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Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Mar. 31, 2019	May 03, 2019
Document And Entity Information
Entity Registrant Name	KRATOS DEFENSE & SECURITY SOLUTIONS, INC.
Entity Central Index Key	0001069258
Current Fiscal Year End Date	--12-29
Entity Filer Category	Large Accelerated Filer
Document Type	10-Q
Document Period End Date	Mar. 31, 2019
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q1
Amendment Flag	false
Entity Emerging Growth Company	false
Entity Small Business	false
Entity Common Stock, Shares Outstanding		105,913,292

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Millions	Mar. 31, 2019	Dec. 30, 2018
Current assets:
Cash and cash equivalents	$ 178.4	$ 182.7
Restricted cash	0.0	0.3
Accounts receivable, net	81.3	64.6
Unbilled receivables, net	158.0	172.8
Inventoried costs	69.2	46.8
Prepaid expenses	13.3	8.9
Other current assets	9.6	10.3
Current assets of discontinued operations	7.3	8.3
Total current assets	517.1	494.7
Property, plant and equipment, net	113.5	67.1
Operating lease right-of-use assets	38.1
Goodwill	459.4	425.7
Intangible assets, net	34.4	16.1
Other assets	6.4	6.5
Total assets	1,168.9	1,010.1
Current liabilities:
Accounts payable	47.4	46.6
Accrued expenses	36.6	38.1
Accrued compensation	37.2	33.5
Accrued interest	6.5	1.6
Billings in excess of costs and earnings on uncompleted contracts	39.7	34.9
Current portion of operating lease liabilities	13.3
Other current liabilities	9.3	4.7
Current liabilities of discontinued operations	5.3	5.3
Total current liabilities	195.3	164.7
Long-term debt principal, net of current portion	294.4	294.2
Operating lease liabilities, net of current portion	31.3
Other long-term liabilities	73.5	25.5
Long-term liabilities of discontinued operations	6.5	6.4
Total liabilities	601.0	490.8
Commitments and contingencies
Redeemable noncontrolling interest (Note 12)	15.0	0.0
Stockholders’ equity:
Preferred stock, $0.001 par value, 5,000,000 shares authorized, 0 shares outstanding at March 31, 2019 and December 30, 2018	0.0	0.0
Common stock, $0.001 par value, 195,000,000 shares authorized; 105,885,792 and 103,766,899 shares issued and outstanding at March 31, 2019 and December 30, 2018, respectively	0.0	0.0
Additional paid-in capital	1,275.0	1,244.5
Accumulated other comprehensive loss	(0.7)	(0.7)
Accumulated deficit	(721.4)	(724.5)
Total stockholders’ equity	552.9	519.3
Total liabilities and stockholders’ equity	$ 1,168.9	$ 1,010.1

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares	Mar. 31, 2019	Dec. 30, 2018
Preferred Stock:
Par value (in dollars per share)	$ 0.001	$ 0.001
Shares authorized (in shares)	5,000,000	5,000,000
Shares outstanding (in shares)	0	0
Common Stock:
Par value (in dollars per share)	$ 0.001	$ 0.001
Shares authorized (in shares)	195,000,000	195,000,000
Shares issued (in shares)	105,885,792	103,766,899
Shares outstanding (in shares)	105,885,792	103,766,899

