclosures in fiscal 2025.
ASU 2023-09 Income Taxes
In December 2023, the FASB issued ASU 2023-09, to enhance the transparency and usefulness of income tax disclosures. The update requires enhancements to the annual rate reconciliation, including disclosure of specific categories and additional information for reconciling items meeting a quantitative threshold. The update also requires disclosure of income taxes paid disaggregated by federal, state and foreign taxes, and individual jurisdictions meeting a quantitative threshold.
The amendments in this update are effective for public business entities for annual periods beginning after December 15, 2024, and may be adopted on a prospective or retrospective basis. Early adoption is permitted. We are currently evaluating the impacts of this update and plan to adopt these amendments using the prospective approach for annual disclosures in fiscal 2025.
Changes in Estimates on Contracts
Changes in estimates related to contracts accounted for using the cost-to-cost method of accounting are recognized in the period in which such changes are made for the inception-to-date effect of the changes, with the exception of contracts acquired through a business combination, where the adjustment is made for the period commencing from the date of acquisition.
Changes in estimates on contracts were as follows:
Three Months EndedNine Months Ended
September 27,
2024
September 29,
2023
September 27,
2024
September 29,
2023
(in millions, except per share data)
Favorable impact$58 $40 $125 $102 
Unfavorable impact(28)(24)(107)(62)
Net impact to income before income taxes$30 $16 $18 $40 
Impact on diluted EPS attributable to Leidos common stockholders
$0.17 $0.09 $0.10 $0.22 
The unfavorable impact for the nine months ended September 27, 2024, included $41 million in write-downs on programs within our UK operations related to cost increases and schedule delays.
The impact on diluted earnings per share ("EPS") attributable to Leidos common stockholders is calculated using the statutory tax rate.
Revenue Recognized from Prior Obligations
Revenue recognized from performance obligations satisfied in previous periods was $78 million and $12 million for the three and nine months ended September 27, 2024, respectively, and $13 million and $14 million for the three and nine months ended September 29, 2023, respectively. The changes primarily relate to revisions of variable consideration including award and incentive fees, and revisions to estimates at completion resulting from changes in contract scope, mitigation of contract risks or true-ups of contract estimates at the end of contract performance.
9

LEIDOS HOLDINGS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Cash and Cash Equivalents
Our cash equivalents are primarily comprised of investments in several large institutional money market accounts, with original maturity of three months or less. At September 27, 2024, and December 29, 2023, $91 million and $136 million, respectively, of outstanding payments were included within "Cash and cash equivalents" and "Accounts payable and accrued liabilities" correspondingly on the condensed consolidated balance sheets.
Restricted Cash
We have restricted cash balances, primarily representing advances from customers that are restricted for use on certain expenditures related to that customer's contract. Restricted cash balances are included as "Other current assets" in the condensed consolidated balance sheets. Our restricted cash balances were $141 million and $151 million at September 27, 2024, and December 29, 2023, respectively.
Note 2–Revenues
Remaining Performance Obligations
Remaining performance obligations ("RPO") represent the expected value of exercised contracts, both funded and unfunded, less revenue recognized to date. RPO does not include unexercised option periods and future potential task orders expected to be awarded under indefinite delivery/indefinite quantity ("IDIQ") contracts, General Services Administration Schedule or other master agreement contract vehicles, with the exception of certain IDIQ contracts where task orders are not competitively awarded and separately priced but instead are used as a funding mechanism, and where there is a basis for estimating future revenues and funding on future anticipated task orders.
As of September 27, 2024, we had $16 billion of RPO and expect to recognize approximately 66% and 82% over the next 12 months and 24 months, respectively, with the remainder to be recognized thereafter.
Disaggregation of Revenues
We disaggregate revenues by customer-type, contract-type and geographic location for each of our reportable segments.
Disaggregated revenues by customer-type were as follows:
Three Months Ended September 27, 2024
National Security & Digital
Health & Civil
Commercial & International
Defense SystemsTotal
(in millions)
DoD and U.S. Intelligence Community
$1,281 $243 $15 $475 $2,014 
Other U.S. government agencies(1)
540 964 114 18 1,636 
Commercial and non-U.S. customers
26 16 448 29 519 
Total$1,847 $1,223 $577 $522 $4,169 
Three Months Ended September 29, 2023
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
DoD and U.S. Intelligence Community
$1,235 $257 $11 $444 $1,947 
Other U.S. government agencies(1)
570 776 91 31 1,468 
Commercial and non-U.S. customers
33 16 446 (13)482 
Total$1,838 $1,049 $548 $462 $3,897 
(1) Includes federal government agencies other than the DoD and U.S. Intelligence Community, as well as state and local government agencies.
10

LEIDOS HOLDINGS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Nine Months Ended September 27, 2024
National Security & Digital
Health & Civil
Commercial & International
Defense SystemsTotal
(in millions)
DoD and U.S. Intelligence Community$3,749 $755 $29 $1,341 $5,874 
Other U.S. government agencies(1)
1,585 2,867 268 64 4,784 
Commercial and non-U.S. customers87 48 1,348 86 1,569 
Total$5,421 $3,670 $1,645 $1,491 $12,227 
Nine Months Ended September 29, 2023
National Security & Digital
Health & Civil
Commercial & International
Defense SystemsTotal
(in millions)
DoD and U.S. Intelligence Community$3,582 $797 $26 $1,219 $5,624 
Other U.S. government agencies(1)
1,682 2,230 236 91 4,239 
Commercial and non-U.S. customers99 45 1,319 63 1,526 
Total$5,363 $3,072 $1,581 $1,373 $11,389 
(1) Includes federal government agencies other than the DoD and U.S. Intelligence Community, as well as state and local government agencies.
Disaggregated revenues by contract-type were as follows:
Three Months Ended September 27, 2024
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
Cost-reimbursement and fixed-price-incentive-fee
$980 $433 $94 $326 $1,833 
Firm-fixed-price511 737 378 155 1,781 
Time-and-materials and fixed-price-level-of-effort
356 53 105 41 555 
Total$1,847 $1,223 $577 $522 $4,169 
Three Months Ended September 29, 2023
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
Cost-reimbursement and fixed-price-incentive-fee
$993 $467 $89 $301 $1,850 
Firm-fixed-price509 537 367 134 1,547 
Time-and-materials and fixed-price-level-of-effort
336 45 92 27 500 
Total$1,838 $1,049 $548 $462 $3,897 
11

LEIDOS HOLDINGS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Nine Months Ended September 27, 2024
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
Cost-reimbursement and fixed-price-incentive-fee$2,874 $1,331 $269 $940 $5,414 
Firm-fixed-price1,497 2,176 1,049 437 5,159 
Time-and-materials and fixed-price-level-of-effort1,050 163 327 114 1,654 
Total$5,421 $3,670 $1,645 $1,491 $12,227 
Nine Months Ended September 29, 2023
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
Cost-reimbursement and fixed-price-incentive-fee$2,876 $1,542 $263 $840 $5,521 
Firm-fixed-price1,513 1,394 1,005 425 4,337 
Time-and-materials and fixed-price-level-of-effort974 136 313 108 1,531 
Total$5,363 $3,072 $1,581 $1,373 $11,389 
Disaggregated revenues by geographic location were as follows:
Three Months Ended September 27, 2024
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
United States
$1,840 $1,222 $257 $511 $3,830 
International
7 1 320 11 339 
Total$1,847 $1,223 $577 $522 $4,169 
Three Months Ended September 29, 2023
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
United States
$1,831 $1,047 $221 $458 $3,557 
International
7 2 327 4 340 
Total$1,838 $1,049 $548 $462 $3,897 
Nine Months Ended September 27, 2024
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
United States
$5,398 $3,666 $692 $1,458 $11,214 
International
23 4 953 33 1,013 
Total$5,421 $3,670 $1,645 $1,491 $12,227 
12

LEIDOS HOLDINGS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Nine Months Ended September 29, 2023
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
United States
$5,336 $3,069 $630 $1,362 $10,397 
International
27 3 951 11 992 
Total$5,363 $3,072 $1,581 $1,373 $11,389 
Revenues by customer-type, contract-type and geographic location exclude lease income of $21 million and $70 million for the three and nine months ended September 27, 2024, respectively, and $24 million and $69 million for the three and nine months ended September 29, 2023, respectively.
Contract Assets and Liabilities
Performance obligations are satisfied either over time as work progresses or at a point in time. Firm-fixed-price contracts are typically billed to the customer using milestone payments while cost-reimbursable and time and materials contracts are typically billed to the customer on a monthly or bi-weekly basis as indicated by the negotiated billing terms and conditions of the contract. As a result, the timing of revenue recognition, customer billings and cash collections for each contract results in a net contract asset or liability at the end of each reporting period.
Contract assets consist of unbilled receivables, which is the amount of revenue recognized that exceeds the amount billed to the customer. Unbilled receivables exclude amounts billable where the right to consideration is solely subject to the passage of time. Contract liabilities consist of deferred revenue, which represents cash advances received prior to performance for programs and billings in excess of revenue recognized.
The components of contract assets and contract liabilities consisted of the following:
Balance sheet line itemSeptember 27,
2024
December 29,
2023
(in millions)
Contract assets - current:
Unbilled receivablesReceivables, net$1,137 $1,041 
Contract liabilities - current:
Deferred revenue(1)
Accounts payable and accrued liabilities$353 $442 
Contract liabilities - non-current:
Deferred revenue(1)
Other long-term liabilities$13 $21 
(1) Certain contracts record revenue net of cost of revenues, and therefore, the respective deferred revenue balance will not fully convert to revenue.
The increase in unbilled receivables was primarily due to revenue recognized on certain contracts, partially offset by the timing of billings. The decrease in deferred revenue was primarily due to revenue recognized during the period, offset by the timing of advanced payments from customers.
For the three and nine months ended September 27, 2024, $45 million and $256 million, respectively, of revenue recognized was included as a contract liability at December 29, 2023. For the three and nine months ended September 29, 2023, $28 million and $215 million, respectively, of revenue recognized was included as a contract liability at December 30, 2022.
13

LEIDOS HOLDINGS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Note 3–Goodwill and Intangible Assets
Goodwill
During the quarter ended March 29, 2024, the Company completed a business realignment, which resulted in identification of new reportable segments. The Company commenced operating and reporting under the new organizational structure effective the first day of fiscal 2024 (see "Note 10–Business Segments).
Goodwill was allocated to the new reporting units within our reportable segments based on a relative fair value approach.
The following table presents changes in the carrying amount of goodwill by reportable segment:
National Security & DigitalHealth & CivilCommercial & InternationalDefense SystemsTotal
(in millions)
Goodwill at December 30, 2022
$2,755 $1,366 $1,389 $1,186 $6,696 
Goodwill impairment  (596) (596)
Acquisitions of a business(1)
  (4) (4)
Foreign currency translation adjustments3  11 2 16 
Goodwill at December 29, 2023(2)
$2,758 $1,366 $800 $1,188 $6,112 
Foreign currency translation adjustments  11  11 
Goodwill at September 27, 2024(2)
$2,758 $1,366 $811 $1,188 $6,123 
(1) Adjustment to goodwill resulting from a measurement period purchase accounting adjustment.
(2) Carrying amount includes accumulated impairment loss of $596 million within the Commercial & International segment.
We evaluate qualitative factors that could cause us to consider whether the estimated fair value of each of our reporting units may be lower than the carrying value and trigger a quantitative assessment, including, but not limited to (i) macroeconomic conditions, (ii) industry and market considerations, (iii) our overall financial performance, including an analysis of our current and projected cash flows, revenues and earnings, (iv) a sustained decrease in share price and (v) other relevant entity-specific events including changes in management, strategy, partners or litigation.
Operations of the Security Enterprise Solutions (“SES”) reporting unit rely heavily on the sales and servicing of security and detection products, which prior to fiscal 2024, have been negatively impacted due to delays in airline travel infrastructure projects as customer budgets recover from the pandemic. During fiscal 2023, the SES reporting unit refined its portfolio and made strategic business decisions to exit certain product offerings, and cease operations in certain countries in order to align the operations of the reporting unit with its strategic business plan. These decisions, along with the delays in airline travel infrastructure projects and higher than anticipated servicing costs, contributed to a significant reduction in the reporting unit’s forecasted revenue and cash flows. Accordingly, we recognized a non-cash goodwill impairment charge of $596 million at the SES reporting unit during the fiscal year ended December 29, 2023. The impairment was recorded within the Commercial & International reportable segment in the condensed consolidated statements of operations. In the event that there are significant unfavorable changes to the forecasted cash flows, forecasted revenue, terminal growth rates or the cost of capital used in the fair value estimates, we may be required to record an additional impairment of goodwill at a future date.
In conjunction with the change in reportable segments in fiscal 2024, the Company evaluated goodwill for impairment both before and after the segment change and determined that goodwill was not impaired.
14

LEIDOS HOLDINGS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Intangible Assets
Intangible assets, net consisted of the following:
September 27, 2024December 29, 2023
Gross carrying value Accumulated amortizationNet carrying valueGross carrying valueAccumulated amortizationNet carrying value
(in millions)
Finite-lived intangible assets:
Programs
$1,689 $(1,264)$425 $1,689 $(1,175)$514 
Software and technology
264 (161)103 263 (144)119 
Customer relationships
53 (27)26 52 (22)30 
Total finite-lived intangible assets
2,006 (1,452)554 2,004 (1,341)663 
Indefinite-lived intangible assets:
Trade names4  4 4 — 4 
Total intangible assets$2,010 $(1,452)$558 $2,008 $(1,341)$667 
Our strategic decisions regarding SES’ product offerings and operating regions (see the goodwill discussion above) caused certain technology and in-process research and development intangible assets to be abandoned and the carrying values of certain program intangible assets to become unrecoverable. As a result, for the three and nine months ended September 29, 2023, we recognized intangible asset impairment charges of $79 million. The impairment was recorded to “Asset impairment charges” in the condensed consolidated statements of operations within the Commercial & International reportable segment.
Amortization expense was $37 million and $110 million for the three and nine months ended September 27, 2024, respectively, and $50 million and $153 million for the three and nine months ended September 29, 2023, respectively.
Program intangible assets are amortized over their respective estimated useful lives in proportion to the pattern of economic benefit based on expected future discounted cash flows. Customer relationships and software and technology intangible assets are amortized either on a straight-line basis over their estimated useful lives or over their respective estimated useful lives in proportion to the pattern of economic benefit based on expected future discounted cash flows, as deemed appropriate.
The estimated annual amortization expense as of September 27, 2024, was as follows:
Fiscal year ending
(in millions)
2024 (remainder of year)$37 
2025120 
202699 
202773 
202862 
2029 and thereafter163 
$554 

15

LEIDOS HOLDINGS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Note 4–Fair Value Measurements
The accounting standard for fair value measurements establishes a three-level fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: observable inputs such as quoted prices in active markets (Level 1); inputs other than quoted prices in active markets that are observable, either directly or indirectly, or quoted prices that are not active (Level 2); and unobservable inputs in which there is little or no market data (e.g., discounted cash flow and other similar pricing models), which requires us to develop our own market participant assumptions used in pricing the asset or liability (Level 3).
The financial instruments measured at fair value on a recurring basis primarily consisted of the following:
September 27, 2024December 29, 2023
Carrying valueFair valueCarrying valueFair value
(in millions)
Financial assets:
Derivatives$4 $4 $11 $11 
As of September 27, 2024, and December 29, 2023, our derivatives primarily consisted of the cash flow interest rate swaps on $500 million of the variable rate senior unsecured term loan (see "Note 5–Derivative Instruments"). The fair value of the cash flow interest rate swaps is determined based on observed values for underlying interest rates on the one-month Secured Overnight Financing Rate ("SOFR") rate (Level 2 inputs).
The carrying amounts of our financial instruments, other than derivatives, which include cash equivalents, accounts receivable, accounts payable and accrued expenses, are reasonable estimates of their related fair values.
As of September 27, 2024, and December 29, 2023, the fair value of debt was $4.6 billion for both periods, and the carrying amount was $4.7 billion for both periods (see "Note 6–Debt"). The fair value of long-term debt is determined based on current interest rates available for debt with terms and maturities similar to our existing debt arrangements and our credit rating (Level 2 inputs).
During the three months ended September 29, 2023, we recorded impairment charges of SES' goodwill (see "Note 3–Goodwill and Intangible Assets"). The fair values of the assets and liabilities of the SES reporting unit were determined using a blended approach, including discounted cash flow models and market earnings multiples. The market approach estimates fair value based on profitability and valuation metrics for peer companies and applies a multiple to the reporting unit's operating performance. The income approach estimates fair value by discounting the reporting unit's estimated future cash flows using a weighted-average cost of capital reflecting current market conditions as well as the risk profile of the reporting unit. Future cash flows are based on estimates of economic and market assumptions made using the best judgment of management, including growth rates in revenue and margins, and future changes in tax rates and cash expenditures. Other significant assumptions and estimates include estimates of future capital expenditures, terminal value growth rates, and changes in future working capital requirements. The fair value of the SES reporting unit was determined using Level 3 inputs.

16

LEIDOS HOLDINGS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Note 5–Derivative Instruments
We manage our risk to changes in interest rates through the use of derivative instruments. We do not hold derivative instruments for trading or speculative purposes. For variable rate borrowings, we use fixed interest rate swaps, effectively converting a portion of the variable interest rate payments to fixed interest rate payments. These swaps are designated as cash flow hedges.
The fair value of the interest rate swaps was as follows:
Asset derivatives
Balance sheet line itemSeptember 27,
2024
December 29,
2023
(in millions)
Cash flow interest rate swaps
Other current assets(1)
$4 $11 
(1) As of December 29, 2023, the cash flow interest rate swaps were reported in the "other long-term assets" on the condensed consolidated balance sheet.
The cash flows associated with the interest rate swaps are classified as operating activities in the condensed consolidated statements of cash flows.
Cash Flow Hedges
We have interest rate swap agreements to hedge the cash flows of $500 million of the variable rate senior unsecured term loan (the "Variable Rate Loan"). These interest rate swap agreements have a maturity date of August 2025 and a fixed interest rate of 2.96%. The objective of these instruments is to reduce variability in the forecasted interest payments of the Variable Rate Loan. Under the terms of the interest rate swap agreements, we will receive monthly variable interest payments based on the one-month SOFR and will pay interest at a fixed rate.
The interest rate swap transactions are accounted for as cash flow hedges. The gain/loss on the swaps is reported as a component of other comprehensive (loss) income and is reclassified into earnings when the interest payments on the underlying hedged items impact earnings. A qualitative assessment of hedge effectiveness is performed on a quarterly basis, unless facts and circumstances indicate the hedge may no longer be highly effective.
The effect of the cash flow hedges on other comprehensive (loss) income and earnings for the periods presented was as follows:
Three Months EndedNine Months Ended
September 27,
2024
September 29,
2023
September 27,
2024
September 29,
2023
(in millions)
Total interest expense, net presented in the condensed consolidated statements of operations in which the effects of cash flow hedges are recorded
$46 $53 $146 $163 
Amount recognized in other comprehensive income (loss)$(4)$3 $3 $11 
Amount reclassified from accumulated other comprehensive loss to interest expense, net$(3)$(3)$(9)$(12)
We expect to reclassify net gains of $3 million from accumulated other comprehensive loss into earnings during the next 12 months.
17

LEIDOS HOLDINGS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Note 6–Debt
Our debt consisted of the following:
Stated interest rateEffective interest rateSeptember 27,
2024
December 29,
2023
(in millions)
Senior unsecured term loan:
$1,000 million term loan, due March 2028
6.46%6.64%$1,000 $1,000 
Senior unsecured notes:
$500 million notes, due May 2025
3.63%3.76%500 500 
$750 million notes, due May 2030
4.38%4.50%750 750 
$1,000 million notes, due February 2031
2.30%2.38%1,000 1,000 
$250 million notes, due July 2032
7.13%7.43%250 250 
$750 million notes, due March 2033
5.75%5.81%750 750 
$300 million notes, due July 2033
5.50%5.88%161 161 
$300 million notes, due December 2040
5.95%6.03%218 218 
Finance leases due on various dates through fiscal 2032

Various
1.84%-6.31%
78 91 
Less: unamortized debt discounts and deferred debt issuance costs(34)(38)
Total long-term debt4,673 4,682 
Less current portion(592)(18)
Total long-term debt, net of current portion

$4,081 $4,664 
Term Loans and Revolving Credit Facility
On March 10, 2023 (the “Closing Date”), we entered into a Credit Agreement (the “Credit Agreement”) with certain financial institutions, which provided for a senior unsecured term loan facility in an aggregate principal amount of $1.0 billion (the “Term Loan Facility”) and a $1.0 billion senior unsecured revolving facility (the “Revolving Facility” and, together with the Term Loan Facility, the “Credit Facilities”). The Credit Facilities will mature in March 2028. The Revolving Facility is subject to an annual commitment fee rate of 0.125% on the unused credit availability and permits two additional one-year extensions subject to lender consent. As of September 27, 2024, and December 29, 2023, there were no borrowings outstanding under the Revolving Facility.
The proceeds of the Term Loan Facility and cash on hand on the Closing Date were used to repay in full all indebtedness, terminate all commitments and discharge all guarantees existing in connection with a predecessor $1.9 billion senior unsecured term loan facility and a $750 million senior unsecured revolving facility.
Borrowings under the Credit Agreement bear interest at a rate determined, at our option, based on either an alternate base rate or a Term SOFR rate with a 0.10% per annum Term SOFR adjustment, plus, in each case, an applicable margin that varies depending on our credit rating. The applicable margin range for Term SOFR-denominated borrowings is from 1.00% to 1.50%. Based on our current ratings, the applicable margin for Term SOFR-denominated borrowings is 1.25%. Principal payments are made quarterly on the Term Loan Facility beginning in March 2025, with the majority of the principal due at maturity. Interest on the Term Loan Facility for Term SOFR-denominated borrowings is payable on a periodic basis, which must be at least quarterly.
Senior Notes
In fiscal 2023, we issued and sold $750 million aggregate principal amount of fixed-rate senior notes (the “Notes”) maturing in March 2033. The Notes are senior unsecured obligations issued by Leidos, Inc. and guaranteed by Leidos Holdings, Inc. The annual interest rate for the Notes is 5.75% and is payable on a semi-annual basis. In connection with the issuance of the Notes, $11 million of debt issuance costs and discount were recognized, which were recorded as an offset against the carrying value of debt.

18

LEIDOS HOLDINGS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Commercial Paper
We have a commercial paper program in which the Company may issue short-term unsecured commercial paper notes ("Commercial Paper Notes") not to exceed $1.0 billion. The proceeds will be used for general corporate purposes, including working capital, capital expenditures, acquisitions and share repurchases.
The Commercial Paper Notes are issued in minimum denominations of $0.25 million and have maturities of up to 397 days from the date of issuance. The Commercial Paper Notes either bear a stated or floating interest rate, if interest bearing, or will be sold at a discount from the face amount. As of September 27, 2024, and December 29, 2023, we did not have any Commercial Paper Notes outstanding.
Covenants
The Credit Facilities, Commercial Paper Notes and senior unsecured notes are fully and unconditionally guaranteed and contain certain customary restrictive covenants, including among other things, restrictions on our ability to create liens and enter into sale and leaseback transactions under certain circumstances.
The financial covenants in the Credit Agreement require that we maintain, as of the last day of each fiscal quarter, a ratio of adjusted consolidated total debt to consolidated EBITDA of not more than 3.75 to 1.00, subject to increases to 4.50 to 1.00 for four fiscal quarters following a material acquisition, and a ratio of EBITDA to consolidated interest expense of not less than 3.50 to 1.00.
We were in compliance with all covenants as of September 27, 2024.
Note 7–Accumulated Other Comprehensive Income (Loss)
Changes in the components of Accumulated Other Comprehensive Income (Loss) ("AOCI") were as follows:
Foreign currency translation adjustmentsUnrecognized gain (loss) on derivative instrumentsPension adjustmentsTotal AOCI
(in millions)
Balance at December 30, 2022$(73)$13 $(13)$(73)
Other comprehensive income (loss)36 6 (1)41 
Taxes
(2)1  (1)
Reclassification from AOCI
 (15) (15)
Balance at December 29, 2023(39)5 (14)(48)
Other comprehensive income (loss)23 3  26 
Taxes(5)2  (3)
Reclassification from AOCI (9) (9)
Balance at September 27, 2024$(21)$1 $(14)$(34)
Reclassifications from unrecognized gain (loss) on derivative instruments are recorded in "Interest expense, net" in the condensed consolidated statements of operations.
Note 8–Earnings Per Share
The following table provides a reconciliation of the weighted average number of shares outstanding used to compute basic and diluted EPS for the periods presented:
Three Months EndedNine Months Ended
September 27,
2024
September 29,
2023
September 27,
2024
September 29,
2023
(in millions)
Basic weighted average number of shares outstanding134 137 135 137 
Dilutive common share equivalents—stock options and other stock awards(1)
2  1  
Diluted weighted average number of shares outstanding136 137 136 137 
(1) Dilutive common share equivalents for the three and nine months ended September 29, 2023, did not include the impact of 1 million potentially dilutive equity awards because the result would have been anti-dilutive due to the net losses.
19

LEIDOS HOLDINGS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Anti-dilutive stock-based awards are excluded from the weighted average number of shares outstanding used to compute diluted EPS. The total outstanding stock options and vesting stock awards that were anti-dilutive were less than 0.5 million for both the three and nine months ended September 27, 2024, and 2 million for both the three and nine months ended September 29, 2023.
During the three and nine months ended September 27, 2024, we made open market repurchases of our common stock for an aggregate purchase price of $200 million and $450 million, respectively, and $25 million during the nine months ended September 29, 2023. There were no share repurchases for the three months ended September 29, 2023. All shares repurchased were immediately retired.
Note 9–Income Taxes
For the three months ended September 27, 2024, the effective tax rate was 23.0% compared to (2.1)% for the three months ended September 29, 2023. The increase to the effective tax rate was primarily due to the tax impacts from non-deductible goodwill impairments for the three months ended September 29, 2023, and an increase in unrecognized tax benefits for the three months ended September 27, 2024.
For the nine months ended September 27, 2024, the effective tax rate was 23.3% compared to 123.7% for the nine months ended September 29, 2023. The decrease to the effective tax rate was primarily due to the tax impacts from non-deductible goodwill impairments for the nine months ended September 29, 2023, partially offset by a reduced benefit in federal research tax credits for the nine months ended September 27, 2024.
Note 10–Business Segments
Our operations and reportable segments are organized around the customers and markets we serve. We define our reportable segments based on the way the CODM, currently our Chief Executive Officer, manages operations for the purposes of allocating resources and assessing performance.
Effective the first day of fiscal 2024, we realigned our business to report into six operating segments, which are aggregated into four reportable segments in accordance with the criteria established under ASC 280: National Security & Digital, Health & Civil, Commercial & International and Defense Systems. Our reportable segments are focused on specific, defined capability sets that we bring to our customers. Additionally, we separately present the unallocable costs associated with corporate functions as Corporate. As a result of this change, prior year segment results have been recast to reflect the current reportable segment structure.
National Security & Digital provides technology enabled services and mission software capabilities for defense and intelligence customers in the areas of cyber, logistics, security operations and decision analytics, as well as IT operations and digital transformation programs across all U.S. federal government customers. Our advanced capabilities include the delivery of technology-enabled services, mission software capabilities and IT modernization services. Our capabilities allow us to provide innovative technology solutions in the following categories: software development, engineering & design, modeling & simulation, analytics, cyber security, intelligence analysis, linguistics and mission operations.
Health & Civil provides services and solutions to federal and commercial customers in the areas of public health, care coordination, life and environmental sciences and transportation. We are dedicated to delivering effective and affordable solutions that are responsible for the health and well-being of people, including service members and veterans. Our core capabilities include health information management services, managed health services, systems and infrastructure modernization, and life sciences research and development. We help customers achieve their missions and take on the connected world with data-driven insights, improved efficiencies and technological advantages.
20

LEIDOS HOLDINGS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Commercial & International provides technologically advanced services, solutions and products to commercial and international customers. Our key customers include United Kingdom and Australia government agencies, Transportation Security Administration, U.S. Customs and Border Protection, airports, and commercial utility providers. Our offerings include IT modernization, software solutions, mission support and logistics, Command, Control, Computers, Communications, Intelligence, Surveillance and Reconnaissance ("C4ISR") technologies and services, cloud services, power grid engineering, energy modernization and security products and services.
Defense Systems develops and produces advanced space, aerial, surface, and sub-surface manned and un-manned defense systems for the U.S. Department of Defense, Army, Navy, Air Force, Marine Corps, United States Special Operations Command, NASA, Space Force, the Defense Intelligence Agency and International customers. Our solutions deliver innovative technology, systems engineering, integration and testing, rapid prototyping, software development, intelligence analysis, cybersecurity solutions and C4ISR technologies and services to support critical missions.
Corporate includes the operations of various corporate activities, certain corporate expense items that are not reimbursed by our U.S. government customers and certain other expense items excluded from a reportable segment's performance.
The segment information for the periods presented was as follows:
Three Months EndedNine Months Ended
September 27,
2024
September 29,
2023
September 27,
2024
September 29,
2023
(in millions)
Revenues:
National Security & Digital$1,865 $1,852 $5,471 $5,400 
Health & Civil1,225 1,055 3,687 3,097 
Commercial & International 578 552 1,648 1,588 
Defense Systems522 462 1,491 1,373 
Total revenues$4,190 $3,921 $12,297 $11,458 
Operating income (loss):
National Security & Digital$187 $170 $545 $487 
Health & Civil287 165 816 412 
Commercial & International41 (646)64 (599)
Defense Systems37 3 92 47 
Corporate(36)(28)(111)(87)
Total operating income (loss)$516 $(336)$1,406 $260 
The income statement performance measures used to evaluate segment performance are revenues and operating income (loss). As a result, "Interest expense, net," "Other income (expense), net" and "Income tax expense" as reported in the condensed consolidated statements of operations are not allocated to our segments. Under U.S. Government Cost Accounting Standards, indirect costs including depreciation expense are collected in indirect cost pools, which are then collectively allocated to the reportable segments based on a representative causal or beneficial relationship of the costs in the pool to the costs in the base. As such, depreciation expense is not separately disclosed on the condensed consolidated statements of operations.
Asset information by segment is not a key measure of performance used by the CODM.
21

LEIDOS HOLDINGS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Note 11–Commitments and Contingencies
Legal Proceedings
We are involved in various claims and lawsuits arising in the normal conduct of our business, none of which, in the opinion of management, based upon current information, will likely have a material adverse effect on our financial position, results of operations or cash flows.
Contingencies
Government Investigations and Reviews
We are routinely subject to investigations and reviews relating to compliance with various laws and regulations with respect to our role as a contractor to federal, state and local government customers and in connection with performing services in countries outside of the United States. Adverse findings could have a material effect on our business, financial position, results of operations and cash flows due to our reliance on government contracts.
Defense Contract Audit Agency
As of September 27, 2024, active indirect cost audits by the Defense Contract Audit Agency remain open for fiscal 2022 and subsequent fiscal years. Although we have recorded contract revenues based upon an estimate of costs that we believe will be approved upon final audit or review, we cannot predict the outcome of any ongoing or future audits or reviews and adjustments, and if future adjustments exceed estimates, our profitability may be adversely affected. As of September 27, 2024, we believe we have adequately reserved for potential adjustments from audits or reviews of contract costs.
Other Government Investigations and Reviews
Through its internal processes, the Company discovered, in late 2021, activities by its employees, third party representatives and subcontractors, raising concerns related to a portion of our business that conducts international operations. The Company is conducting an internal investigation, overseen by an independent committee of the Board of Directors, with the assistance of external legal counsel, to determine whether the identified conduct may have violated the Company’s Code of Conduct and potentially applicable laws, including the U.S. Foreign Corrupt Practices Act ("FCPA"). The Company has voluntarily self-reported this investigation to the Department of Justice and the Securities and Exchange Commission and is cooperating with both agencies. Because the investigation is ongoing, the Company cannot anticipate the timing, outcome or possible impact of the investigation, although violations of the FCPA and other applicable laws may result in criminal and civil sanctions, including monetary penalties, and reputational damage. In September 2022, the Company received a Federal Grand Jury Subpoena related to the criminal investigation by the U.S. Attorney’s Office for the Southern District of California, in conjunction with the U.S. Department of Justice’s Fraud Division. The subpoena requests documents relating to the conduct that is the subject of the Company’s internal investigation. The Company has responded to the subpoena. In February 2023, a former employee of the Company who was terminated at the outset of the investigation was indicted on wire fraud and other charges by a Federal Grand Jury in the U.S. District Court in the Southern District of California. These charges were later dismissed as a result of the death of the former employee.
In August 2022, the Company received a Federal Grand Jury Subpoena in connection with a criminal investigation being conducted by the U.S. Department of Justice Antitrust Division. The subpoena requests that the Company produce a broad range of documents related to three U.S. Government procurements associated with the Company’s Intelligence Group in 2021 and 2022. We are fully cooperating with the investigation, and we are conducting our own internal investigation with the assistance of outside counsel. It is not possible at this time to determine whether we will incur, or to reasonably estimate the amount of, any fines, penalties, or further liabilities in connection with the investigation pursuant to which the subpoena was issued.
22

LEIDOS HOLDINGS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Commitments
As of September 27, 2024, we have outstanding letters of credit of $67 million, principally related to performance guarantees on contracts and outstanding surety bonds with a notional amount of $103 million, principally related to performance and subcontractor payment bonds on contracts. The value of the surety bonds may vary due to changes in the underlying project status and/or contractual modifications.
As of September 27, 2024, the future expirations of the outstanding letters of credit and surety bonds were as follows:
Fiscal year ending
(in millions)
2024 (remainder of year)$38 
202596 
20264 
202714 
202815 
2029 and thereafter3 
$170 
23

LEIDOS HOLDINGS, INC.

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.
The following discussion and analysis of Leidos Holdings, Inc.'s ("Leidos") financial condition, results of operations, and quantitative and qualitative discussion about business environment and trends should be read in conjunction with Leidos' condensed consolidated financial statements and related notes.
The following discussion contains forward-looking statements, including statements regarding our intent, belief or current expectations with respect to, among other things, trends affecting our financial condition or results of operations, backlog, our industry, the impact of our merger and acquisition activity, government budgets and spending, our business contingency plans, interest rates and uncertainties in tax due to new tax legislation or other regulatory developments. In some cases, forward-looking statements can be identified by words such as “will,” “expect,” “estimate,” “plan,” “potential,” “continue” or similar expressions. Such statements are not guarantees of future performance and involve risks and uncertainties and actual results may differ materially from those in the forward-looking statements as a result of various factors. Some of these factors include, but are not limited to, the risk factors set forth in our Annual Report on Form 10-K, as updated by the risk factor in this report under Part II, Item 1A. "Risk Factors" and as may be further updated in subsequent filings with the U.S. Securities and Exchange Commission. Due to such uncertainties and risks, you are cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date hereof. We do not undertake any obligation to update these factors or to publicly announce the results of any changes to our forward-looking statements due to future events or developments.
Unless indicated otherwise, references in this report to "we," "us" and "our" refer collectively to Leidos and its consolidated subsidiaries.
Overview
Leidos, a member of the Fortune 500®, is a dynamic innovation company that is at the forefront of addressing the world’s most challenging issues in national security and health sectors. With a global workforce of approximately 48,000, Leidos is committed to developing smarter technology solutions, particularly for customers in highly regulated industries. We bring domain-specific capability and cross-market innovations to customers in each of these markets by leveraging five technical core capabilities: digital modernization, cyber operations, mission software systems, integrated systems and mission operations. Our customers include the U.S. Department of Defense ("DoD"), the U.S. Intelligence Community, the U.S. Department of Homeland Security, the Federal Aviation Administration, the Department of Veterans Affairs, National Aeronautics and Space Administration and many other U.S. civilian, state and local government agencies, foreign government agencies and commercial businesses.
Beginning in fiscal 2024, we realigned our business and operate in four reportable segments that are focused on specific, defined capability sets we bring to our customers. As a result of this change, prior year segment results and disclosures have been recast to reflect the current reportable segment structure. We now operate in the following reportable segments: National Security & Digital, Health & Civil, Commercial & International and Defense Systems. We also separately present the unallocable costs associated with corporate functions as Corporate (see "Note 10–Business Segments").
Business Environment and Trends
U.S. Government Markets
During the three and nine months ended September 27, 2024, we generated approximately 87% of total revenues from contracts with the U.S. government, as compared to 87% and 86% for the three and nine months ended September 29, 2023, respectively. Accordingly, our business performance is affected by the overall level of U.S. government spending, especially on national security, homeland security and intelligence, and the alignment of our service and product offerings and capabilities with current and future budget priorities of the U.S. government.
On September 26, 2024, Congress avoided a federal government shutdown by passing a continuing resolution that provides government funding through December 20, 2024. The continuing resolution gives lawmakers additional time after the November elections to consider the 12 appropriations bills for government fiscal year 2025, emergency supplemental funding for the recent hurricanes and wildfires, and organize new leadership of the House of Representatives and Senate. Failure to pass the appropriation bills or another continuing resolution by December 20, 2024, will result in a partial or complete federal government shutdown.

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LEIDOS HOLDINGS, INC.