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Unaudited) - USD ($) shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2019	Apr. 01, 2018
Total revenues	$ 160.4	$ 143.0
Total costs	115.5	102.2
Gross profit	44.9	40.8
Selling, general and administrative expenses	31.5	29.8
Merger and acquisition expenses	1.2	0.0
Research and development expenses	3.9	3.6
Unused office space, restructuring expenses, and other	0.1	0.4
Operating income from continuing operations	8.2	7.0
Other income (expense):
Interest expense, net	(5.5)	(5.1)
Other income (expense), net	(0.5)	0.3
Total other expense, net	(6.0)	(4.8)
Income from continuing operations before income taxes	2.2	2.2
Provision (benefit) for income taxes from continuing operations	(1.5)	0.9
Income from continuing operations	3.7	1.3
Discontinued operations
Loss from operations of discontinued component	(0.5)	(3.9)
Income tax benefit (provision)	(0.1)	0.4
Loss from discontinued operations	(0.6)	(3.5)
Net income (loss)	3.1	(2.2)
Less: Net loss attributable to noncontrolling interest	0.0	0.0
Net income (loss) attributable to Kratos	$ 3.1	$ (2.2)
Basic income (loss) per common share attributable to Kratos:
Net income from continuing operations (in dollars per share)	$ 0.04	$ 0.01
Net loss from discontinued operations (in dollars per share)	(0.01)	(0.03)
Net loss per common share (in dollars per share)	0.03	(0.02)
Diluted income (loss) per common share attributable to Kratos:
Net income from continuing operations (in dollars per share)	0.03	0.01
Net loss from discontinued operations (in dollars per share)	0.00	(0.03)
Net loss per common share (in dollars per share)	$ 0.03	$ (0.02)
Weighted average common shares outstanding:
Basic (shares)	104.9	103.7
Diluted (shares)	107.8	105.7
Comprehensive Income (Loss)
Net income (loss)	$ 3.1	$ (2.2)
Change in cumulative translation adjustment	0.0	(0.1)
Comprehensive income (loss)	3.1	(2.3)
Less: Comprehensive loss attributable to noncontrolling interest	0.0	0.0
Comprehensive income (loss) attributable to Kratos	3.1	(2.3)
Service revenues
Total revenues	62.6	46.0
Total costs	42.0	32.9
Product sales
Total revenues	97.8	97.0
Total costs	$ 73.5	$ 69.3

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (Unaudited) - USD ($) $ in Millions	Total	Redeemable Noncontrolling Interest	Common Stock	Additional Paid-In Capital	Accumulated Other Comprehensive Income (Loss)	Accumulated Deficit
Balance, beginning of period (in shares) at Dec. 31, 2017			103,300,000
Balance, beginning of period at Dec. 31, 2017	$ 511.5		$ 0.0	$ 1,233.7	$ (1.4)	$ (720.8)
Increase (Decrease) in Stockholders' Equity
Stock-based compensation	1.7			1.7
Issuance of common stock for employee stock purchase plan, options and warrants (in shares)			200,000
Issuance of common stock for employee stock purchase plan, options and warrants	1.8			1.8
Net income (loss)	(2.2)					(2.2)
Other comprehensive income (loss), net of tax	(0.1)				(0.1)
Balance, end of period (in shares) at Apr. 01, 2018			103,500,000
Balance, end of period at Apr. 01, 2018	512.5		$ 0.0	1,237.2	(1.5)	(723.2)
Balance, beginning of period at Dec. 30, 2018	0.0	$ 0.0
Increase (Decrease) in Temporary Equity [Roll Forward]
Changes in noncontrolling interest		15.0
Balance, end of period at Mar. 31, 2019	$ 15.0	$ 15.0
Balance, beginning of period (in shares) at Dec. 30, 2018	103,766,899		103,800,000
Balance, beginning of period at Dec. 30, 2018	$ 519.3		$ 0.0	1,244.5	(0.7)	(724.5)
Increase (Decrease) in Stockholders' Equity
Stock-based compensation	2.6			2.6
Issuance of common stock for employee stock purchase plan, options and warrants (in shares)			200,000
Issuance of common stock for employee stock purchase plan, options and warrants	1.7			1.7
Restricted stock issued and related taxes (in shares)			100,000
Restricted stock issued and related taxes	(0.8)			(0.8)
Issuance of common stock for acquisitions (in shares)			1,800,000
Issuance of common stock for acquisitions	27.0			27.0
Net income (loss)	3.1					3.1
Other comprehensive income (loss), net of tax	$ 0.0
Balance, end of period (in shares) at Mar. 31, 2019	105,885,792		105,900,000
Balance, end of period at Mar. 31, 2019	$ 552.9		$ 0.0	$ 1,275.0	$ (0.7)	$ (721.4)