International Markets
Sales to customers in international markets represented approximately 8% of total revenues for both the three and nine months ended September 27, 2024, as compared to 9% for both the three and nine months ended September 29, 2023. Our international customers include foreign governments and their agencies. Our international business increases our exposure to international markets and the associated international regulatory and geopolitical risks.
Changes in international trade policies, including higher tariffs on imported goods and materials, may increase the procurement cost of certain IT hardware used both on our contracts and internally. However, we expect to recover certain portions of these higher tariffs through our cost-plus contracts. We are currently evaluating the impact of higher tariffs, and do not expect the tariffs to have a significant impact to our business.
Results of Operations
The following table summarizes our condensed consolidated results of operations for the periods presented:
Three Months EndedNine Months Ended
September 27,
2024
September 29,
2023
Dollar changePercent changeSeptember 27,
2024
September 29,
2023
Dollar changePercent change
(dollars in millions)
Revenues$4,190 $3,921 $269 6.9 %$12,297 $11,458 $839 7.3 %
Operating income (loss)516 (336)852 NM1,406 260 1,146 NM
Non-operating expense, net
(46)(52)(11.5)%(142)(167)25 (15.0)%
Income (loss) before income taxes
470 (388)858 NM1,264 93 1,171 NM
Income tax expense
(108)(8)(100)NM(295)(115)(180)156.5 %
Net income (loss)362 (396)758 191.4 %969 (22)991 NM
Net income (loss) attributable to Leidos common stockholders
$364 $(399)$763 191.2 %$970 $(30)$1,000 NM
Operating margin12.3 %(8.6)%11.4 %2.3 %
NM- Not Meaningful
Segment and Corporate Results
Three Months EndedNine Months Ended
National Security & DigitalSeptember 27,
2024
September 29,
2023
Dollar changePercent changeSeptember 27,
2024
September 29,
2023
Dollar changePercent change
(dollars in millions)
Revenues$1,865 $1,852 $13 0.7 %$5,471 $5,400 $71 1.3 %
Operating income187 170 17 10.0 %545 487 58 11.9 %
Operating margin10.0 %9.2 %10.0 %9.0 %
The increase in revenues for the three and nine months ended September 27, 2024, as compared to the three and nine months ended September 29, 2023, was primarily attributable to program wins and a net increase in volumes on certain contracts, partially offset by the completion of certain contracts.
The increase in operating income for the three and nine months ended September 27, 2024, as compared to the three and nine months ended September 29, 2023, was primarily attributable to contract efficiencies, a net increase in volumes on certain contracts and program wins, partially offset by the completion of certain contracts.
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LEIDOS HOLDINGS, INC.

Three Months EndedNine Months Ended
Health & CivilSeptember 27,
2024
September 29,
2023
Dollar changePercent changeSeptember 27,
2024
September 29,
2023
Dollar changePercent change
(dollars in millions)
Revenues$1,225 $1,055 $170 16.1 %$3,687 $3,097 $590 19.1 %
Operating income287 165 122 73.9 %816 412 404 98.1 %
Operating margin23.4 %15.6 %22.1 %13.3 %
The increase in revenues for the three and nine months ended September 27, 2024, as compared to the three and nine months ended September 29, 2023, was primarily attributable to a net increase in volumes and case complexity within the managed health services business, an increase in net write-ups on certain programs and program wins.
The increase in operating income for the three and nine months ended September 27, 2024, as compared to the three and nine months ended September 29, 2023, was primarily driven by an increase in volumes and case complexity within in the managed health services business and an increase in net write-ups on certain programs.
Three Months EndedNine Months Ended
Commercial & InternationalSeptember 27,
2024
September 29,
2023
Dollar changePercent changeSeptember 27,
2024
September 29,
2023
Dollar changePercent change
(dollars in millions)
Revenues$578 $552 $26 4.7 %$1,648 $1,588 $60 3.8 %
Operating (loss) income41 (646)687 106.3 %64 (599)663 110.7 %
Operating margin7.1 %(117.0)%3.9 %(37.7)%
The increase in revenues for the three months ended September 27, 2024, as compared to the three months ended September 29, 2023, was primarily attributable to programs wins and a net increase in volumes, partially offset by the completion of certain programs.
The increase in revenues for the nine months ended September 27, 2024, as compared to the nine months ended September 29, 2023, was primarily attributable to a net increase in volumes and programs wins. This was partially offset by the impact of write-downs on certain programs within our UK operations for which cost and schedule were rebaselined as well as the the completion of certain programs.
The increase in operating income for the three months ended September 27, 2024, as compared to the three months ended September 29, 2023, was primarily driven by impairment charges of $679 million recorded in the prior year.
The increase in operating income for the nine months ended September 27, 2024, as compared to the nine months ended September 29, 2023, was primarily driven by impairment charges of $679 million recorded in the prior year, programs wins and a net increase in volumes. This was partially offset by the impact of write-downs on certain programs within our UK operations for which cost and schedule were rebaselined as well as the completion of certain programs.

Three Months EndedNine Months Ended
Defense SystemsSeptember 27,
2024
September 29,
2023
Dollar changePercent changeSeptember 27,
2024
September 29,
2023
Dollar changePercent change
(dollars in millions)
Revenues$522 $462 $60 13.0 %$1,491 $1,373 $118 8.6 %
Operating income37 34 NM92 47 45 95.7 %
Operating margin7.1 %0.6 %6.2 %3.4 %
NM- Not Meaningful
The increase in revenues for the three and nine months ended September 27, 2024, as compared to the three and nine months ended September 29, 2023, was primarily attributable to programs wins and a net increase in volumes, partially offset by the completion of certain contracts.
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LEIDOS HOLDINGS, INC.

The increase in operating income for the three months ended September 27, 2024, as compared to the three months ended September 29, 2023, was primarily attributable to program wins and improved program execution on certain programs.
The increase in operating income for the nine months ended September 27, 2024, as compared to the nine months ended September 29, 2023, was primarily attributable to programs wins, improved program execution and higher integration costs in the prior year.
Three Months EndedNine Months Ended
CorporateSeptember 27,
2024
September 29,
2023
Dollar changePercent changeSeptember 27,
2024
September 29,
2023
Dollar changePercent change
(dollars in millions)
Operating loss$(36)$(28)$(8)28.6 %$(111)$(87)$(24)27.6 %
The increase in operating loss for the three months ended September 27, 2024, as compared to the three months ended September 29, 2023, was primarily attributable to increased general and administrative expenses and legal fees.
The increase in operating loss for the nine months ended September 27, 2024, as compared to the nine months ended September 29, 2023, was primarily attributable to increased general and administrative expenses.
Non-Operating Expense, net
Non-operating expense, net for the three months ended September 27, 2024, was $46 million as compared to $52 million for the three months ended September 29, 2023. The decrease was primarily driven by increased interest income due to higher cash balances.
Non-operating expense, net for the nine months ended September 27, 2024, was $142 million as compared to $167 million for the nine months ended September 29, 2023. The decrease was primarily driven by increased interest income due to higher cash balances, lower interest expense driven by commercial paper borrowings in the prior year and favorable exchange rate movements.
Provision for Income Taxes
For the three months ended September 27, 2024, our effective tax rate was 23.0% compared to (2.1)% for the three months ended September 29, 2023. The increase to the effective tax rate was primarily due to the tax impacts from non-deductible goodwill impairments for the three months ended September 29, 2023, and an increase in unrecognized tax benefits for the three months ended September 27, 2024.
For the nine months ended September 27, 2024, our effective tax rate was 23.3% compared to 123.7% for the nine months ended September 29, 2023. The decrease to the effective tax rate was primarily due to the tax impacts from non-deductible goodwill impairments for the nine months ended September 29, 2023, partially offset by a reduced benefit in federal research tax credits for the nine months ended September 27, 2024.
In December 2021, the Organization for Economic Cooperation and Development enacted model rules for a new 15% global minimum tax framework (“Pillar Two”). Many governments around the world have enacted or are in the process of enacting Pillar Two legislation. The Pillar Two legislation became effective for certain jurisdictions beginning in fiscal 2024. We will continue to evaluate the impact of the rules as additional legislation gets enacted but currently do not expect them to have a material impact.
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LEIDOS HOLDINGS, INC.

Bookings and Backlog
We recorded net bookings worth an estimated $8.1 billion and $15.8 billion during the three and nine months ended September 27, 2024, respectively, as compared to $7.9 billion and $13.8 billion for the three and nine months ended September 29, 2023, respectively.
The estimated value of our total backlog was as follows:
September 27, 2024September 29, 2023
SegmentFundedUnfundedTotalFundedUnfundedTotal
(in millions)
National Security & Digital$3,323 $16,532 $19,855 $3,146 $14,802 $17,948 
Health & Civil1,536 9,835 11,371 2,022 10,141 12,163 
Commercial & International2,631 2,022 4,653 2,586 1,012 3,598 
Defense Systems1,602 3,080 4,682 1,293 3,041 4,334 
Total$9,092 $31,469 $40,561 $9,047 $28,996 $38,043 
Backlog represents the estimated amount of future revenues to be recognized under negotiated contracts, both funded and unfunded. Backlog does not include unexercised option periods and future potential task orders expected to be awarded under indefinite delivery/indefinite quantity ("IDIQ") contracts, General Services Administration Schedule or other master agreement contract vehicles, with the exception of certain IDIQ contracts where task orders are not competitively awarded and separately priced but instead are used as a funding mechanism, and where there is a basis for estimating future revenues and funding on future anticipated task orders.
Backlog estimates are subject to change and may be affected by factors including modifications of contracts and foreign currency movements.
Liquidity and Capital Resources
Overview
As of September 27, 2024, we had $1,185 million in cash and cash equivalents. We have a senior unsecured revolving credit facility which can provide up to $1 billion in additional borrowing, if required. As of September 27, 2024, and December 29, 2023, there were no borrowings outstanding under the revolving credit facility.
We had outstanding debt of $4.7 billion at both September 27, 2024, and December 29, 2023.
We have a commercial paper program in which we may issue short-term unsecured commercial paper notes ("Commercial Paper Notes") and have maturities of up to 397 days from the date of issuance. As of September 27, 2024, and December 29, 2023, we did not have any Commercial Paper Notes outstanding.
We made principal payments, excluding the impacts of our Commercial Paper Notes, on our debt of $5 million and $14 million during the three and nine months ended September 27, 2024, respectively, and $5 million and $2,041 million for the three and nine months ended September 29, 2023, respectively. The activity for the nine months ended September 29, 2023, included a $1,210 million payment to discharge the $1.9 billion 5.77% senior unsecured term loan facility, a $498 million payment to discharge the $500 million 2.95% notes, due May 2023, and a required principal payment of $320 million to discharge the 364-day term loan credit agreement.
Our credit facilities, commercial paper notes and senior unsecured notes outstanding as of September 27, 2024, contain financial covenants and customary restrictive covenants. We were in compliance with all covenants as of September 27, 2024.
We paid dividends of $51 million and $155 million during the three and nine months ended September 27, 2024, respectively, and $50 million and $150 million during the three and nine months ended September 29, 2023, respectively.
Stock repurchases of Leidos common stock may be made on the open market or in privately negotiated transactions with third parties including through accelerated share repurchase agreements. Whether repurchases are made and the timing and actual number of shares repurchased depends on a variety of factors including price, corporate capital requirements, other market conditions and regulatory requirements. The repurchase program may be accelerated, suspended, delayed or discontinued at any time.
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LEIDOS HOLDINGS, INC.

During the three and nine months ended September 27, 2024, we made open market repurchases of our common stock for an aggregate purchase price of $200 million and $450 million, respectively, and $25 million during the nine months ended September 29, 2023.There were no share repurchases for the three months ended September 29, 2023.
For the next 12 months, we anticipate that we will be able to meet our liquidity needs, including servicing our debt, through cash generated from operations, available cash balances, borrowings from our commercial paper program and, if needed, sales of accounts receivable and borrowings from our revolving credit facility.
Summary of Cash Flows
The following table summarizes cash flow information for the periods presented:
Three Months EndedNine Months Ended
September 27,
2024
September 29,
2023
September 27,
2024
September 29,
2023
(in millions)
Net cash provided by operating activities
$656 $795 $1,093 $861 
Net cash used in investing activities(23)(52)(56)(135)
Net cash used in financing activities
(257)(249)(644)(470)
Net cash provided by operating activities decreased $139 million during the three months ended September 27, 2024, when compared to the prior year quarter. The decrease was primarily due to unfavorable changes in working capital, partially offset by higher earnings and the timing of payroll and employee benefit accruals.
Net cash provided by operating activities increased $232 million during the nine months ended September 27, 2024, when compared to the prior year. The increase was primarily due to higher earnings and lower tax payments of $49 million primarily due to payments made in the prior year for the TCJA provision and payroll taxes related to the CARES act.
Net cash used in investing activities decreased $29 million and $79 million during the three and nine months ended September 27, 2024, respectively, when compared to the prior year. The decreases were primarily due to lower capital expenditures of $27 million and $66 million for the three and nine months ended September 27, 2024, respectively.
Net cash used in financing activities increased $8 million for the three months ended September 27, 2024, when compared to the prior year quarter, primarily due to a $202 million increase in stock repurchases, partially offset by $200 million in commercial paper net proceeds received in the prior year.
Net cash used in financing activities increased $174 million for the nine months ended September 27, 2024, when compared to the prior year. The increase was primarily due to a $425 million increase in stock repurchases, a $31 million increase in shares withheld for tax obligations, partially offset by a decrease of $291 million in net payments made on debt activities.
Off-Balance Sheet Arrangements
We have outstanding performance guarantees and cross-indemnity agreements in connection with certain aspects of our business. We also have letters of credit outstanding principally related to performance guarantees on contracts and surety bonds outstanding principally related to performance and subcontractor payment bonds as described in "Note 11–Commitments and Contingencies" of the notes to the condensed consolidated financial statements contained within this Quarterly Report on Form 10-Q. These arrangements have not had, and management does not believe it is likely that they will in the future have, a material effect on our liquidity, capital expenditures or capital resources, operations or financial condition.
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LEIDOS HOLDINGS, INC.

Guarantor and Issuer of Guaranteed Securities
Leidos Holdings, Inc. (Guarantor) has fully and unconditionally guaranteed the debt securities of its subsidiary, Leidos, Inc. (Issuer), that were issued pursuant to transactions that were registered under the Securities Act of 1933, as amended (collectively, the “Registered Notes”). The following is a list of the Registered Notes guaranteed by Leidos Holdings, Inc.
Senior unsecured Registered Notes issued by Leidos, Inc.:
$500 million 3.625% notes, due May 2025
$750 million 4.375% notes, due May 2030
$1,000 million 2.300% notes, due February 2031
$750 million 5.750% notes, due March 2033
Leidos Holdings, Inc. has also fully and unconditionally guaranteed debt securities of Leidos, Inc. that were issued pursuant to transactions that were not registered under the Securities Act of 1933, as amended. The following is a list of unregistered debt securities guaranteed by Leidos Holdings, Inc.
Senior unsecured unregistered debt securities issued by Leidos, Inc.:
$250 million 7.125% notes, due July 2032
$300 million 5.500% notes, due July 2033
Additionally, Leidos, Inc. has fully and unconditionally guaranteed debt securities of Leidos Holding, Inc. that were issued pursuant to transactions that were not registered under the Securities Act of 1933, as amended. The following is a list of unregistered debt securities guaranteed by Leidos, Inc.
Senior unsecured unregistered debt securities issued by Leidos Holdings, Inc.:
$300 million 5.950% notes, due December 2040
The following summarized financial information includes the assets, liabilities and results of operations for the Guarantor and Issuer of the Registered Notes described above. Intercompany balances and transactions between the Issuer and Guarantor have been eliminated from the financial information below. Investments in the consolidated subsidiaries of the Issuer and Guarantor that do not guarantee the senior unsecured notes have been excluded from the financial information. Intercompany payables represent amounts due to non-guarantor subsidiaries of the Issuer.
Balance Sheet Information for the Guarantor and Issuer of Registered Notes
September 27,
2024
December 29,
2023
(in millions)
Total current assets$2,791 $2,464 
Goodwill5,673 5,517 
Other long-term assets1,348 1,241 
Total assets$9,812 $9,222 
Total current liabilities$2,852 $1,983 
Long-term debt, net of current portion4,080 4,663 
Intercompany payables2,966 2,523 
Other long-term liabilities681 599 
Total liabilities$10,579 $9,768 

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LEIDOS HOLDINGS, INC.

Statement of Operations Information for the Guarantor and Issuer of Registered Notes
Nine Months Ended
September 27,
2024
(in millions)
Revenues, net$7,820 
Operating income
652 
Net income attributable to Leidos common stockholders
131 
Contractual Obligations and Commitments
We are subject to a number of reviews, investigations, claims, lawsuits, other uncertainties and future obligations related to our business. For a discussion of these items, see "Note 11–Commitments and Contingencies" of the notes to the condensed consolidated financial statements contained within this Quarterly Report on Form 10-Q.
Critical Accounting Policies
There were no material changes to our critical accounting policies, estimates or judgments during the period covered by this report from those discussed in our Annual Report on Form 10-K for the year ended December 29, 2023.
Recently Adopted and Issued Accounting Standards
For a discussion of these items, see "Note 1–Basis of Presentation and Summary of Significant Accounting Policies" of the notes to the condensed consolidated financial statements contained within this Quarterly Report on Form 10-Q.
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LEIDOS HOLDINGS, INC.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.
There were no material changes in our market risk exposure from those discussed in our Annual Report on Form 10-K for the year ended December 29, 2023.
Item 4. Controls and Procedures.
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our principal executive officer (our Chief Executive Officer) and principal financial officer (our Executive Vice President and Chief Financial Officer), has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Securities Exchange Act of 1934) as of September 27, 2024. Based upon that evaluation, our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the U.S. Securities and Exchange Commission. These disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934 is accumulated and communicated to our management, including our principal executive officer and our principal financial officer, as appropriate to allow timely decisions regarding required disclosure.
Changes in Internal Control Over Financial Reporting
There have been no changes in our internal control over financial reporting during the quarter ended September 27, 2024, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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LEIDOS HOLDINGS, INC.

PART II—OTHER INFORMATION
Item 1. Legal Proceedings.
We have furnished information relating to legal proceedings, and any investigations and reviews that we are involved with in "Note 11–Commitments and Contingencies" of the notes to the condensed consolidated financial statements contained within this Quarterly Report on Form 10-Q.
Item 1A. Risk Factors.
There were no material changes to the risks described in Part I, Item 1A "Risk Factors" in our Annual Report on Form 10-K for the year ended December 29, 2023.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
(a)None
(b)None
(c)Purchases of Equity Securities by the Issuer
The following table presents information related to the repurchases of our common stock during the quarter ended September 27, 2024.
Period
Total Number of Shares(1)
(or Units)
Purchased
Average Price
Paid per Share
(or Unit)
Total Number of Shares
(or Units) Purchased as
Part of Publicly Announced Repurchase Plans or
Programs(2)
Maximum Number of Shares (or Units) that May Yet Be
Purchased Under the Plans or Programs(2)
June 29, 2024 - June 30, 2024— $— — 11,160,405 
July 1, 2024 - July 31, 202457,518 146.39 — 11,160,405 
August 1, 2024 - August 31, 20241,073,970 147.68 1,073,970 10,086,435 
September 1, 2024 - September 27, 2024266,933 155.10 266,933 9,819,502 
Total1,398,421 $149.04 1,340,903 
(1) The total number of shares purchased includes shares surrendered to satisfy statutory tax withholding obligations related to vesting of restricted stock units.
(2) In February 2022, our Board of Directors authorized a share repurchase program of up to 20 million shares of our outstanding common stock. The shares may be repurchased from time to time in one or more open market repurchases or privately negotiated transactions, including accelerated share repurchase transactions. The actual timing, number and value of shares repurchased under the program will depend on a number of factors, including the market price of our common stock, general market and economic conditions, applicable legal requirements, compliance with the terms of our outstanding indebtedness and other considerations. There is no assurance as to the number of shares that will be repurchased, and the repurchase program may be suspended or discontinued at any time at our Board of Directors' discretion. This share repurchase authorization replaces the previous share repurchase authorization announced in February 2018.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Mine Safety Disclosures.
Not applicable.
Item 5. Other Information.
Rule 10b5-1 trading arrangement
During the three months ended September 27, 2024, no director or officer of the Company adopted, modified or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
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LEIDOS HOLDINGS, INC.

Item 6. Exhibits.
Exhibit
Number
Description of Exhibit
3.1
22
31.1
31.2
32.1
32.2
101Interactive Data File. The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
104Cover Page Interactive Data File. The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

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LEIDOS HOLDINGS, INC.

SIGNATURES
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 thereunto duly authorized.
Date: October 29, 2024
 
Leidos Holdings, Inc.
/s/ Christopher R. Cage
Christopher R. Cage
Executive Vice President and Chief Financial Officer and
as a duly authorized officer


35

Exhibit 31.1
LEIDOS HOLDINGS, INC.
CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Thomas A. Bell, certify that:
1.I have reviewed this quarterly report on Form 10-Q for the period ended September 27, 2024, of Leidos Holdings, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including the registrant's consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date: October 29, 2024
 
/s/ Thomas A. Bell
Thomas A. Bell
Chief Executive Officer



Exhibit 31.2
LEIDOS HOLDINGS, INC.
CERTIFICATION OF EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Christopher R. Cage, certify that:
1.I have reviewed this quarterly report on Form 10-Q for the period ended September 27, 2024, of Leidos Holdings, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including the registrant's consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date: October 29, 2024
 
/s/ Christopher R. Cage
Christopher R. Cage
Executive Vice President and Chief Financial Officer



Exhibit 32.1
LEIDOS HOLDINGS, INC.
CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO
18 U.S.C SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Leidos Holdings, Inc. ("Leidos") on Form 10-Q for the period ended September 27, 2024, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Thomas A. Bell, Chief Executive Officer of Leidos Holdings, Inc., certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:
1.The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2.The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Date: October 29, 2024
 
/s/ Thomas A. Bell
Thomas A. Bell
Chief Executive Officer



Exhibit 32.2
LEIDOS HOLDINGS, INC.
CERTIFICATION OF EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER PURSUANT TO
18 U.S.C SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Leidos Holdings, Inc. ("Leidos") on Form 10-Q for the period ended September 27, 2024, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Christopher R. Cage, Executive Vice President and Chief Financial Officer of Leidos Holdings, Inc., certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:
1.The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2.The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Date: October 29, 2024
 
/s/ Christopher R. Cage
Christopher R. Cage
Executive Vice President and Chief Financial Officer