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Apr. 01, 2018
Operating activities:
Net income (loss) attributable to Kratos	$ 3,100	$ (2,200)
Less: Loss from discontinued operations	(600)	(3,500)
Income from continuing operations	3,700	1,300
Adjustments to reconcile income from continuing operations to net cash provided by operating activities from continuing operations:
Depreciation and amortization	5,100	4,500
Amortization of lease right-of-use assets	3,700
Stock-based compensation	2,600	1,700
Deferred income taxes	(3,400)	0
Amortization of deferred financing costs	200	200
Changes in assets and liabilities, net of acquisitions:
Accounts receivable	(9,000)	16,400
Unbilled receivables	19,700	(14,200)
Inventoried costs	(10,800)	1,300
Prepaid expenses and other assets	(1,100)	800
Operating lease liabilities	2,800
Accounts payable	(800)	(3,000)
Accrued compensation	3,100	3,800
Accrued expenses	(2,700)	(6,100)
Advance payments received on contracts	100	(600)
Accrued interest	4,900	4,900
Billings in excess of costs and earnings on uncompleted contracts	3,000	(3,700)
Income tax receivable and payable	1,400	200
Other liabilities	(6,500)	(1,000)
Net cash provided by operating activities from continuing operations	16,000	6,500
Investing activities:
Cash paid for acquisitions, net of cash acquired	17,600	0
Capital expenditures	(4,000)	(6,700)
Net cash used in investing activities from continuing operations	(21,600)	(6,700)
Financing activities:
Debt issuance costs	0	(100)
Proceeds (use) from the issuance of common stock	0	(1,100)
Repayment of debt	0	(200)
Payments under finance leases	(130)	0
Proceeds from exercise of restricted stock units, employee stock options, and employee stock purchase plan	900	1,800
Net cash provided by financing activities from continuing operations	800	400
Net cash flows of continuing operations	(4,800)	200
Net operating cash flows of discontinued operations	300	(3,100)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(100)	200
Net decrease in cash, cash equivalents and restricted cash	(4,600)	(2,700)
Cash, cash equivalents and restricted cash at beginning of period	183,000	130,900
Cash, cash equivalents and restricted cash at end of period	178,400	128,200
Supplemental disclosure of cash flow information:
Finance lease - cash paid for interest	600	0
Fair value of assets acquired	60,000	0
Cash purchase consideration	(17,700)	0
Common stock issued	(27,000)	0
Deferred purchase consideration	$ 15,300	$ 0

Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Summary of Significant Accounting Policies

All references to the “Company” and “Kratos” refer to Kratos Defense & Security Solutions, Inc., a Delaware corporation, and its subsidiaries.


(a)	Basis of Presentation

The information as of March 31, 2019 and for the three months ended March 31, 2019 and April 1, 2018 is unaudited. The condensed consolidated balance sheet as of December 30, 2018 was derived from the Company’s audited consolidated financial statements at that date. In the opinion of management, these unaudited condensed consolidated financial statements include all adjustments, consisting of normal recurring adjustments necessary for a fair presentation of the Company’s financial position, results of operations and cash flows for the interim periods presented. The results have been prepared in accordance with the instructions to Form 10-Q and do not necessarily include all information and footnotes necessary for presentation in accordance with accounting principles generally accepted in the U.S. (“GAAP”). These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the related notes included in the Company’s audited annual consolidated financial statements for the fiscal year ended December 30, 2018, included in the Company’s Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 28, 2019 (the “Form 10-K”). Interim operating results are not necessarily indicative of operating results expected in subsequent periods or for the year as a whole.

As discussed in “Acquisition” in Note 2, on February 27, 2019, the Company acquired 80.1% of the issued and outstanding shares of capital stock of Florida Turbine Technologies Inc. (“FTT Inc.”), and 80.1% of the membership interests in FTT CORE, LLC, (“FTT Core” and, together with FTT Inc.,“FTT”) for an aggregate purchase price of approximately $60 million. FTT is now Kratos Turbine Technologies Division (the ”KTT Division”), which is focused on the development and production of small, affordable, high-performance, jet engines for the next generation of tactical weapon systems and tactical jet unmanned aerial systems (“UAS”). The KTT Division is included in the Kratos Government Solutions (“KGS”) Segment.


(b)	Principles of Consolidation

The condensed consolidated financial statements include the accounts of the Company and its 100% owned and majority owned subsidiaries, FTT Inc. and FTT Core, each of which is 80.1% owned. All inter-company transactions have been eliminated in consolidation. Noncontrolling interest consists of the remaining 19.9% interest in FTT Inc. and FTT Core. See Note 12 for further information related to the redeemable noncontrolling interest.


(c)	Fiscal Year

The Company has a 52/53 week fiscal year ending on the last Sunday of the calendar year. The three month periods ended March 31, 2019 and April 1, 2018 consisted of 13-week periods. There are 52 calendar weeks in the fiscal years ending on December 29, 2019 and December 30, 2018.

(d) Accounting Estimates

There have been no significant changes in the Company’s accounting estimates for the three months ended March 31, 2019 as compared to the accounting estimates described in the Form 10-K.

(e) Accounting Standards Updates

In February 2016, the FASB issued ASU 2016-02 (“ASU 2016-02”), Leases, also referred to as “ASC 842”. ASU 2016-02 requires that lessees recognize assets and liabilities for the rights and obligations underlying leases with a lease term of more than one year. The amendments in this ASU are effective for annual periods beginning after December 15, 2018. In July 2018, the FASB issued ASU 2018-11, Leases; Targeted Improvements, which, among other things, allows a company to elect an optional transition method that applies the new lease requirements through a cumulative-effect adjustment in the period of adoption. The Company adopted this standard on December 31, 2018 using the optional transition method, and, as a result, did not recast prior period unaudited condensed comparative financial statements. All prior period amounts and disclosures are presented under Accounting Standards Codification Topic 840, Leases (“ASC 840”).

The Company has revised its controls and processes to address the new lease standard and has completed the implementation and data input for our lease accounting software tool. The Company is electing the package of practical expedients, which, among other things, allows carry-forward of prior lease classifications under the prior standard. However, the Company is not electing to adopt the hindsight practical expedient and is therefore maintaining the lease terms previously determined under the prior lease standard. For all new and modified leases after adoption of the ASU, the Company has taken the component election allowing the Company to account for lease components together with non lease components in the calculation of the lease asset and corresponding liability. Adoption of the new standard resulted in the recording of additional lease assets and lease liabilities on the unaudited condensed consolidated balance sheet. No cumulative-effect adjustment was recognized as the amount was not material, and the impact on the Company’s results of operations and cash flows was also not material. See Note 8 for additional disclosures.

In February 2018, the FASB issued ASU 2018-02 (“ASU 2018-02”), Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income (“AOCI”). ASU 2018-02 provides entities the option to reclassify tax effects to retained earnings from AOCI which are impacted by the Tax Cuts and Jobs Act (“TCJA”). This ASU is effective for fiscal years beginning after December 15, 2018 but early adoption is permitted. The Company adopted this standard on December 31, 2018. The Company has a full valuation allowance for all tax benefits related to AOCI, and therefore, there are no tax effects to be reclassified to retained earnings.


(f)	Fair Value of Financial Instruments

The carrying amounts and the related estimated fair values of the Company’s long-term debt financial instruments not measured at fair value on a recurring basis at March 31, 2019 and December 30, 2018 are presented in Note 10. The carrying value of all other financial instruments, including cash equivalents, accounts receivable, accounts payable, accrued expenses, billings in excess of cost and earnings on uncompleted contracts, income taxes payable and short-term debt, approximated their estimated fair values at March 31, 2019 and December 30, 2018 due to the short-term nature of these instruments.

Acquisition

3 Months Ended

Mar. 31, 2019

Business Combinations [Abstract]

Acquisition

On February 27, 2019, the Company acquired 80.1% of the issued and outstanding shares of capital stock of FTT Inc., and 80.1% of the membership interests in FTT Core for an aggregate purchase price of approximately $60 million. The purchase price was $33 million in cash, with approximately $17.7 million paid at close and approximately $15.3 million to be paid over a three year period, subject to adjustments for transaction expenses, indebtedness, cash on hand, certain amounts payable or potentially payable to employees of FTT and post-closing working capital adjustments, and 1,825,406 shares of common stock (with a value of approximately $27 million).