v3.24.3
Cover - shares
9 Months Ended
Sep. 27, 2024
Oct. 22, 2024
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Sep. 27, 2024  
Document Transition Report false  
Entity File Number 001-33072  
Entity Registrant Name Leidos Holdings, Inc.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 20-3562868  
Entity Address, Address Line One 1750 Presidents Street,  
Entity Address, City or Town Reston,  
Entity Address, State or Province VA  
Entity Address, Postal Zip Code 20190  
City Area Code 571  
Local Phone Number 526-6000  
Title of 12(b) Security Common stock, par value $.0001 per share  
Trading Symbol LDOS  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   133,433,109
Amendment Flag false  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q3  
Entity Central Index Key 0001336920  
Current Fiscal Year End Date --01-03  
v3.24.3
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Millions
Sep. 27, 2024
Dec. 29, 2023
Assets:    
Cash and cash equivalents $ 1,185 $ 777
Receivables, net 2,706 2,429
Inventory, net 323 310
Other current assets 451 489
Total current assets 4,665 4,005
Property, plant and equipment, net 992 961
Intangible assets, net 558 667
Goodwill 6,123 6,112
Operating lease right-of-use assets, net 459 512
Other long-term assets 541 438
Total assets 13,338 12,695
Liabilities:    
Accounts payable and accrued liabilities 2,287 2,277
Accrued payroll and employee benefits 903 695
Current portion of long-term debt 592 18
Total current liabilities 3,782 2,990
Long-term debt, net of current portion 4,081 4,664
Operating lease liabilities 467 516
Other long-term liabilities 341 267
Total liabilities 8,671 8,437
Commitments and contingencies (Note 11)
Stockholders’ equity:    
Common stock, $0.0001 par value, 500,000,000 shares authorized, 133,337,275 and 135,766,419 shares issued and outstanding at September 27, 2024, and December 29, 2023, respectively 0 0
Additional paid-in capital 1,469 1,885
Retained earnings 3,179 2,364
Accumulated other comprehensive loss (34) (48)
Total Leidos stockholders’ equity 4,614 4,201
Non-controlling interest 53 57
Total stockholders' equity 4,667 4,258
Total liabilities and stockholders' equity $ 13,338 $ 12,695
v3.24.3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares
Sep. 27, 2024
Dec. 29, 2023
Stockholders’ equity:    
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock, shares authorized (in shares) 500,000,000 500,000,000
Common stock, shares issued (in shares) 133,337,275 135,766,419
Common stock, shares outstanding (in shares) 133,337,275 135,766,419
v3.24.3
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 27, 2024
Sep. 29, 2023
Sep. 27, 2024
Sep. 29, 2023
Income Statement [Abstract]        
Revenues $ 4,190 $ 3,921 $ 12,297 $ 11,458
Cost of revenues 3,428 3,334 10,192 9,809
Selling, general and administrative expenses 247 239 704 709
Acquisition, integration and restructuring costs 3 5 14 14
Goodwill impairment charges 0 599 0 599
Asset impairment charges 6 88 6 88
Equity earnings of non-consolidated subsidiaries (10) (8) (25) (21)
Operating income (loss) 516 (336) 1,406 260
Non-operating income (expense):        
Interest expense, net (46) (53) (146) (163)
Other income (expense), net 0 1 4 (4)
Income (loss) before income taxes 470 (388) 1,264 93
Income tax expense (108) (8) (295) (115)
Net income (loss) 362 (396) 969 (22)
Less: net (loss) income attributable to non-controlling interest (2) 3 (1) 8
Net income (loss) attributable to Leidos common stockholders $ 364 $ (399) $ 970 $ (30)
Earnings Per Share [Abstract]        
Basic (in dollars per share) $ 2.72 $ (2.91) $ 7.19 $ (0.22)
Diluted (in dollars per share) $ 2.68 $ (2.91) $ 7.13 $ (0.22)
v3.24.3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 27, 2024
Sep. 29, 2023
Sep. 27, 2024
Sep. 29, 2023
Statement of Comprehensive Income [Abstract]        
Net income (loss) $ 362 $ (396) $ 969 $ (22)
Foreign currency translation adjustments 37 (31) 18 (19)
Unrecognized loss on derivative instruments (5) 0 (4) (1)
Pension adjustments (1) (1) 0 (2)
Total other comprehensive income (loss), net of taxes 31 (32) 14 (22)
Comprehensive income (loss) 393 (428) 983 (44)
Less: net (loss) income attributable to non-controlling interest (2) 3 (1) 8
Comprehensive income (loss) attributable to Leidos common stockholders $ 395 $ (431) $ 984 $ (52)
v3.24.3
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY - USD ($)
$ in Millions
Total
Leidos stockholders' equity
Shares of common stock
Additional paid-in capital
Retained earnings
Accumulated other comprehensive income (loss)
Non-controlling interest
Beginning balance (in shares) at Dec. 30, 2022     137,000,000        
Beginning balance at Dec. 30, 2022 $ 4,353 $ 4,299   $ 2,005 $ 2,367 $ (73) $ 54
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Net income (loss) 164 162     162   2
Other comprehensive income (loss), net of taxes 9 9       9  
Issuances of stock 14 14   14      
Repurchases of stock and other (43) (43)   (43)      
Dividends (50) (50)     (50)    
Stock-based compensation 18 18   18      
Net capital distributions to non-controlling interest (1)           (1)
Ending balance (in shares) at Mar. 31, 2023     137,000,000        
Ending balance at Mar. 31, 2023 4,464 4,409   1,994 2,479 (64) 55
Beginning balance (in shares) at Dec. 30, 2022     137,000,000        
Beginning balance at Dec. 30, 2022 4,353 4,299   2,005 2,367 (73) 54
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Net income (loss) (22)            
Other comprehensive income (loss), net of taxes (22)            
Ending balance (in shares) at Sep. 29, 2023     138,000,000        
Ending balance at Sep. 29, 2023 4,203 4,146   2,055 2,186 (95) 57
Beginning balance (in shares) at Mar. 31, 2023     137,000,000        
Beginning balance at Mar. 31, 2023 4,464 4,409   1,994 2,479 (64) 55
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Net income (loss) 210 207     207   3
Other comprehensive income (loss), net of taxes 1 1       1  
Issuances of stock 14 14   14      
Dividends (50) (50)     (50)    
Stock-based compensation 19 19   19      
Net capital distributions to non-controlling interest (5) (3)   (3)     (2)
Ending balance (in shares) at Jun. 30, 2023     137,000,000        
Ending balance at Jun. 30, 2023 4,653 4,597   2,024 2,636 (63) 56
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Net income (loss) (396) (399)     (399)   3
Other comprehensive income (loss), net of taxes (32) (32)       (32)  
Issuances of stock (in shares)     1,000,000        
Issuances of stock 12 12   12      
Repurchases of stock and other (1) (1)   (1)      
Dividends (51) (51)     (51)    
Stock-based compensation 20 20   20      
Net capital distributions to non-controlling interest (2)           (2)
Ending balance (in shares) at Sep. 29, 2023     138,000,000        
Ending balance at Sep. 29, 2023 $ 4,203 4,146   2,055 2,186 (95) 57
Beginning balance (in shares) at Dec. 29, 2023 135,766,419   136,000,000        
Beginning balance at Dec. 29, 2023 $ 4,258 4,201   1,885 2,364 (48) 57
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Net income (loss) 283 284     284   (1)
Other comprehensive income (loss), net of taxes (24) (24)       (24)  
Issuances of stock 14 14   14      
Repurchases of stock and other (in shares)     (1,000,000)        
Repurchases of stock and other (184) (184)   (184)      
Dividends (53) (53)     (53)    
Stock-based compensation 20 20   20      
Net capital distributions to non-controlling interest (1)           (1)
Ending balance (in shares) at Mar. 29, 2024     135,000,000        
Ending balance at Mar. 29, 2024 $ 4,313 4,258   1,735 2,595 (72) 55
Beginning balance (in shares) at Dec. 29, 2023 135,766,419   136,000,000        
Beginning balance at Dec. 29, 2023 $ 4,258 4,201   1,885 2,364 (48) 57
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Net income (loss) 969            
Other comprehensive income (loss), net of taxes $ 14            
Ending balance (in shares) at Sep. 27, 2024 133,337,275   133,000,000        
Ending balance at Sep. 27, 2024 $ 4,667 4,614   1,469 3,179 (34) 53
Beginning balance (in shares) at Mar. 29, 2024     135,000,000        
Beginning balance at Mar. 29, 2024 4,313 4,258   1,735 2,595 (72) 55
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Net income (loss) 324 322     322   2
Other comprehensive income (loss), net of taxes 7 7       7  
Issuances of stock (in shares)     1,000,000        
Issuances of stock 14 14   14      
Repurchases of stock and other (in shares)     (1,000,000)        
Repurchases of stock and other (115) (115)   (115)      
Dividends (51) (51)     (51)    
Stock-based compensation 20 20   20      
Net capital distributions to non-controlling interest (2)           (2)
Ending balance (in shares) at Jun. 28, 2024     135,000,000        
Ending balance at Jun. 28, 2024 4,510 4,455   1,654 2,866 (65) 55
Increase (Decrease) in Stockholders' Equity [Roll Forward]              
Net income (loss) 362 364     364   (2)
Other comprehensive income (loss), net of taxes 31 31       31  
Issuances of stock 1 1   1      
Repurchases of stock and other (in shares)     (2,000,000)        
Repurchases of stock and other (205) (205)   (205)      
Dividends (51) (51)     (51)    
Stock-based compensation $ 19 19   19      
Ending balance (in shares) at Sep. 27, 2024 133,337,275   133,000,000        
Ending balance at Sep. 27, 2024 $ 4,667 $ 4,614   $ 1,469 $ 3,179 $ (34) $ 53
v3.24.3
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - $ / shares
3 Months Ended
Sep. 27, 2024
Jun. 28, 2024
Mar. 29, 2024
Sep. 29, 2023
Jun. 30, 2023
Mar. 31, 2023
Statement of Stockholders' Equity [Abstract]            
Dividends (in dollars per share) $ 0.38 $ 0.38 $ 0.38 $ 0.36 $ 0.36 $ 0.36
v3.24.3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Millions
3 Months Ended 9 Months Ended 12 Months Ended
Sep. 27, 2024
Mar. 29, 2024
Sep. 29, 2023
Mar. 31, 2023
Sep. 27, 2024
Sep. 29, 2023
Dec. 29, 2023
Cash flows from operations:              
Net income (loss) $ 362 $ 283 $ (396) $ 164 $ 969 $ (22)  
Adjustments to reconcile net income (loss) to net cash provided by operations:              
Depreciation and amortization         211 248  
Stock-based compensation         59 57  
Deferred income taxes         (96) (192)  
Goodwill impairment charges 0   599   0 599 $ 596
Asset impairment charges 6   88   6 88  
Other         5 25  
Change in assets and liabilities, net of effects of acquisitions:              
Receivables         (260) (109)  
Other current assets and other long-term assets         102 141  
Accounts payable and accrued liabilities and other long-term liabilities         (149) 22  
Accrued payroll and employee benefits         208 105  
Income taxes receivable/payable         38 (101)  
Net cash provided by operating activities         1,093 861  
Cash flows from investing activities:              
Acquisition of a business, net of cash acquired         0 (6)  
Payments for property, equipment and software         (63) (129)  
Net proceeds from sale of assets         2 0  
Other         5 0  
Net cash used in investing activities         (56) (135)  
Cash flows from financing activities:              
Proceeds from debt issuance         0 1,743  
Repayments of borrowings         (14) (2,041)  
Payments for debt issuance costs         0 (7)  
Dividend payments         (155) (150)  
Repurchases of stock and other         (500) (44)  
Proceeds from issuances of stock         28 37  
Net capital distributions to non-controlling interests         (3) (8)  
Net cash used in financing activities         (644) (470)  
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash         5 0  
Net increase in cash, cash equivalents and restricted cash         398 256  
Cash, cash equivalents and restricted cash at beginning of period   $ 928   $ 683 928 683 683
Cash, cash equivalents and restricted cash at end of period 1,326   939   1,326 939 928
Less: restricted cash at end of period 141   189   141 189  
Cash and cash equivalents at end of period $ 1,185   $ 750   1,185 750 $ 777
Supplementary cash flow information:              
Cash paid for income taxes, net of refunds         276 325  
Cash paid for interest         167 160  
Noncash Investing and Financing Items [Abstract]              
Property, plant and equipment additions         72 2  
Finance lease obligations         $ 0 $ 65  
v3.24.3
Basis of Presentation and Summary of Significant Accounting Policies
9 Months Ended
Sep. 27, 2024
Accounting Policies [Abstract]  
Basis of Presentation and Summary of Significant Accounting Policies
Note 1–Basis of Presentation and Summary of Significant Accounting Policies
Nature of Operations and Basis of Presentation
Leidos Holdings, Inc. ("Leidos"), a Delaware corporation, is a holding company whose direct 100%-owned subsidiary and principal operating company is Leidos, Inc. Leidos, a member of the Fortune 500®, is a dynamic innovation company that is at the forefront of addressing the world’s most challenging issues in national security and health sectors. With a global workforce of approximately 48,000, Leidos is committed to developing smarter technology solutions, particularly for customers in highly regulated industries. Leidos' customers include the U.S. Department of Defense ("DoD"), the U.S. Intelligence Community, the U.S. Department of Homeland Security, the Federal Aviation Administration, the Department of Veterans Affairs, National Aeronautics and Space Administration ("NASA") and many other U.S. civilian, state and local government agencies, foreign government agencies and commercial businesses. Unless indicated otherwise, references to "we," "us" and "our" refer collectively to Leidos Holdings, Inc. and its consolidated subsidiaries.
During the quarter ended March 29, 2024, we completed a realignment of our segment and reporting structure, which resulted in the identification of four reportable segments: National Security & Digital, Health & Civil, Commercial & International and Defense Systems. We commenced operating and reporting under the new organizational structure effective the first day of fiscal 2024. In addition, we separately present the unallocable costs associated with corporate functions as Corporate. As a result of this change, prior year segment results and disclosures have been recast to reflect the current reportable segment structure.
We have a controlling interest in Mission Support Alliance, LLC ("MSA"), a joint venture with Centerra Group, LLC. We also have a controlling interest in Hanford Mission Integration Solutions, LLC ("HMIS"), the legal entity for the follow-on contract to MSA's contract and a joint venture with Centerra Group, LLC and Parsons Government Services, Inc. The financial results for MSA and HMIS are consolidated into our unaudited condensed consolidated financial statements. The unaudited condensed consolidated financial statements also include the balances of all voting interest entities in which Leidos has a controlling voting interest ("subsidiaries") and a variable interest entity ("VIE") in which Leidos is the primary beneficiary. The consolidated balances of the VIE are not material to the unaudited condensed consolidated financial statements for the periods presented. Intercompany accounts and transactions between consolidated companies have been eliminated in consolidation.
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the rules of the U.S. Securities and Exchange Commission and accounting principles generally accepted in the United States of America ("GAAP"). Certain disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingencies at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting periods. Management evaluates these estimates and assumptions on an ongoing basis, including those relating to estimated profitability of long-term contracts, indirect billing rates, allowances for doubtful accounts, inventories, right-of-use assets and lease liabilities, fair value and impairment of intangible assets and goodwill, income taxes, stock-based compensation expense and contingencies. These estimates have been prepared by management on the basis of the most current and best available information; however, actual results could differ materially from those estimates.
Certain amounts in the prior year financial statements have been reclassified to conform to the current year presentation. We combined "Deferred tax liabilities" into "Other long-term liabilities" on the condensed consolidated balance sheets.
In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, which consist of normal recurring adjustments, necessary for a fair presentation thereof. The results reported in these unaudited condensed consolidated financial statements are not necessarily indicative of the results that may be expected for the entire year. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Annual Report on Form 10-K filed on February 13, 2024.
Accounting Standards Updates Issued But Not Yet Adopted
ASU 2023-07 Segment Reporting
In November 2023, the FASB issued ASU 2023-07, to improve reportable segment disclosure requirements. This update requires companies to disclose significant segment expense categories that are regularly provided to the chief operating decision maker ("CODM") on an interim and annual basis and expands disclosure requirements for interim reporting. Companies must also disclose how segment measures of profit or loss are used by the CODM.
The amendments in this update are effective for public entities for annual periods beginning after December 15, 2023, and interim periods beginning after December 15, 2024. The amendments should be adopted on a retrospective basis and early adoption is permitted. We will adopt these amendments for annual disclosures in fiscal 2024 and interim disclosures in fiscal 2025.
ASU 2023-09 Income Taxes
In December 2023, the FASB issued ASU 2023-09, to enhance the transparency and usefulness of income tax disclosures. The update requires enhancements to the annual rate reconciliation, including disclosure of specific categories and additional information for reconciling items meeting a quantitative threshold. The update also requires disclosure of income taxes paid disaggregated by federal, state and foreign taxes, and individual jurisdictions meeting a quantitative threshold.
The amendments in this update are effective for public business entities for annual periods beginning after December 15, 2024, and may be adopted on a prospective or retrospective basis. Early adoption is permitted. We are currently evaluating the impacts of this update and plan to adopt these amendments using the prospective approach for annual disclosures in fiscal 2025.
Changes in Estimates on Contracts
Changes in estimates related to contracts accounted for using the cost-to-cost method of accounting are recognized in the period in which such changes are made for the inception-to-date effect of the changes, with the exception of contracts acquired through a business combination, where the adjustment is made for the period commencing from the date of acquisition.
Changes in estimates on contracts were as follows:
Three Months EndedNine Months Ended
September 27,
2024
September 29,
2023
September 27,
2024
September 29,
2023
(in millions, except per share data)
Favorable impact$58 $40 $125 $102 
Unfavorable impact(28)(24)(107)(62)
Net impact to income before income taxes$30 $16 $18 $40 
Impact on diluted EPS attributable to Leidos common stockholders
$0.17 $0.09 $0.10 $0.22 
The unfavorable impact for the nine months ended September 27, 2024, included $41 million in write-downs on programs within our UK operations related to cost increases and schedule delays.
The impact on diluted earnings per share ("EPS") attributable to Leidos common stockholders is calculated using the statutory tax rate.
Revenue Recognized from Prior Obligations
Revenue recognized from performance obligations satisfied in previous periods was $78 million and $12 million for the three and nine months ended September 27, 2024, respectively, and $13 million and $14 million for the three and nine months ended September 29, 2023, respectively. The changes primarily relate to revisions of variable consideration including award and incentive fees, and revisions to estimates at completion resulting from changes in contract scope, mitigation of contract risks or true-ups of contract estimates at the end of contract performance.
Cash and Cash Equivalents
Our cash equivalents are primarily comprised of investments in several large institutional money market accounts, with original maturity of three months or less. At September 27, 2024, and December 29, 2023, $91 million and $136 million, respectively, of outstanding payments were included within "Cash and cash equivalents" and "Accounts payable and accrued liabilities" correspondingly on the condensed consolidated balance sheets.