FTT is a leading turbomachinery design and manufacturing company specializing in engineering, development, and testing of gas turbines, propulsion components, and systems for military and commercial applications. FTT is now the KTT Division, which is focused on the development and production of small, affordable, high-performance, jet engines for the next generation of tactical weapon systems and tactical jet UAS. The KTT Division is included in the KGS Segment.

The excess of the purchase price over the fair value of the tangible and identifiable intangible assets acquired and liabilities assumed in the acquisition was allocated to goodwill. The goodwill represents the value the Company expects to be created by enabling it to accelerate FTT’s small engine development programs, and facilitate integration of these leading-edge engine solutions with evolving Kratos tactical systems.

Simultaneously with the execution of the Purchase Agreement among the Company and the Sellers (as defined in such agreement) (the “Purchase Agreement”) and completion of the acquisition, the Company, FTT Inc., FTT Core and the Sellers entered into an exchange agreement (the “Exchange Agreement”) pursuant to which, among other things, (i) FTT Core was converted into a Delaware corporation, (ii) beginning in January 2024, the Holders (as defined in the Exchange Agreement) will have an annual right (the “Put Right”) to sell all of the minority interests in FTT Inc. and FTT Core (the “Minority Interests”) to the Company at a purchase price based on an assumed enterprise value of 12 times the trailing 12 months EBITDA of FTT Inc., FTT Core and each of their respective subsidiaries (the “Acquired Companies”), subject to adjustment as set forth in the Exchange Agreement (the “Minority Interest Purchase Price”) (provided, however, that following certain events, including a change of control, the Put Right will be accelerated and the Minority Interest Purchase Price will be increased to 14 times the trailing 12 months EBITDA of the Acquired Companies), and (iii) beginning in January 2025, the Company will have an annual right to purchase all of the Minority Interests from the Holders at the Minority Interest Purchase Price.

The transaction has been accounted for using the acquisition method of accounting, which requires, among other things, that the assets acquired, the liabilities assumed, and the noncontrolling interest be recognized at their fair values as of the acquisition date. The fair value measurements are based primarily on significant inputs not observable in the marketplace and thus represent Level 3 measurements. The following table summarizes the provisional allocation of the purchase price over the estimated fair values of the major assets acquired, liabilities assumed, and noncontrolling interest (in millions):



Accounts receivable	$	7.3
Unbilled receivables	4.9
Inventoried costs	11.7
Other current assets	1.3
Property and equipment	9.7
Intangible assets	19.8
Goodwill	29.3
Total identifiable net assets acquired	84.0
Total identifiable net liabilities assumed	(9.0		)
Net assets before noncontrolling interest	75.0
Noncontrolling interest	(15.0		)
Net assets acquired, excluding cash	$	60.0

As of February 27, 2019, net liabilities include $7.7 million of current liabilities and $1.3 million of long-term liabilities. There was no contingent purchase consideration associated with the acquisition of an 80.1% majority interest in FTT. The amounts above represent the provisional fair value estimates as of March 31, 2019 and are subject to subsequent adjustment as the Company obtains additional information during the measurement period and finalizes its fair value estimates. If an adjustment to the provisional amounts recognized is subsequently identified during the measurement period, the Company will recognize the adjustment in the reporting period in which the adjustment amount is determined, including recording cumulative catch-up changes to depreciation, amortization, or other income statement effects recognized in completing the initial accounting. The provisional identifiable intangible asset estimates include customer relationships of $11.2 million with a useful life of 10 years, in-process research and development of $6.0 million that will commence amortization at the completion of the development project, backlog of $2.2 million with a useful life of 2 years, and trade name of $0.4 million with a useful life of 1 year. Any subsequent adjustments to these fair value estimates occurring during the measurement period will result in an adjustment to goodwill. The Company also established a deferred tax liability of $4.4 million for the increase in the financial statement basis of the acquired assets of FTT and a corresponding increase in goodwill. The goodwill recorded in this transaction is not expected to be tax-deductible.

The amounts of revenue and operating income of FTT included in the Company's condensed consolidated statement of operations for the three months ended March 31, 2019 are $4.2 million and $0.1 million, respectively. Included in the unallocated corporate expense, net, for the three months ended March 31, 2019 is transaction expenses of $1.2 million related to the acquisition of FTT.