Restricted Cash
We have restricted cash balances, primarily representing advances from customers that are restricted for use on certain expenditures related to that customer's contract. Restricted cash balances are included as "Other current assets" in the condensed consolidated balance sheets. Our restricted cash balances were $141 million and $151 million at September 27, 2024, and December 29, 2023, respectively.
v3.24.3
Revenues
9 Months Ended
Sep. 27, 2024
Revenue from Contract with Customer [Abstract]  
Revenues
Note 2–Revenues
Remaining Performance Obligations
Remaining performance obligations ("RPO") represent the expected value of exercised contracts, both funded and unfunded, less revenue recognized to date. RPO does not include unexercised option periods and future potential task orders expected to be awarded under indefinite delivery/indefinite quantity ("IDIQ") contracts, General Services Administration Schedule or other master agreement contract vehicles, with the exception of certain IDIQ contracts where task orders are not competitively awarded and separately priced but instead are used as a funding mechanism, and where there is a basis for estimating future revenues and funding on future anticipated task orders.
As of September 27, 2024, we had $16 billion of RPO and expect to recognize approximately 66% and 82% over the next 12 months and 24 months, respectively, with the remainder to be recognized thereafter.
Disaggregation of Revenues
We disaggregate revenues by customer-type, contract-type and geographic location for each of our reportable segments.
Disaggregated revenues by customer-type were as follows:
Three Months Ended September 27, 2024
National Security & Digital
Health & Civil
Commercial & International
Defense SystemsTotal
(in millions)
DoD and U.S. Intelligence Community
$1,281 $243 $15 $475 $2,014 
Other U.S. government agencies(1)
540 964 114 18 1,636 
Commercial and non-U.S. customers
26 16 448 29 519 
Total$1,847 $1,223 $577 $522 $4,169 
Three Months Ended September 29, 2023
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
DoD and U.S. Intelligence Community
$1,235 $257 $11 $444 $1,947 
Other U.S. government agencies(1)
570 776 91 31 1,468 
Commercial and non-U.S. customers
33 16 446 (13)482 
Total$1,838 $1,049 $548 $462 $3,897 
(1) Includes federal government agencies other than the DoD and U.S. Intelligence Community, as well as state and local government agencies.
Nine Months Ended September 27, 2024
National Security & Digital
Health & Civil
Commercial & International
Defense SystemsTotal
(in millions)
DoD and U.S. Intelligence Community$3,749 $755 $29 $1,341 $5,874 
Other U.S. government agencies(1)
1,585 2,867 268 64 4,784 
Commercial and non-U.S. customers87 48 1,348 86 1,569 
Total$5,421 $3,670 $1,645 $1,491 $12,227 
Nine Months Ended September 29, 2023
National Security & Digital
Health & Civil
Commercial & International
Defense SystemsTotal
(in millions)
DoD and U.S. Intelligence Community$3,582 $797 $26 $1,219 $5,624 
Other U.S. government agencies(1)
1,682 2,230 236 91 4,239 
Commercial and non-U.S. customers99 45 1,319 63 1,526 
Total$5,363 $3,072 $1,581 $1,373 $11,389 
(1) Includes federal government agencies other than the DoD and U.S. Intelligence Community, as well as state and local government agencies.
Disaggregated revenues by contract-type were as follows:
Three Months Ended September 27, 2024
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
Cost-reimbursement and fixed-price-incentive-fee
$980 $433 $94 $326 $1,833 
Firm-fixed-price511 737 378 155 1,781 
Time-and-materials and fixed-price-level-of-effort
356 53 105 41 555 
Total$1,847 $1,223 $577 $522 $4,169 
Three Months Ended September 29, 2023
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
Cost-reimbursement and fixed-price-incentive-fee
$993 $467 $89 $301 $1,850 
Firm-fixed-price509 537 367 134 1,547 
Time-and-materials and fixed-price-level-of-effort
336 45 92 27 500 
Total$1,838 $1,049 $548 $462 $3,897 
Nine Months Ended September 27, 2024
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
Cost-reimbursement and fixed-price-incentive-fee$2,874 $1,331 $269 $940 $5,414 
Firm-fixed-price1,497 2,176 1,049 437 5,159 
Time-and-materials and fixed-price-level-of-effort1,050 163 327 114 1,654 
Total$5,421 $3,670 $1,645 $1,491 $12,227 
Nine Months Ended September 29, 2023
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
Cost-reimbursement and fixed-price-incentive-fee$2,876 $1,542 $263 $840 $5,521 
Firm-fixed-price1,513 1,394 1,005 425 4,337 
Time-and-materials and fixed-price-level-of-effort974 136 313 108 1,531 
Total$5,363 $3,072 $1,581 $1,373 $11,389 
Disaggregated revenues by geographic location were as follows:
Three Months Ended September 27, 2024
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
United States
$1,840 $1,222 $257 $511 $3,830 
International
7 1 320 11 339 
Total$1,847 $1,223 $577 $522 $4,169 
Three Months Ended September 29, 2023
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
United States
$1,831 $1,047 $221 $458 $3,557 
International
327 340 
Total$1,838 $1,049 $548 $462 $3,897 
Nine Months Ended September 27, 2024
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
United States
$5,398 $3,666 $692 $1,458 $11,214 
International
23 4 953 33 1,013 
Total$5,421 $3,670 $1,645 $1,491 $12,227 
Nine Months Ended September 29, 2023
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
United States
$5,336 $3,069 $630 $1,362 $10,397 
International
27 951 11 992 
Total$5,363 $3,072 $1,581 $1,373 $11,389 
Revenues by customer-type, contract-type and geographic location exclude lease income of $21 million and $70 million for the three and nine months ended September 27, 2024, respectively, and $24 million and $69 million for the three and nine months ended September 29, 2023, respectively.
Contract Assets and Liabilities
Performance obligations are satisfied either over time as work progresses or at a point in time. Firm-fixed-price contracts are typically billed to the customer using milestone payments while cost-reimbursable and time and materials contracts are typically billed to the customer on a monthly or bi-weekly basis as indicated by the negotiated billing terms and conditions of the contract. As a result, the timing of revenue recognition, customer billings and cash collections for each contract results in a net contract asset or liability at the end of each reporting period.
Contract assets consist of unbilled receivables, which is the amount of revenue recognized that exceeds the amount billed to the customer. Unbilled receivables exclude amounts billable where the right to consideration is solely subject to the passage of time. Contract liabilities consist of deferred revenue, which represents cash advances received prior to performance for programs and billings in excess of revenue recognized.
The components of contract assets and contract liabilities consisted of the following:
Balance sheet line itemSeptember 27,
2024
December 29,
2023
(in millions)
Contract assets - current:
Unbilled receivablesReceivables, net$1,137 $1,041 
Contract liabilities - current:
Deferred revenue(1)
Accounts payable and accrued liabilities$353 $442 
Contract liabilities - non-current:
Deferred revenue(1)
Other long-term liabilities$13 $21 
(1) Certain contracts record revenue net of cost of revenues, and therefore, the respective deferred revenue balance will not fully convert to revenue.
The increase in unbilled receivables was primarily due to revenue recognized on certain contracts, partially offset by the timing of billings. The decrease in deferred revenue was primarily due to revenue recognized during the period, offset by the timing of advanced payments from customers.
For the three and nine months ended September 27, 2024, $45 million and $256 million, respectively, of revenue recognized was included as a contract liability at December 29, 2023. For the three and nine months ended September 29, 2023, $28 million and $215 million, respectively, of revenue recognized was included as a contract liability at December 30, 2022.
v3.24.3
Goodwill and Intangible Assets
9 Months Ended
Sep. 27, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets
Note 3–Goodwill and Intangible Assets
Goodwill
During the quarter ended March 29, 2024, the Company completed a business realignment, which resulted in identification of new reportable segments. The Company commenced operating and reporting under the new organizational structure effective the first day of fiscal 2024 (see "Note 10–Business Segments).
Goodwill was allocated to the new reporting units within our reportable segments based on a relative fair value approach.
The following table presents changes in the carrying amount of goodwill by reportable segment:
National Security & DigitalHealth & CivilCommercial & InternationalDefense SystemsTotal
(in millions)
Goodwill at December 30, 2022
$2,755 $1,366 $1,389 $1,186 $6,696 
Goodwill impairment— — (596)— (596)
Acquisitions of a business(1)
— — (4)— (4)
Foreign currency translation adjustments— 11 16 
Goodwill at December 29, 2023(2)
$2,758 $1,366 $800 $1,188 $6,112 
Foreign currency translation adjustments— — 11 — 11 
Goodwill at September 27, 2024(2)
$2,758 $1,366 $811 $1,188 $6,123 
(1) Adjustment to goodwill resulting from a measurement period purchase accounting adjustment.
(2) Carrying amount includes accumulated impairment loss of $596 million within the Commercial & International segment.
We evaluate qualitative factors that could cause us to consider whether the estimated fair value of each of our reporting units may be lower than the carrying value and trigger a quantitative assessment, including, but not limited to (i) macroeconomic conditions, (ii) industry and market considerations, (iii) our overall financial performance, including an analysis of our current and projected cash flows, revenues and earnings, (iv) a sustained decrease in share price and (v) other relevant entity-specific events including changes in management, strategy, partners or litigation.
Operations of the Security Enterprise Solutions (“SES”) reporting unit rely heavily on the sales and servicing of security and detection products, which prior to fiscal 2024, have been negatively impacted due to delays in airline travel infrastructure projects as customer budgets recover from the pandemic. During fiscal 2023, the SES reporting unit refined its portfolio and made strategic business decisions to exit certain product offerings, and cease operations in certain countries in order to align the operations of the reporting unit with its strategic business plan. These decisions, along with the delays in airline travel infrastructure projects and higher than anticipated servicing costs, contributed to a significant reduction in the reporting unit’s forecasted revenue and cash flows. Accordingly, we recognized a non-cash goodwill impairment charge of $596 million at the SES reporting unit during the fiscal year ended December 29, 2023. The impairment was recorded within the Commercial & International reportable segment in the condensed consolidated statements of operations. In the event that there are significant unfavorable changes to the forecasted cash flows, forecasted revenue, terminal growth rates or the cost of capital used in the fair value estimates, we may be required to record an additional impairment of goodwill at a future date.
In conjunction with the change in reportable segments in fiscal 2024, the Company evaluated goodwill for impairment both before and after the segment change and determined that goodwill was not impaired.
Intangible Assets
Intangible assets, net consisted of the following:
September 27, 2024December 29, 2023
Gross carrying value Accumulated amortizationNet carrying valueGross carrying valueAccumulated amortizationNet carrying value
(in millions)
Finite-lived intangible assets:
Programs
$1,689 $(1,264)$425 $1,689 $(1,175)$514 
Software and technology
264 (161)103 263 (144)119 
Customer relationships
53 (27)26 52 (22)30 
Total finite-lived intangible assets
2,006 (1,452)554 2,004 (1,341)663 
Indefinite-lived intangible assets:
Trade names4  4 — 
Total intangible assets$2,010 $(1,452)$558 $2,008 $(1,341)$667 
Our strategic decisions regarding SES’ product offerings and operating regions (see the goodwill discussion above) caused certain technology and in-process research and development intangible assets to be abandoned and the carrying values of certain program intangible assets to become unrecoverable. As a result, for the three and nine months ended September 29, 2023, we recognized intangible asset impairment charges of $79 million. The impairment was recorded to “Asset impairment charges” in the condensed consolidated statements of operations within the Commercial & International reportable segment.
Amortization expense was $37 million and $110 million for the three and nine months ended September 27, 2024, respectively, and $50 million and $153 million for the three and nine months ended September 29, 2023, respectively.
Program intangible assets are amortized over their respective estimated useful lives in proportion to the pattern of economic benefit based on expected future discounted cash flows. Customer relationships and software and technology intangible assets are amortized either on a straight-line basis over their estimated useful lives or over their respective estimated useful lives in proportion to the pattern of economic benefit based on expected future discounted cash flows, as deemed appropriate.
The estimated annual amortization expense as of September 27, 2024, was as follows:
Fiscal year ending
(in millions)
2024 (remainder of year)$37 
2025120 
202699 
202773 
202862 
2029 and thereafter163 
$554 
v3.24.3
Fair Value Measurements
9 Months Ended
Sep. 27, 2024
Fair Value Disclosures [Abstract]  
Fair Value Measurements
Note 4–Fair Value Measurements
The accounting standard for fair value measurements establishes a three-level fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: observable inputs such as quoted prices in active markets (Level 1); inputs other than quoted prices in active markets that are observable, either directly or indirectly, or quoted prices that are not active (Level 2); and unobservable inputs in which there is little or no market data (e.g., discounted cash flow and other similar pricing models), which requires us to develop our own market participant assumptions used in pricing the asset or liability (Level 3).
The financial instruments measured at fair value on a recurring basis primarily consisted of the following:
September 27, 2024December 29, 2023
Carrying valueFair valueCarrying valueFair value
(in millions)
Financial assets:
Derivatives$4 $4 $11 $11 
As of September 27, 2024, and December 29, 2023, our derivatives primarily consisted of the cash flow interest rate swaps on $500 million of the variable rate senior unsecured term loan (see "Note 5–Derivative Instruments"). The fair value of the cash flow interest rate swaps is determined based on observed values for underlying interest rates on the one-month Secured Overnight Financing Rate ("SOFR") rate (Level 2 inputs).
The carrying amounts of our financial instruments, other than derivatives, which include cash equivalents, accounts receivable, accounts payable and accrued expenses, are reasonable estimates of their related fair values.
As of September 27, 2024, and December 29, 2023, the fair value of debt was $4.6 billion for both periods, and the carrying amount was $4.7 billion for both periods (see "Note 6–Debt"). The fair value of long-term debt is determined based on current interest rates available for debt with terms and maturities similar to our existing debt arrangements and our credit rating (Level 2 inputs).
During the three months ended September 29, 2023, we recorded impairment charges of SES' goodwill (see "Note 3–Goodwill and Intangible Assets"). The fair values of the assets and liabilities of the SES reporting unit were determined using a blended approach, including discounted cash flow models and market earnings multiples. The market approach estimates fair value based on profitability and valuation metrics for peer companies and applies a multiple to the reporting unit's operating performance. The income approach estimates fair value by discounting the reporting unit's estimated future cash flows using a weighted-average cost of capital reflecting current market conditions as well as the risk profile of the reporting unit. Future cash flows are based on estimates of economic and market assumptions made using the best judgment of management, including growth rates in revenue and margins, and future changes in tax rates and cash expenditures. Other significant assumptions and estimates include estimates of future capital expenditures, terminal value growth rates, and changes in future working capital requirements. The fair value of the SES reporting unit was determined using Level 3 inputs.
v3.24.3
Derivative Instruments
9 Months Ended
Sep. 27, 2024
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Derivative Instruments
Note 5–Derivative Instruments
We manage our risk to changes in interest rates through the use of derivative instruments. We do not hold derivative instruments for trading or speculative purposes. For variable rate borrowings, we use fixed interest rate swaps, effectively converting a portion of the variable interest rate payments to fixed interest rate payments. These swaps are designated as cash flow hedges.
The fair value of the interest rate swaps was as follows:
Asset derivatives
Balance sheet line itemSeptember 27,
2024
December 29,
2023
(in millions)
Cash flow interest rate swaps
Other current assets(1)
$4 $11 
(1) As of December 29, 2023, the cash flow interest rate swaps were reported in the "other long-term assets" on the condensed consolidated balance sheet.
The cash flows associated with the interest rate swaps are classified as operating activities in the condensed consolidated statements of cash flows.
Cash Flow Hedges
We have interest rate swap agreements to hedge the cash flows of $500 million of the variable rate senior unsecured term loan (the "Variable Rate Loan"). These interest rate swap agreements have a maturity date of August 2025 and a fixed interest rate of 2.96%. The objective of these instruments is to reduce variability in the forecasted interest payments of the Variable Rate Loan. Under the terms of the interest rate swap agreements, we will receive monthly variable interest payments based on the one-month SOFR and will pay interest at a fixed rate.
The interest rate swap transactions are accounted for as cash flow hedges. The gain/loss on the swaps is reported as a component of other comprehensive (loss) income and is reclassified into earnings when the interest payments on the underlying hedged items impact earnings. A qualitative assessment of hedge effectiveness is performed on a quarterly basis, unless facts and circumstances indicate the hedge may no longer be highly effective.
The effect of the cash flow hedges on other comprehensive (loss) income and earnings for the periods presented was as follows:
Three Months EndedNine Months Ended
September 27,
2024
September 29,
2023
September 27,
2024
September 29,
2023
(in millions)
Total interest expense, net presented in the condensed consolidated statements of operations in which the effects of cash flow hedges are recorded
$46 $53 $146 $163 
Amount recognized in other comprehensive income (loss)$(4)$$3 $11 
Amount reclassified from accumulated other comprehensive loss to interest expense, net$(3)$(3)$(9)$(12)
We expect to reclassify net gains of $3 million from accumulated other comprehensive loss into earnings during the next 12 months.
v3.24.3
Debt
9 Months Ended
Sep. 27, 2024
Debt Disclosure [Abstract]  
Debt
Note 6–Debt
Our debt consisted of the following:
Stated interest rateEffective interest rateSeptember 27,
2024
December 29,
2023
(in millions)
Senior unsecured term loan:
$1,000 million term loan, due March 2028
6.46%6.64%$1,000 $1,000 
Senior unsecured notes:
$500 million notes, due May 2025
3.63%3.76%500 500 
$750 million notes, due May 2030
4.38%4.50%750 750 
$1,000 million notes, due February 2031
2.30%2.38%1,000 1,000 
$250 million notes, due July 2032
7.13%7.43%250 250 
$750 million notes, due March 2033
5.75%5.81%750 750 
$300 million notes, due July 2033
5.50%5.88%161 161 
$300 million notes, due December 2040
5.95%6.03%218 218 
Finance leases due on various dates through fiscal 2032

Various
1.84%-6.31%
78 91 
Less: unamortized debt discounts and deferred debt issuance costs(34)(38)
Total long-term debt4,673 4,682 
Less current portion(592)(18)
Total long-term debt, net of current portion

$4,081 $4,664 
Term Loans and Revolving Credit Facility
On March 10, 2023 (the “Closing Date”), we entered into a Credit Agreement (the “Credit Agreement”) with certain financial institutions, which provided for a senior unsecured term loan facility in an aggregate principal amount of $1.0 billion (the “Term Loan Facility”) and a $1.0 billion senior unsecured revolving facility (the “Revolving Facility” and, together with the Term Loan Facility, the “Credit Facilities”). The Credit Facilities will mature in March 2028. The Revolving Facility is subject to an annual commitment fee rate of 0.125% on the unused credit availability and permits two additional one-year extensions subject to lender consent. As of September 27, 2024, and December 29, 2023, there were no borrowings outstanding under the Revolving Facility.
The proceeds of the Term Loan Facility and cash on hand on the Closing Date were used to repay in full all indebtedness, terminate all commitments and discharge all guarantees existing in connection with a predecessor $1.9 billion senior unsecured term loan facility and a $750 million senior unsecured revolving facility.
Borrowings under the Credit Agreement bear interest at a rate determined, at our option, based on either an alternate base rate or a Term SOFR rate with a 0.10% per annum Term SOFR adjustment, plus, in each case, an applicable margin that varies depending on our credit rating. The applicable margin range for Term SOFR-denominated borrowings is from 1.00% to 1.50%. Based on our current ratings, the applicable margin for Term SOFR-denominated borrowings is 1.25%. Principal payments are made quarterly on the Term Loan Facility beginning in March 2025, with the majority of the principal due at maturity. Interest on the Term Loan Facility for Term SOFR-denominated borrowings is payable on a periodic basis, which must be at least quarterly.
Senior Notes
In fiscal 2023, we issued and sold $750 million aggregate principal amount of fixed-rate senior notes (the “Notes”) maturing in March 2033. The Notes are senior unsecured obligations issued by Leidos, Inc. and guaranteed by Leidos Holdings, Inc. The annual interest rate for the Notes is 5.75% and is payable on a semi-annual basis. In connection with the issuance of the Notes, $11 million of debt issuance costs and discount were recognized, which were recorded as an offset against the carrying value of debt.
Commercial Paper
We have a commercial paper program in which the Company may issue short-term unsecured commercial paper notes ("Commercial Paper Notes") not to exceed $1.0 billion. The proceeds will be used for general corporate purposes, including working capital, capital expenditures, acquisitions and share repurchases.
The Commercial Paper Notes are issued in minimum denominations of $0.25 million and have maturities of up to 397 days from the date of issuance. The Commercial Paper Notes either bear a stated or floating interest rate, if interest bearing, or will be sold at a discount from the face amount. As of September 27, 2024, and December 29, 2023, we did not have any Commercial Paper Notes outstanding.
Covenants
The Credit Facilities, Commercial Paper Notes and senior unsecured notes are fully and unconditionally guaranteed and contain certain customary restrictive covenants, including among other things, restrictions on our ability to create liens and enter into sale and leaseback transactions under certain circumstances.
The financial covenants in the Credit Agreement require that we maintain, as of the last day of each fiscal quarter, a ratio of adjusted consolidated total debt to consolidated EBITDA of not more than 3.75 to 1.00, subject to increases to 4.50 to 1.00 for four fiscal quarters following a material acquisition, and a ratio of EBITDA to consolidated interest expense of not less than 3.50 to 1.00.
We were in compliance with all covenants as of September 27, 2024.
v3.24.3
Accumulated Other Comprehensive Income (Loss)
9 Months Ended
Sep. 27, 2024
Equity [Abstract]  
Accumulated Other Comprehensive Income (Loss)
Note 7–Accumulated Other Comprehensive Income (Loss)
Changes in the components of Accumulated Other Comprehensive Income (Loss) ("AOCI") were as follows:
Foreign currency translation adjustmentsUnrecognized gain (loss) on derivative instrumentsPension adjustmentsTotal AOCI
(in millions)
Balance at December 30, 2022$(73)$13 $(13)$(73)
Other comprehensive income (loss)36 (1)41 
Taxes
(2)— (1)
Reclassification from AOCI
— (15)— (15)
Balance at December 29, 2023(39)(14)(48)
Other comprehensive income (loss)23 — 26 
Taxes(5)— (3)
Reclassification from AOCI— (9)— (9)
Balance at September 27, 2024$(21)$1 $(14)$(34)
Reclassifications from unrecognized gain (loss) on derivative instruments are recorded in "Interest expense, net" in the condensed consolidated statements of operations.
v3.24.3
Earnings Per Share
9 Months Ended
Sep. 27, 2024
Earnings Per Share [Abstract]  
Earnings Per Share
Note 8–Earnings Per Share
The following table provides a reconciliation of the weighted average number of shares outstanding used to compute basic and diluted EPS for the periods presented:
Three Months EndedNine Months Ended
September 27,
2024
September 29,
2023
September 27,
2024
September 29,
2023
(in millions)
Basic weighted average number of shares outstanding134 137 135 137 
Dilutive common share equivalents—stock options and other stock awards(1)
2 — 1 — 
Diluted weighted average number of shares outstanding136 137 136 137 
(1) Dilutive common share equivalents for the three and nine months ended September 29, 2023, did not include the impact of 1 million potentially dilutive equity awards because the result would have been anti-dilutive due to the net losses.
Anti-dilutive stock-based awards are excluded from the weighted average number of shares outstanding used to compute diluted EPS. The total outstanding stock options and vesting stock awards that were anti-dilutive were less than 0.5 million for both the three and nine months ended September 27, 2024, and 2 million for both the three and nine months ended September 29, 2023.
During the three and nine months ended September 27, 2024, we made open market repurchases of our common stock for an aggregate purchase price of $200 million and $450 million, respectively, and $25 million during the nine months ended September 29, 2023. There were no share repurchases for the three months ended September 29, 2023. All shares repurchased were immediately retired.
v3.24.3
Income Taxes
9 Months Ended
Sep. 27, 2024
Income Tax Disclosure [Abstract]  
Income Taxes
Note 9–Income Taxes
For the three months ended September 27, 2024, the effective tax rate was 23.0% compared to (2.1)% for the three months ended September 29, 2023. The increase to the effective tax rate was primarily due to the tax impacts from non-deductible goodwill impairments for the three months ended September 29, 2023, and an increase in unrecognized tax benefits for the three months ended September 27, 2024.
For the nine months ended September 27, 2024, the effective tax rate was 23.3% compared to 123.7% for the nine months ended September 29, 2023. The decrease to the effective tax rate was primarily due to the tax impacts from non-deductible goodwill impairments for the nine months ended September 29, 2023, partially offset by a reduced benefit in federal research tax credits for the nine months ended September 27, 2024.
v3.24.3
Business Segments
9 Months Ended
Sep. 27, 2024
Segment Reporting [Abstract]  
Business Segments
Note 10–Business Segments
Our operations and reportable segments are organized around the customers and markets we serve. We define our reportable segments based on the way the CODM, currently our Chief Executive Officer, manages operations for the purposes of allocating resources and assessing performance.
Effective the first day of fiscal 2024, we realigned our business to report into six operating segments, which are aggregated into four reportable segments in accordance with the criteria established under ASC 280: National Security & Digital, Health & Civil, Commercial & International and Defense Systems. Our reportable segments are focused on specific, defined capability sets that we bring to our customers. Additionally, we separately present the unallocable costs associated with corporate functions as Corporate. As a result of this change, prior year segment results have been recast to reflect the current reportable segment structure.
National Security & Digital provides technology enabled services and mission software capabilities for defense and intelligence customers in the areas of cyber, logistics, security operations and decision analytics, as well as IT operations and digital transformation programs across all U.S. federal government customers. Our advanced capabilities include the delivery of technology-enabled services, mission software capabilities and IT modernization services. Our capabilities allow us to provide innovative technology solutions in the following categories: software development, engineering & design, modeling & simulation, analytics, cyber security, intelligence analysis, linguistics and mission operations.
Health & Civil provides services and solutions to federal and commercial customers in the areas of public health, care coordination, life and environmental sciences and transportation. We are dedicated to delivering effective and affordable solutions that are responsible for the health and well-being of people, including service members and veterans. Our core capabilities include health information management services, managed health services, systems and infrastructure modernization, and life sciences research and development. We help customers achieve their missions and take on the connected world with data-driven insights, improved efficiencies and technological advantages.
Commercial & International provides technologically advanced services, solutions and products to commercial and international customers. Our key customers include United Kingdom and Australia government agencies, Transportation Security Administration, U.S. Customs and Border Protection, airports, and commercial utility providers. Our offerings include IT modernization, software solutions, mission support and logistics, Command, Control, Computers, Communications, Intelligence, Surveillance and Reconnaissance ("C4ISR") technologies and services, cloud services, power grid engineering, energy modernization and security products and services.
Defense Systems develops and produces advanced space, aerial, surface, and sub-surface manned and un-manned defense systems for the U.S. Department of Defense, Army, Navy, Air Force, Marine Corps, United States Special Operations Command, NASA, Space Force, the Defense Intelligence Agency and International customers. Our solutions deliver innovative technology, systems engineering, integration and testing, rapid prototyping, software development, intelligence analysis, cybersecurity solutions and C4ISR technologies and services to support critical missions.
Corporate includes the operations of various corporate activities, certain corporate expense items that are not reimbursed by our U.S. government customers and certain other expense items excluded from a reportable segment's performance.
The segment information for the periods presented was as follows:
Three Months EndedNine Months Ended
September 27,
2024
September 29,
2023
September 27,
2024
September 29,
2023
(in millions)
Revenues:
National Security & Digital$1,865 $1,852 $5,471 $5,400 
Health & Civil1,225 1,055 3,687 3,097 
Commercial & International 578 552 1,648 1,588 
Defense Systems522 462 1,491 1,373 
Total revenues$4,190 $3,921 $12,297 $11,458 
Operating income (loss):
National Security & Digital$187 $170 $545 $487 
Health & Civil287 165 816 412 
Commercial & International41 (646)64 (599)
Defense Systems37 92 47 
Corporate(36)(28)(111)(87)
Total operating income (loss)$516 $(336)$1,406 $260 
The income statement performance measures used to evaluate segment performance are revenues and operating income (loss). As a result, "Interest expense, net," "Other income (expense), net" and "Income tax expense" as reported in the condensed consolidated statements of operations are not allocated to our segments. Under U.S. Government Cost Accounting Standards, indirect costs including depreciation expense are collected in indirect cost pools, which are then collectively allocated to the reportable segments based on a representative causal or beneficial relationship of the costs in the pool to the costs in the base. As such, depreciation expense is not separately disclosed on the condensed consolidated statements of operations.
Asset information by segment is not a key measure of performance used by the CODM.
v3.24.3
Commitments and Contingencies
9 Months Ended
Sep. 27, 2024
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies
Note 11–Commitments and Contingencies
Legal Proceedings
We are involved in various claims and lawsuits arising in the normal conduct of our business, none of which, in the opinion of management, based upon current information, will likely have a material adverse effect on our financial position, results of operations or cash flows.
Contingencies
Government Investigations and Reviews
We are routinely subject to investigations and reviews relating to compliance with various laws and regulations with respect to our role as a contractor to federal, state and local government customers and in connection with performing services in countries outside of the United States. Adverse findings could have a material effect on our business, financial position, results of operations and cash flows due to our reliance on government contracts.
Defense Contract Audit Agency
As of September 27, 2024, active indirect cost audits by the Defense Contract Audit Agency remain open for fiscal 2022 and subsequent fiscal years. Although we have recorded contract revenues based upon an estimate of costs that we believe will be approved upon final audit or review, we cannot predict the outcome of any ongoing or future audits or reviews and adjustments, and if future adjustments exceed estimates, our profitability may be adversely affected. As of September 27, 2024, we believe we have adequately reserved for potential adjustments from audits or reviews of contract costs.
Other Government Investigations and Reviews
Through its internal processes, the Company discovered, in late 2021, activities by its employees, third party representatives and subcontractors, raising concerns related to a portion of our business that conducts international operations. The Company is conducting an internal investigation, overseen by an independent committee of the Board of Directors, with the assistance of external legal counsel, to determine whether the identified conduct may have violated the Company’s Code of Conduct and potentially applicable laws, including the U.S. Foreign Corrupt Practices Act ("FCPA"). The Company has voluntarily self-reported this investigation to the Department of Justice and the Securities and Exchange Commission and is cooperating with both agencies. Because the investigation is ongoing, the Company cannot anticipate the timing, outcome or possible impact of the investigation, although violations of the FCPA and other applicable laws may result in criminal and civil sanctions, including monetary penalties, and reputational damage. In September 2022, the Company received a Federal Grand Jury Subpoena related to the criminal investigation by the U.S. Attorney’s Office for the Southern District of California, in conjunction with the U.S. Department of Justice’s Fraud Division. The subpoena requests documents relating to the conduct that is the subject of the Company’s internal investigation. The Company has responded to the subpoena. In February 2023, a former employee of the Company who was terminated at the outset of the investigation was indicted on wire fraud and other charges by a Federal Grand Jury in the U.S. District Court in the Southern District of California. These charges were later dismissed as a result of the death of the former employee.
In August 2022, the Company received a Federal Grand Jury Subpoena in connection with a criminal investigation being conducted by the U.S. Department of Justice Antitrust Division. The subpoena requests that the Company produce a broad range of documents related to three U.S. Government procurements associated with the Company’s Intelligence Group in 2021 and 2022. We are fully cooperating with the investigation, and we are conducting our own internal investigation with the assistance of outside counsel. It is not possible at this time to determine whether we will incur, or to reasonably estimate the amount of, any fines, penalties, or further liabilities in connection with the investigation pursuant to which the subpoena was issued.
Commitments
As of September 27, 2024, we have outstanding letters of credit of $67 million, principally related to performance guarantees on contracts and outstanding surety bonds with a notional amount of $103 million, principally related to performance and subcontractor payment bonds on contracts. The value of the surety bonds may vary due to changes in the underlying project status and/or contractual modifications.
As of September 27, 2024, the future expirations of the outstanding letters of credit and surety bonds were as follows:
Fiscal year ending
(in millions)
2024 (remainder of year)$38 
202596 
2026
202714 
202815 
2029 and thereafter
$170 
v3.24.3
Pay vs Performance Disclosure - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 27, 2024
Sep. 29, 2023
Sep. 27, 2024
Sep. 29, 2023
Pay vs Performance Disclosure        
Net Income (Loss) $ 364 $ (399) $ 970 $ (30)
v3.24.3
Insider Trading Arrangements
3 Months Ended
Sep. 27, 2024
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.24.3
Basis of Presentation and Summary of Significant Accounting Policies (Policies)
9 Months Ended
Sep. 27, 2024
Accounting Policies [Abstract]  
Consolidation We have a controlling interest in Mission Support Alliance, LLC ("MSA"), a joint venture with Centerra Group, LLC. We also have a controlling interest in Hanford Mission Integration Solutions, LLC ("HMIS"), the legal entity for the follow-on contract to MSA's contract and a joint venture with Centerra Group, LLC and Parsons Government Services, Inc. The financial results for MSA and HMIS are consolidated into our unaudited condensed consolidated financial statements. The unaudited condensed consolidated financial statements also include the balances of all voting interest entities in which Leidos has a controlling voting interest ("subsidiaries") and a variable interest entity ("VIE") in which Leidos is the primary beneficiary. The consolidated balances of the VIE are not material to the unaudited condensed consolidated financial statements for the periods presented. Intercompany accounts and transactions between consolidated companies have been eliminated in consolidation.
Basis of Accounting The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the rules of the U.S. Securities and Exchange Commission and accounting principles generally accepted in the United States of America ("GAAP"). Certain disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules.
Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingencies at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting periods. Management evaluates these estimates and assumptions on an ongoing basis, including those relating to estimated profitability of long-term contracts, indirect billing rates, allowances for doubtful accounts, inventories, right-of-use assets and lease liabilities, fair value and impairment of intangible assets and goodwill, income taxes, stock-based compensation expense and contingencies. These estimates have been prepared by management on the basis of the most current and best available information; however, actual results could differ materially from those estimates.
Certain amounts in the prior year financial statements have been reclassified to conform to the current year presentation. We combined "Deferred tax liabilities" into "Other long-term liabilities" on the condensed consolidated balance sheets.
Accounting Standards Updates Issued But Not Yet Adopted
Accounting Standards Updates Issued But Not Yet Adopted
ASU 2023-07 Segment Reporting
In November 2023, the FASB issued ASU 2023-07, to improve reportable segment disclosure requirements. This update requires companies to disclose significant segment expense categories that are regularly provided to the chief operating decision maker ("CODM") on an interim and annual basis and expands disclosure requirements for interim reporting. Companies must also disclose how segment measures of profit or loss are used by the CODM.
The amendments in this update are effective for public entities for annual periods beginning after December 15, 2023, and interim periods beginning after December 15, 2024. The amendments should be adopted on a retrospective basis and early adoption is permitted. We will adopt these amendments for annual disclosures in fiscal 2024 and interim disclosures in fiscal 2025.
ASU 2023-09 Income Taxes
In December 2023, the FASB issued ASU 2023-09, to enhance the transparency and usefulness of income tax disclosures. The update requires enhancements to the annual rate reconciliation, including disclosure of specific categories and additional information for reconciling items meeting a quantitative threshold. The update also requires disclosure of income taxes paid disaggregated by federal, state and foreign taxes, and individual jurisdictions meeting a quantitative threshold.
The amendments in this update are effective for public business entities for annual periods beginning after December 15, 2024, and may be adopted on a prospective or retrospective basis. Early adoption is permitted. We are currently evaluating the impacts of this update and plan to adopt these amendments using the prospective approach for annual disclosures in fiscal 2025.
Changes in Estimates on Contracts
Changes in Estimates on Contracts
Changes in estimates related to contracts accounted for using the cost-to-cost method of accounting are recognized in the period in which such changes are made for the inception-to-date effect of the changes, with the exception of contracts acquired through a business combination, where the adjustment is made for the period commencing from the date of acquisition.
The impact on diluted earnings per share ("EPS") attributable to Leidos common stockholders is calculated using the statutory tax rate.
The changes primarily relate to revisions of variable consideration including award and incentive fees, and revisions to estimates at completion resulting from changes in contract scope, mitigation of contract risks or true-ups of contract estimates at the end of contract performance.
Cash and Cash Equivalents
Cash and Cash Equivalents
Our cash equivalents are primarily comprised of investments in several large institutional money market accounts, with original maturity of three months or less.
Restricted Cash
Restricted Cash
We have restricted cash balances, primarily representing advances from customers that are restricted for use on certain expenditures related to that customer's contract. Restricted cash balances are included as "Other current assets" in the condensed consolidated balance sheets.
v3.24.3
Basis of Presentation and Summary of Significant Accounting Policies (Tables)
9 Months Ended
Sep. 27, 2024
Accounting Policies [Abstract]  
Schedule of Changes in Estimates on Contracts
Changes in estimates on contracts were as follows:
Three Months EndedNine Months Ended
September 27,
2024
September 29,
2023
September 27,
2024
September 29,
2023
(in millions, except per share data)
Favorable impact$58 $40 $125 $102 
Unfavorable impact(28)(24)(107)(62)
Net impact to income before income taxes$30 $16 $18 $40 
Impact on diluted EPS attributable to Leidos common stockholders
$0.17 $0.09 $0.10 $0.22 
v3.24.3
Revenues (Tables)
9 Months Ended
Sep. 27, 2024
Revenue from Contract with Customer [Abstract]  
Schedule of Disaggregated Revenues
Disaggregated revenues by customer-type were as follows:
Three Months Ended September 27, 2024
National Security & Digital
Health & Civil
Commercial & International
Defense SystemsTotal
(in millions)
DoD and U.S. Intelligence Community
$1,281 $243 $15 $475 $2,014 
Other U.S. government agencies(1)
540 964 114 18 1,636 
Commercial and non-U.S. customers
26 16 448 29 519 
Total$1,847 $1,223 $577 $522 $4,169 
Three Months Ended September 29, 2023
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
DoD and U.S. Intelligence Community
$1,235 $257 $11 $444 $1,947 
Other U.S. government agencies(1)
570 776 91 31 1,468 
Commercial and non-U.S. customers
33 16 446 (13)482 
Total$1,838 $1,049 $548 $462 $3,897 
(1) Includes federal government agencies other than the DoD and U.S. Intelligence Community, as well as state and local government agencies.
Nine Months Ended September 27, 2024
National Security & Digital
Health & Civil
Commercial & International
Defense SystemsTotal
(in millions)
DoD and U.S. Intelligence Community$3,749 $755 $29 $1,341 $5,874 
Other U.S. government agencies(1)
1,585 2,867 268 64 4,784 
Commercial and non-U.S. customers87 48 1,348 86 1,569 
Total$5,421 $3,670 $1,645 $1,491 $12,227 
Nine Months Ended September 29, 2023
National Security & Digital
Health & Civil
Commercial & International
Defense SystemsTotal
(in millions)
DoD and U.S. Intelligence Community$3,582 $797 $26 $1,219 $5,624 
Other U.S. government agencies(1)
1,682 2,230 236 91 4,239 
Commercial and non-U.S. customers99 45 1,319 63 1,526 
Total$5,363 $3,072 $1,581 $1,373 $11,389 
(1) Includes federal government agencies other than the DoD and U.S. Intelligence Community, as well as state and local government agencies.
Disaggregated revenues by contract-type were as follows:
Three Months Ended September 27, 2024
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
Cost-reimbursement and fixed-price-incentive-fee
$980 $433 $94 $326 $1,833 
Firm-fixed-price511 737 378 155 1,781 
Time-and-materials and fixed-price-level-of-effort
356 53 105 41 555 
Total$1,847 $1,223 $577 $522 $4,169 
Three Months Ended September 29, 2023
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
Cost-reimbursement and fixed-price-incentive-fee
$993 $467 $89 $301 $1,850 
Firm-fixed-price509 537 367 134 1,547 
Time-and-materials and fixed-price-level-of-effort
336 45 92 27 500 
Total$1,838 $1,049 $548 $462 $3,897 
Nine Months Ended September 27, 2024
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
Cost-reimbursement and fixed-price-incentive-fee$2,874 $1,331 $269 $940 $5,414 
Firm-fixed-price1,497 2,176 1,049 437 5,159 
Time-and-materials and fixed-price-level-of-effort1,050 163 327 114 1,654 
Total$5,421 $3,670 $1,645 $1,491 $12,227 
Nine Months Ended September 29, 2023
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
Cost-reimbursement and fixed-price-incentive-fee$2,876 $1,542 $263 $840 $5,521 
Firm-fixed-price1,513 1,394 1,005 425 4,337 
Time-and-materials and fixed-price-level-of-effort974 136 313 108 1,531 
Total$5,363 $3,072 $1,581 $1,373 $11,389 
Disaggregated revenues by geographic location were as follows:
Three Months Ended September 27, 2024
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
United States
$1,840 $1,222 $257 $511 $3,830 
International
7 1 320 11 339 
Total$1,847 $1,223 $577 $522 $4,169 
Three Months Ended September 29, 2023
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
United States
$1,831 $1,047 $221 $458 $3,557 
International
327 340 
Total$1,838 $1,049 $548 $462 $3,897 
Nine Months Ended September 27, 2024
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
United States
$5,398 $3,666 $692 $1,458 $11,214 
International
23 4 953 33 1,013 
Total$5,421 $3,670 $1,645 $1,491 $12,227 
Nine Months Ended September 29, 2023
National Security & Digital
Health & Civil
Commercial & International
Defense Systems
Total
(in millions)
United States
$5,336 $3,069 $630 $1,362 $10,397 
International
27 951 11 992 
Total$5,363 $3,072 $1,581 $1,373 $11,389 
Schedule of Components of Contract Assets and Contract Liabilities
The components of contract assets and contract liabilities consisted of the following:
Balance sheet line itemSeptember 27,
2024
December 29,
2023
(in millions)
Contract assets - current:
Unbilled receivablesReceivables, net$1,137 $1,041 
Contract liabilities - current:
Deferred revenue(1)
Accounts payable and accrued liabilities$353 $442 
Contract liabilities - non-current:
Deferred revenue(1)
Other long-term liabilities$13 $21 
(1) Certain contracts record revenue net of cost of revenues, and therefore, the respective deferred revenue balance will not fully convert to revenue.
v3.24.3
Goodwill and Intangible Assets (Tables)
9 Months Ended
Sep. 27, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Carrying Amount of Goodwill by Reportable Segment
The following table presents changes in the carrying amount of goodwill by reportable segment:
National Security & DigitalHealth & CivilCommercial & InternationalDefense SystemsTotal
(in millions)
Goodwill at December 30, 2022
$2,755 $1,366 $1,389 $1,186 $6,696 
Goodwill impairment— — (596)— (596)
Acquisitions of a business(1)
— — (4)— (4)
Foreign currency translation adjustments— 11 16 
Goodwill at December 29, 2023(2)
$2,758 $1,366 $800 $1,188 $6,112 
Foreign currency translation adjustments— — 11 — 11 
Goodwill at September 27, 2024(2)
$2,758 $1,366 $811 $1,188 $6,123 
(1) Adjustment to goodwill resulting from a measurement period purchase accounting adjustment.
(2) Carrying amount includes accumulated impairment loss of $596 million within the Commercial & International segment.
Schedule of Intangible Assets
Intangible assets, net consisted of the following:
September 27, 2024December 29, 2023
Gross carrying value Accumulated amortizationNet carrying valueGross carrying valueAccumulated amortizationNet carrying value
(in millions)
Finite-lived intangible assets:
Programs
$1,689 $(1,264)$425 $1,689 $(1,175)$514 
Software and technology
264 (161)103 263 (144)119 
Customer relationships
53 (27)26 52 (22)30 
Total finite-lived intangible assets
2,006 (1,452)554 2,004 (1,341)663 
Indefinite-lived intangible assets:
Trade names4  4 — 
Total intangible assets$2,010 $(1,452)$558 $2,008 $(1,341)$667 
Schedule of Estimated Annual Amortization Expense
The estimated annual amortization expense as of September 27, 2024, was as follows:
Fiscal year ending
(in millions)
2024 (remainder of year)$37 
2025120 
202699 
202773 
202862 
2029 and thereafter163 
$554 
v3.24.3
Fair Value Measurements (Tables)
9 Months Ended
Sep. 27, 2024
Fair Value Disclosures [Abstract]  
Schedule of Financial Assets Measured on a Recurring Basis
The financial instruments measured at fair value on a recurring basis primarily consisted of the following:
September 27, 2024December 29, 2023
Carrying valueFair valueCarrying valueFair value
(in millions)
Financial assets:
Derivatives$4 $4 $11 $11 
v3.24.3
Derivative Instruments (Tables)
9 Months Ended
Sep. 27, 2024
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Schedule of Fair Value of the Company's Interest Rate Swaps
The fair value of the interest rate swaps was as follows:
Asset derivatives
Balance sheet line itemSeptember 27,
2024
December 29,
2023
(in millions)
Cash flow interest rate swaps
Other current assets(1)
$4 $11 
(1) As of December 29, 2023, the cash flow interest rate swaps were reported in the "other long-term assets" on the condensed consolidated balance sheet.
Schedule of Effect of the Company's Cash Flow Hedges on Other Comprehensive Income and Earnings
The effect of the cash flow hedges on other comprehensive (loss) income and earnings for the periods presented was as follows:
Three Months EndedNine Months Ended
September 27,
2024
September 29,
2023
September 27,
2024
September 29,
2023
(in millions)
Total interest expense, net presented in the condensed consolidated statements of operations in which the effects of cash flow hedges are recorded
$46 $53 $146 $163 
Amount recognized in other comprehensive income (loss)$(4)$$3 $11 
Amount reclassified from accumulated other comprehensive loss to interest expense, net$(3)$(3)$(9)$(12)
v3.24.3
Debt (Tables)
9 Months Ended
Sep. 27, 2024
Debt Disclosure [Abstract]  
Schedule of Company's Debt
Our debt consisted of the following:
Stated interest rateEffective interest rateSeptember 27,
2024
December 29,
2023
(in millions)
Senior unsecured term loan:
$1,000 million term loan, due March 2028
6.46%6.64%$1,000 $1,000 
Senior unsecured notes:
$500 million notes, due May 2025
3.63%3.76%500 500 
$750 million notes, due May 2030
4.38%4.50%750 750 
$1,000 million notes, due February 2031
2.30%2.38%1,000 1,000 
$250 million notes, due July 2032
7.13%7.43%250 250 
$750 million notes, due March 2033
5.75%5.81%750 750 
$300 million notes, due July 2033
5.50%5.88%161 161 
$300 million notes, due December 2040
5.95%6.03%218 218 
Finance leases due on various dates through fiscal 2032