A summary of the consideration paid for the acquired ownership in FTT is as follow:



Cash paid	$	20.7
Deferred purchase consideration	15.3
Common stock issued	27.0
	63.0
Less: Cash acquired	(3.0		)
Total consideration	$	60.0

Pro Forma Financial Information

The following tables summarize the supplemental condensed consolidated statements of operations information on an unaudited pro forma basis as if the acquisition of FTT occurred on December 31, 2018 and include adjustments that were directly attributable to the foregoing transactions. There are no material, nonrecurring pro forma adjustments directly attributable to the business combination included in the reported pro forma revenue and earnings. The pro forma results are for illustrative purposes only for the applicable period and do not purport to be indicative of the actual results that would have occurred had the transaction been completed as of the beginning of the period, nor are they indicative of results of operations that may occur in the future (all amounts, except per share amounts are in millions):

For the three months ended March 31, 2019 (in millions):



Pro forma revenues	$	168.5
Pro forma net income before tax	$	1.3
Pro forma net income	$	2.2
Pro forma net income attributable to Kratos	$	2.4

Basic pro forma income per share attributable to Kratos	$	0.02
Diluted pro forma income per share attributable to Kratos	$	0.02

The pro forma financial information reflects pro forma adjustments for the additional amortization of $0.5 million associated with finite-lived intangible assets acquired. The weighted average common shares used to calculate income per share also reflect the issuance of 1,825,406 shares of our common stock in conjunction with the acquisition.

Discontinued Operations

3 Months Ended

Mar. 31, 2019

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations

On February 28, 2018, the Company entered into a Stock Purchase Agreement to sell the operations of Kratos Public Safety & Security Solutions, Inc., a Delaware corporation and wholly owned subsidiary of the Company (“PSS”), to Securitas Electronic Security, Inc., a Delaware corporation (“Buyer”). On June 11, 2018, the Company completed the sale of all of the issued and outstanding capital stock of PSS to Buyer for a purchase price of $69 million in cash, subject to a closing net working capital adjustment (the “Transaction”). The Company and the Buyer are currently in a dispute regarding the closing net working capital adjustment. The amount in dispute is approximately $8 million.

The Company currently expects to receive approximately $70 million of aggregate net cash proceeds from the Transaction, after taking into account amounts to be paid by the Company pursuant to a negotiated transaction services agreement between the Company and Buyer, receipt by the Company of approximately $7.0 million in net working capital retained by the Company, and associated transaction fees and expenses, excluding the impact of the final settlement and determination of the closing working capital adjustment. The Company currently expects that the net working capital retained by the Company will be settled in 2019 once certain legacy projects are completed and the project close-out process has been completed. Through March 31, 2019, approximately $1.0 million has been collected related to these legacy projects. The Company incurred approximately $2.7 million of transaction related costs, which was reflected in the loss from discontinued operations in the periods incurred. The Company currently expects to recognize a net break-even on the sale of the PSS business once the aggregate net proceeds described above have been collected, excluding the impact of the final settlement and determination of the closing net working capital adjustment. Any changes or adjustments to the expected net proceeds will be reflected in future periods.

The following table presents the results of discontinued operations (in millions):



	March 31, 2019			April 1, 2018
Revenue	$	0.1		$	23.9
Cost of sales	0.5			18.9
Selling, general and administrative expenses	0.1			8.1
Other expense	—			0.8
Loss from discontinued operations before income taxes	(0.5		)	(3.9		)
Income tax benefit (provision)	(0.1		)	0.4
Loss from discontinued operations	$	(0.6	)	$	(3.5	)

Revenue and operating results for the three months ended March 31, 2019 reflected the work performed in relation to tasks on the legacy projects retained by the Company. Revenue and operating results for the three months ended April 1, 2018 were impacted by approximately $1.8 million and $2.0 million, respectively, of cost adjustments on certain security system deployment projects for a mass transit authority. Transaction expenses of $0.8 million primarily comprised of legal fees related to the pending disposition were included in Other expense for the three months ended April 1, 2018. Depreciation expense included in Selling, general and administrative expenses was $0.0 million and $0.1 million for the three months ended March 31, 2019 and April 1, 2018, respectively.