Various
1.84%-6.31%
78 91 
Less: unamortized debt discounts and deferred debt issuance costs(34)(38)
Total long-term debt4,673 4,682 
Less current portion(592)(18)
Total long-term debt, net of current portion

$4,081 $4,664 
v3.24.3
Accumulated Other Comprehensive Income (Loss) (Tables)
9 Months Ended
Sep. 27, 2024
Equity [Abstract]  
Schedule of Changes in the Components of Accumulated Other Comprehensive Income (Loss)
Changes in the components of Accumulated Other Comprehensive Income (Loss) ("AOCI") were as follows:
Foreign currency translation adjustmentsUnrecognized gain (loss) on derivative instrumentsPension adjustmentsTotal AOCI
(in millions)
Balance at December 30, 2022$(73)$13 $(13)$(73)
Other comprehensive income (loss)36 (1)41 
Taxes
(2)— (1)
Reclassification from AOCI
— (15)— (15)
Balance at December 29, 2023(39)(14)(48)
Other comprehensive income (loss)23 — 26 
Taxes(5)— (3)
Reclassification from AOCI— (9)— (9)
Balance at September 27, 2024$(21)$1 $(14)$(34)
v3.24.3
Earnings Per Share (Tables)
9 Months Ended
Sep. 27, 2024
Earnings Per Share [Abstract]  
Schedule of Reconciliation of the Weighted Average Number of Shares Outstanding Used to Compute Basic and Diluted EPS
The following table provides a reconciliation of the weighted average number of shares outstanding used to compute basic and diluted EPS for the periods presented:
Three Months EndedNine Months Ended
September 27,
2024
September 29,
2023
September 27,
2024
September 29,
2023
(in millions)
Basic weighted average number of shares outstanding134 137 135 137 
Dilutive common share equivalents—stock options and other stock awards(1)
2 — 1 — 
Diluted weighted average number of shares outstanding136 137 136 137 
(1) Dilutive common share equivalents for the three and nine months ended September 29, 2023, did not include the impact of 1 million potentially dilutive equity awards because the result would have been anti-dilutive due to the net losses.
v3.24.3
Business Segments (Tables)
9 Months Ended
Sep. 27, 2024
Segment Reporting [Abstract]  
Schedule of Segment Reporting Information by Segment
The segment information for the periods presented was as follows:
Three Months EndedNine Months Ended
September 27,
2024
September 29,
2023
September 27,
2024
September 29,
2023
(in millions)
Revenues:
National Security & Digital$1,865 $1,852 $5,471 $5,400 
Health & Civil1,225 1,055 3,687 3,097 
Commercial & International 578 552 1,648 1,588 
Defense Systems522 462 1,491 1,373 
Total revenues$4,190 $3,921 $12,297 $11,458 
Operating income (loss):
National Security & Digital$187 $170 $545 $487 
Health & Civil287 165 816 412 
Commercial & International41 (646)64 (599)
Defense Systems37 92 47 
Corporate(36)(28)(111)(87)
Total operating income (loss)$516 $(336)$1,406 $260 
v3.24.3
Commitments and Contingencies (Tables)
9 Months Ended
Sep. 27, 2024
Commitments and Contingencies Disclosure [Abstract]  
Schedule of Guaranteed Obligation, Fiscal Year Maturity
As of September 27, 2024, the future expirations of the outstanding letters of credit and surety bonds were as follows:
Fiscal year ending
(in millions)
2024 (remainder of year)$38 
202596 
2026
202714 
202815 
2029 and thereafter
$170 
v3.24.3
Basis of Presentation and Summary of Significant Accounting Policies (Narrative) (Details)
employee in Thousands, $ in Millions
3 Months Ended 9 Months Ended
Sep. 27, 2024
USD ($)
employee
Sep. 29, 2023
USD ($)
Sep. 27, 2024
USD ($)
employee
segment
Sep. 29, 2023
USD ($)
Dec. 29, 2023
USD ($)
Significant Accounting Policies [Line Items]          
Number of employees in global workforce | employee 48   48    
Number of reportable segments | segment     4    
Decrease in income before income taxes from changes in contract estimates $ 28 $ 24 $ 107 $ 62  
Revenue recognized for performance obligation satisfied in the previous periods 78 $ 13 12 $ 14  
Accounts payable and accrued liabilities 2,287   2,287   $ 2,277
Restricted cash balances 141   141   151
Cash and Cash Equivalents          
Significant Accounting Policies [Line Items]          
Accounts payable and accrued liabilities $ 91   91   $ 136
UNITED KINGDOM          
Significant Accounting Policies [Line Items]          
Decrease in income before income taxes from changes in contract estimates     $ (41)    
Leidos, Inc.          
Significant Accounting Policies [Line Items]          
Controlling ownership interest (as percent) 100.00%   100.00%    
v3.24.3
Basis of Presentation and Summary of Significant Accounting Policies (Changes in Estimates on Contracts) (Details) - USD ($)
$ / shares in Units, $ in Millions
3 Months Ended 9 Months Ended
Sep. 27, 2024
Sep. 29, 2023
Sep. 27, 2024
Sep. 29, 2023
Accounting Policies [Abstract]        
Favorable impact $ 58 $ 40 $ 125 $ 102
Unfavorable impact (28) (24) (107) (62)
Net impact to income before income taxes $ 30 $ 16 $ 18 $ 40
Impact on diluted EPS attributable to Leidos common stockholders (in dollars per share) $ 0.17 $ 0.09 $ 0.10 $ 0.22
v3.24.3
Revenues (Narrative) (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 27, 2024
Sep. 29, 2023
Sep. 27, 2024
Sep. 29, 2023
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]        
Remaining performance obligations, which are expected to be recognized as revenue $ 16,000   $ 16,000  
Revenue recognized under ASC 842 21 $ 24 70 $ 69
Contract liability revenue recognized $ 45 $ 28 $ 256 $ 215
Performance period one | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-09-28        
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]        
Remaining performance obligations, which are expected to be recognized as revenue (as percent) 66.00%   66.00%  
Remaining performance obligations, which are expected to be recognized as revenue, period (in months) 12 months   12 months  
Performance period two | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-09-28        
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]        
Remaining performance obligations, which are expected to be recognized as revenue (as percent) 82.00%   82.00%  
Remaining performance obligations, which are expected to be recognized as revenue, period (in months) 24 months   24 months  
v3.24.3
Revenues (Disaggregation of Revenue) (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 27, 2024
Sep. 29, 2023
Sep. 27, 2024
Sep. 29, 2023
Disaggregation of Revenue [Line Items]        
Revenues $ 4,169 $ 3,897 $ 12,227 $ 11,389
United States        
Disaggregation of Revenue [Line Items]        
Revenues 3,830 3,557 11,214 10,397
International        
Disaggregation of Revenue [Line Items]        
Revenues 339 340 1,013 992
Cost-reimbursement and fixed-price-incentive-fee        
Disaggregation of Revenue [Line Items]        
Revenues 1,833 1,850 5,414 5,521
Firm-fixed-price        
Disaggregation of Revenue [Line Items]        
Revenues 1,781 1,547 5,159 4,337
Time-and-materials and fixed-price-level-of-effort        
Disaggregation of Revenue [Line Items]        
Revenues 555 500 1,654 1,531
National Security & Digital        
Disaggregation of Revenue [Line Items]        
Revenues 1,847 1,838 5,421 5,363
National Security & Digital | United States        
Disaggregation of Revenue [Line Items]        
Revenues 1,840 1,831 5,398 5,336
National Security & Digital | International        
Disaggregation of Revenue [Line Items]        
Revenues 7 7 23 27
National Security & Digital | Cost-reimbursement and fixed-price-incentive-fee        
Disaggregation of Revenue [Line Items]        
Revenues 980 993 2,874 2,876
National Security & Digital | Firm-fixed-price        
Disaggregation of Revenue [Line Items]        
Revenues 511 509 1,497 1,513
National Security & Digital | Time-and-materials and fixed-price-level-of-effort        
Disaggregation of Revenue [Line Items]        
Revenues 356 336 1,050 974
Health & Civil        
Disaggregation of Revenue [Line Items]        
Revenues 1,223 1,049 3,670 3,072
Health & Civil | United States        
Disaggregation of Revenue [Line Items]        
Revenues 1,222 1,047 3,666 3,069
Health & Civil | International        
Disaggregation of Revenue [Line Items]        
Revenues 1 2 4 3
Health & Civil | Cost-reimbursement and fixed-price-incentive-fee        
Disaggregation of Revenue [Line Items]        
Revenues 433 467 1,331 1,542
Health & Civil | Firm-fixed-price        
Disaggregation of Revenue [Line Items]        
Revenues 737 537 2,176 1,394
Health & Civil | Time-and-materials and fixed-price-level-of-effort        
Disaggregation of Revenue [Line Items]        
Revenues 53 45 163 136
Commercial & International        
Disaggregation of Revenue [Line Items]        
Revenues 577 548 1,645 1,581
Commercial & International | United States        
Disaggregation of Revenue [Line Items]        
Revenues 257 221 692 630
Commercial & International | International        
Disaggregation of Revenue [Line Items]        
Revenues 320 327 953 951
Commercial & International | Cost-reimbursement and fixed-price-incentive-fee        
Disaggregation of Revenue [Line Items]        
Revenues 94 89 269 263
Commercial & International | Firm-fixed-price        
Disaggregation of Revenue [Line Items]        
Revenues 378 367 1,049 1,005
Commercial & International | Time-and-materials and fixed-price-level-of-effort        
Disaggregation of Revenue [Line Items]        
Revenues 105 92 327 313
Defense Systems        
Disaggregation of Revenue [Line Items]        
Revenues 522 462 1,491 1,373
Defense Systems | United States        
Disaggregation of Revenue [Line Items]        
Revenues 511 458 1,458 1,362
Defense Systems | International        
Disaggregation of Revenue [Line Items]        
Revenues 11 4 33 11
Defense Systems | Cost-reimbursement and fixed-price-incentive-fee        
Disaggregation of Revenue [Line Items]        
Revenues 326 301 940 840
Defense Systems | Firm-fixed-price        
Disaggregation of Revenue [Line Items]        
Revenues 155 134 437 425
Defense Systems | Time-and-materials and fixed-price-level-of-effort        
Disaggregation of Revenue [Line Items]        
Revenues 41 27 114 108
DoD and U.S. Intelligence Community        
Disaggregation of Revenue [Line Items]        
Revenues 2,014 1,947 5,874 5,624
DoD and U.S. Intelligence Community | National Security & Digital        
Disaggregation of Revenue [Line Items]        
Revenues 1,281 1,235 3,749 3,582
DoD and U.S. Intelligence Community | Health & Civil        
Disaggregation of Revenue [Line Items]        
Revenues 243 257 755 797
DoD and U.S. Intelligence Community | Commercial & International        
Disaggregation of Revenue [Line Items]        
Revenues 15 11 29 26
DoD and U.S. Intelligence Community | Defense Systems        
Disaggregation of Revenue [Line Items]        
Revenues 475 444 1,341 1,219
Other U.S. government agencies        
Disaggregation of Revenue [Line Items]        
Revenues 1,636 1,468 4,784 4,239
Other U.S. government agencies | National Security & Digital        
Disaggregation of Revenue [Line Items]        
Revenues 540 570 1,585 1,682
Other U.S. government agencies | Health & Civil        
Disaggregation of Revenue [Line Items]        
Revenues 964 776 2,867 2,230
Other U.S. government agencies | Commercial & International        
Disaggregation of Revenue [Line Items]        
Revenues 114 91 268 236
Other U.S. government agencies | Defense Systems        
Disaggregation of Revenue [Line Items]        
Revenues 18 31 64 91
Commercial and non-U.S. customers        
Disaggregation of Revenue [Line Items]        
Revenues 519 482 1,569 1,526
Commercial and non-U.S. customers | National Security & Digital        
Disaggregation of Revenue [Line Items]        
Revenues 26 33 87 99
Commercial and non-U.S. customers | Health & Civil        
Disaggregation of Revenue [Line Items]        
Revenues 16 16 48 45
Commercial and non-U.S. customers | Commercial & International        
Disaggregation of Revenue [Line Items]        
Revenues 448 446 1,348 1,319
Commercial and non-U.S. customers | Defense Systems        
Disaggregation of Revenue [Line Items]        
Revenues $ 29 $ (13) $ 86 $ 63
v3.24.3
Revenues (Contract Asset and Liabilities) (Details) - USD ($)
$ in Millions
Sep. 27, 2024
Dec. 29, 2023
Revenue from Contract with Customer [Abstract]    
Contract assets - current: $ 1,137 $ 1,041
Contract liabilities - current: 353 442
Contract liabilities - non-current: $ 13 $ 21
v3.24.3
Goodwill and Intangible Assets (Changes in Goodwill by Segment) (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended 12 Months Ended
Sep. 27, 2024
Sep. 29, 2023
Sep. 27, 2024
Sep. 29, 2023
Dec. 29, 2023
Goodwill [Roll Forward]          
Beginning balance, goodwill     $ 6,112 $ 6,696 $ 6,696
Goodwill impairment $ 0 $ (599) 0 (599) (596)
Acquisitions of a business         (4)
Foreign currency translation adjustments     11   16
Ending balance, goodwill 6,123   6,123   6,112
National Security & Digital          
Goodwill [Roll Forward]          
Beginning balance, goodwill     2,758 2,755 2,755
Goodwill impairment         0
Acquisitions of a business         0
Foreign currency translation adjustments     0   3
Ending balance, goodwill 2,758   2,758   2,758
Health & Civil          
Goodwill [Roll Forward]          
Beginning balance, goodwill     1,366 1,366 1,366
Goodwill impairment         0
Acquisitions of a business         0
Foreign currency translation adjustments     0   0
Ending balance, goodwill 1,366   1,366   1,366
Commercial & International          
Goodwill [Roll Forward]          
Beginning balance, goodwill     800 1,389 1,389
Goodwill impairment         (596)
Acquisitions of a business         (4)
Foreign currency translation adjustments     11   11
Ending balance, goodwill 811   811   800
Accumulated goodwill impairment losses         596
Defense Systems          
Goodwill [Roll Forward]          
Beginning balance, goodwill     1,188 $ 1,186 1,186
Goodwill impairment         0
Acquisitions of a business         0
Foreign currency translation adjustments     0   2
Ending balance, goodwill $ 1,188   $ 1,188   $ 1,188
v3.24.3
Goodwill and Intangible Assets (Narrative) (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended 12 Months Ended
Sep. 27, 2024
Sep. 29, 2023
Sep. 27, 2024
Sep. 29, 2023
Dec. 29, 2023
Indefinite-lived Intangible Assets [Line Items]          
Intangible asset impairment charges $ 0 $ 599 $ 0 $ 599 $ 596
Amortization of intangible assets $ 37 50 $ 110 153  
Commercial & International          
Indefinite-lived Intangible Assets [Line Items]          
Intangible asset impairment charges         596
Security Enterprise Solutions | Commercial & International          
Indefinite-lived Intangible Assets [Line Items]          
Non-cash goodwill impairment charges         $ 596
Intangible asset impairment charges   $ 79   $ 79  
v3.24.3
Goodwill and Intangible Assets (Intangible Assets) (Details) - USD ($)
$ in Millions
Sep. 27, 2024
Dec. 29, 2023
Acquired Finite-Lived Intangible Assets [Line Items]    
Finite-lived intangible assets, gross carrying value $ 2,006 $ 2,004
Finite-lived intangible assets, accumulated amortization (1,452) (1,341)
Finite-lived intangible assets, net carrying value 554 663
Total intangible assets, gross carrying value 2,010 2,008
Total intangible assets, net carrying value 558 667
Trade names    
Acquired Finite-Lived Intangible Assets [Line Items]    
Indefinite-lived intangible assets 4 4
Programs    
Acquired Finite-Lived Intangible Assets [Line Items]    
Finite-lived intangible assets, gross carrying value 1,689 1,689
Finite-lived intangible assets, accumulated amortization (1,264) (1,175)
Finite-lived intangible assets, net carrying value 425 514
Software and technology    
Acquired Finite-Lived Intangible Assets [Line Items]    
Finite-lived intangible assets, gross carrying value 264 263
Finite-lived intangible assets, accumulated amortization (161) (144)
Finite-lived intangible assets, net carrying value 103 119
Customer relationships    
Acquired Finite-Lived Intangible Assets [Line Items]    
Finite-lived intangible assets, gross carrying value 53 52
Finite-lived intangible assets, accumulated amortization (27) (22)
Finite-lived intangible assets, net carrying value $ 26 $ 30
v3.24.3
Goodwill and Intangible Assets (Estimated Annual Amortization Expense) (Details) - USD ($)
$ in Millions
Sep. 27, 2024
Dec. 29, 2023
Estimated Annual Intangible Amortization Expense    
2024 (remainder of year) $ 37  
2025 120  
2026 99  
2027 73  
2028 62  
2029 and thereafter 163  
Finite-lived intangible assets, net carrying value $ 554 $ 663
v3.24.3
Fair Value Measurements (Financial Instruments Measured at Fair Value on Recurring Basis) (Details) - USD ($)
$ in Millions
Sep. 27, 2024
Dec. 29, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Derivative Asset, Statement of Financial Position [Extensible Enumeration] Other long-term assets Other long-term assets
Carrying value    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Derivative asset $ 4 $ 11
Fair value    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Derivative asset $ 4 $ 11
v3.24.3
Fair Value Measurements (Narrative) (Details) - USD ($)
$ in Millions
Sep. 27, 2024
Dec. 29, 2023
Fair value    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Fair value of debt instrument $ 4,600 $ 4,600
Carrying value    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Fair value of debt instrument 4,700 4,700
Interest rate swaps | Designated as hedging instrument    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Hedged instrument, face amount $ 500 $ 500
v3.24.3
Derivative Instruments (Interest Rate Swaps) (Details) - USD ($)
$ in Millions
Sep. 27, 2024
Dec. 29, 2023
Other current assets | Interest rate swaps | Cash flow hedging    
Derivative [Line Items]    
Asset derivatives $ 4 $ 11
v3.24.3
Derivative Instruments (Narrative) (Details) - USD ($)
$ in Millions
Sep. 27, 2024
Dec. 29, 2023
Derivative [Line Items]    
Gains expected to be reclassified in the next 12 months $ 3  
Interest rate swaps | Designated as hedging instrument    
Derivative [Line Items]    
Hedged instrument, face amount $ 500 $ 500
Interest rate swap, maturing August 2025 | Designated as hedging instrument | Unsecured debt    
Derivative [Line Items]    
Stated interest rate (as percent) 2.96%  
v3.24.3
Derivative Instruments (Effect of Cash Flow Hedge) (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 27, 2024
Sep. 29, 2023
Sep. 27, 2024
Sep. 29, 2023
Derivatives, Fair Value [Line Items]        
Total interest expense, net presented in the condensed consolidated statements of operations in which the effects of cash flow hedges are recorded $ 46 $ 53 $ 146 $ 163
Amount recognized in other comprehensive income (loss) (4) 3 3 11
Interest expense        
Derivatives, Fair Value [Line Items]        
Amount reclassified from accumulated other comprehensive loss to interest expense, net $ (3) $ (3) $ (9) $ (12)
v3.24.3
Debt (Schedule of Company's Debt) (Details) - USD ($)
$ in Millions
Sep. 27, 2024
Dec. 29, 2023
Debt Instrument [Line Items]    
Less: unamortized debt discounts and deferred debt issuance costs $ (34) $ (38)
Total long-term debt 4,673 4,682
Less current portion (592) (18)
Total long-term debt, net of current portion 4,081 4,664
$1,000 million term loan, due March 2028 | Unsecured debt    
Debt Instrument [Line Items]    
Debt instrument, face amount $ 1,000  
Stated interest rate 6.46%  
Effective interest rate 6.64%  
Senior unsecured debt $ 1,000 1,000
$500 million notes, due May 2025 | Unsecured debt    
Debt Instrument [Line Items]    
Debt instrument, face amount $ 500  
Stated interest rate 3.63%  
Effective interest rate 3.76%  
Senior unsecured debt $ 500 500
$750 million notes, due May 2030 | Unsecured debt    
Debt Instrument [Line Items]    
Debt instrument, face amount $ 750  
Stated interest rate 4.38%  
Effective interest rate 4.50%  
Senior unsecured debt $ 750 750
$1,000 million notes, due February 2031 | Unsecured debt    
Debt Instrument [Line Items]    
Debt instrument, face amount $ 1,000  
Stated interest rate 2.30%  
Effective interest rate 2.38%  
Senior unsecured debt $ 1,000 1,000
$250 million notes, due July 2032 | Unsecured debt    
Debt Instrument [Line Items]    
Debt instrument, face amount $ 250  
Stated interest rate 7.13%  
Effective interest rate 7.43%  
Senior unsecured debt $ 250 250
$750 million notes, due March 2033 | Unsecured debt    
Debt Instrument [Line Items]    
Debt instrument, face amount $ 750  
Stated interest rate 5.75%  
Effective interest rate 5.81%  
Senior unsecured debt $ 750 750
$300 million notes, due July 2033 | Unsecured debt    
Debt Instrument [Line Items]    
Debt instrument, face amount $ 300  
Stated interest rate 5.50%  
Effective interest rate 5.88%  
Senior unsecured debt $ 161 161
$300 million notes, due December 2040 | Unsecured debt    
Debt Instrument [Line Items]    
Debt instrument, face amount $ 300  
Stated interest rate 5.95%  
Effective interest rate 6.03%  
Senior unsecured debt $ 218 218
Finance leases due on various dates through fiscal 2032 | Unsecured debt    
Debt Instrument [Line Items]    
Senior unsecured debt $ 78 $ 91
Finance leases due on various dates through fiscal 2032 | Unsecured debt | Minimum    
Debt Instrument [Line Items]    
Effective interest rate 1.84%  
Finance leases due on various dates through fiscal 2032 | Unsecured debt | Maximum    
Debt Instrument [Line Items]    
Effective interest rate 6.31%  
v3.24.3
Debt (Narrative) (Details)
9 Months Ended 12 Months Ended
Mar. 10, 2023
USD ($)
extension
Sep. 27, 2024
USD ($)
Dec. 29, 2023
USD ($)
Sep. 29, 2023
Debt Instrument [Line Items]        
Commercial paper outstanding   $ 0 $ 0  
Commercial Paper        
Debt Instrument [Line Items]        
Commercial paper   1,000,000,000    
Minimum denominations of commercial paper   $ 250,000    
Debt instrument term (in days)   397 days    
The Credit Agreement        
Debt Instrument [Line Items]        
Number of additional extensions | extension 2      
Debt instrument, extension term (in years) 1 year      
Variable rate (as percent) 1.25%      
Covenant, adjusted consolidated total debt to consolidated EBITDA ratio   3.75    
Covenant, leverage ratio, maximum, potential increase following material acquisition   4.50    
Covenant, consolidated EBITDA to interest expense ratio   3.50    
The Credit Agreement | Minimum        
Debt Instrument [Line Items]        
Variable rate (as percent) 1.00%      
The Credit Agreement | Maximum        
Debt Instrument [Line Items]        
Variable rate (as percent) 1.50%      
Term loan | Unsecured debt        
Debt Instrument [Line Items]        
Variable rate (as percent) 0.10%      
Notes maturing March 2033 | Unsecured debt        
Debt Instrument [Line Items]        
Debt instrument, face amount     750,000,000  
Debt interest rate (as percent)       5.75%
Amortization of debt discount and debt issuance costs     11,000,000  
Term loan | The Credit Agreement | Unsecured debt        
Debt Instrument [Line Items]        
Debt instrument, face amount $ 1,000,000,000 $ 1,900,000,000    
Revolving credit facility | The Credit Agreement | Line of credit        
Debt Instrument [Line Items]        
Line of credit facility, maximum borrowing capacity $ 1,000,000,000 750,000,000    
Commitment fee (in percentage) 0.125%      
Long-term line of credit   $ 0 $ 0  
v3.24.3
Accumulated Other Comprehensive Income (Loss) - Schedule of Changes in the Components of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($)
$ in Millions
9 Months Ended 12 Months Ended
Sep. 27, 2024
Dec. 29, 2023
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]    
Beginning balance $ 4,258 $ 4,353
Other comprehensive income (loss) 26 41
Taxes (3) (1)
Reclassification from AOCI (9) (15)
Ending balance 4,667 4,258
Total AOCI    
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]    
Beginning balance (48) (73)
Ending balance (34) (48)
Foreign currency translation adjustments    
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]    
Beginning balance (39) (73)
Other comprehensive income (loss) 23 36
Taxes (5) (2)
Reclassification from AOCI 0 0
Ending balance (21) (39)
Unrecognized gain (loss) on derivative instruments    
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]    
Beginning balance 5 13
Other comprehensive income (loss) 3 6
Taxes 2 1
Reclassification from AOCI (9) (15)
Ending balance 1 5
Pension adjustments    
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]    
Beginning balance (14) (13)
Other comprehensive income (loss) 0 (1)
Taxes 0 0
Reclassification from AOCI 0 0
Ending balance $ (14) $ (14)
v3.24.3
Earnings Per Share (Reconciliation of Weighted Average Number of Shares Outstanding) (Details) - shares
shares in Millions
3 Months Ended 9 Months Ended
Sep. 27, 2024
Sep. 29, 2023
Sep. 27, 2024
Sep. 29, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Basic weighted average number of shares outstanding (in shares) 134.0 137.0 135.0 137.0
Dilutive common share equivalents-stock options and other stock awards (in shares) 2.0 0.0 1.0 0.0
Diluted weighted average number of shares outstanding (in shares) 136.0 137.0 136.0 137.0
Anti-dilutive shares (in shares) 0.5 2.0 0.5 2.0
Equity Awards        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Anti-dilutive shares (in shares)   1.0   1.0
v3.24.3
Earnings Per Share (Narrative) (Details) - USD ($)
shares in Millions
3 Months Ended 9 Months Ended
Sep. 27, 2024
Sep. 29, 2023
Sep. 27, 2024
Sep. 29, 2023
Earnings Per Share [Abstract]        
Anti-dilutive shares (in shares) 0.5 2.0 0.5 2.0
Payments for repurchase of common stock $ 200,000,000 $ 0 $ 450,000,000 $ 25,000,000
v3.24.3
Income Taxes (Details)
3 Months Ended 9 Months Ended
Sep. 27, 2024
Sep. 29, 2023
Sep. 27, 2024
Sep. 29, 2023
Income Tax Disclosure [Abstract]        
Effective tax rate (as percent) 23.00% (2.10%) 23.30% 123.70%
v3.24.3
Business Segments (Narrative) (Details)
9 Months Ended
Sep. 27, 2024
segment
Segment Reporting [Abstract]  
Number of operating segments 6
Number of reportable segments 4
v3.24.3
Business Segments (Segment Reporting Information by Segment) (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 27, 2024
Sep. 29, 2023
Sep. 27, 2024
Sep. 29, 2023
Segment Reporting Information [Line Items]        
Total revenues $ 4,190 $ 3,921 $ 12,297 $ 11,458
Total operating income (loss) 516 (336) 1,406 260
Corporate        
Segment Reporting Information [Line Items]        
Total operating income (loss) (36) (28) (111) (87)
National Security & Digital | Operating Segments        
Segment Reporting Information [Line Items]        
Total revenues 1,865 1,852 5,471 5,400
Total operating income (loss) 187 170 545 487
Health & Civil | Operating Segments        
Segment Reporting Information [Line Items]        
Total revenues 1,225 1,055 3,687 3,097
Total operating income (loss) 287 165 816 412
Commercial & International | Operating Segments        
Segment Reporting Information [Line Items]        
Total revenues 578 552 1,648 1,588
Total operating income (loss) 41 (646) 64 (599)
Defense Systems | Operating Segments        
Segment Reporting Information [Line Items]        
Total revenues 522 462 1,491 1,373
Total operating income (loss) $ 37 $ 3 $ 92 $ 47
v3.24.3
Commitments and Contingencies (Narrative) (Details)
$ in Millions
Sep. 27, 2024
USD ($)
Aug. 31, 2022
governmentProcurement
Legal Proceedings [Line Items]    
Number of government procurements | governmentProcurement   3
Standby letters of credit    
Legal Proceedings [Line Items]    
Amount outstanding $ 67  
Performance guarantee    
Legal Proceedings [Line Items]    
Surety bonds notional amount $ 103  
v3.24.3
Commitments and Contingencies (Future Expirations Maturity Table) (Details) - Standby Letters of Credit and Surety Bonds
$ in Millions
Sep. 27, 2024
USD ($)
Guaranteed Obligation, Type [Line Items]  
2024 (remainder of year) $ 38
2025 96
2026 4
2027 14
2028 15
2029 and thereafter 3
Total $ 170

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