The following is a summary of the assets and liabilities of discontinued operations in the accompanying condensed consolidated balance sheets as of March 31, 2019 and December 30, 2018 (in millions):



	March 31, 2019		December 30, 2018
Accounts receivable, net and unbilled receivables, net	$	7.2	$	8.2
Other current assets	0.1		0.1
Current assets of discontinued operations	$	7.3	$	8.3

Accounts payable	$	0.3	$	0.3
Accrued expenses	0.6		0.4
Other current liabilities	4.4		4.6
Current liabilities of discontinued operations	$	5.3	$	5.3
Other long-term liabilities of discontinued operations	$	6.5	$	6.4

Revenue Recognition

3 Months Ended

Mar. 31, 2019

Revenue from Contract with Customer [Abstract]

Revenue Recognition

The Company recognizes revenue in accordance with Accounting Standards Codification 606, Revenue from Contracts with Customers (“ASC 606”). Under ASC 606 revenue is recognized when a customer obtains control of promised goods or services. The amount of revenue recognized reflects the consideration that the Company expects to be entitled to receive in exchange for these goods or services.

To determine revenue recognition for arrangements that the Company determines are within the scope of ASC 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, the Company assesses the goods or services promised within each contract and determines those that are performance obligations, and assesses whether each promised good or service is distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied.

A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in ASC 606. The majority of the Company’s contracts have a single performance obligation as the promise to transfer the individual goods or services is not separately identifiable from other promises in the contracts and, therefore, not distinct. For contracts with multiple performance obligations, the Company allocates the contract’s transaction price to each performance obligation using the best estimate of the standalone selling price of each distinct good or service in the contract. The primary method used to estimate standalone selling price is the expected-cost-plus-margin approach, under which the Company forecasts the expected costs of satisfying a performance obligation and then adds an appropriate margin for that distinct good or service.

Remaining Performance Obligations

The Company calculates revenues from remaining performance obligations as the dollar value of the remaining performance obligations on executed contracts. On March 31, 2019, the Company had approximately $620.2 million of remaining performance obligations. The Company expects to recognize approximately 57% of the remaining performance obligations as revenue in 2019, an additional 23% by 2020, and the balance thereafter.

Contract Estimates

Due to the nature of the work required to be performed on many performance obligations, the estimation of total revenue and cost at completion is complex, subject to many variables and requires significant judgment. It is common for the Company’s long-term contracts to contain award fees, incentive fees, or other provisions that can either increase or decrease the transaction price. These variable amounts generally are awarded upon achievement of certain performance metrics, program milestones or cost targets and can be based upon customer discretion. Variable consideration is estimated at the most likely amount to which the Company is expected to be entitled. Estimated amounts are included in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on an assessment of the Company’s anticipated performance and all information (historical, current and forecasted) that is reasonably available.

Contracts are often modified to account for changes in contract specifications and requirements. Contract modifications are considered to exist when the modification either creates new or changes the existing enforceable rights and obligations. Most of the Company’s contract modifications are for goods or services that are not distinct from the existing contract due to the significant integration service provided in the context of the contract and are accounted for as if they were part of that existing contract. The effect of a contract modification on the transaction price, and the measure of progress for the performance obligation to which it relates, is recognized as an adjustment to revenue (either as an increase in or a reduction of revenue) on a cumulative catch-up basis.

There is a Company-wide standard and disciplined quarterly Estimate at Completion (EAC) process in which management reviews the progress and execution of outstanding performance obligations. As part of this process, management reviews information including, but not limited to, any outstanding key contract matters, progress towards completion and the related program schedule, identified risks and opportunities and the related changes in estimates of revenues and costs. The risks and opportunities include management's judgment about the ability and cost to achieve the schedule (e.g., the number and type of milestone events), technical requirements (e.g., a newly-developed product versus a mature product) and other contract requirements. Management must make assumptions and estimates regarding labor productivity and availability, the complexity of the work to be performed, the availability of materials, the length of time to complete the performance obligation (e.g., to estimate increases in wages and prices for materials and related support cost allocations), execution by subcontractors, the availability and timing of funding from customers and overhead cost rates, among other variables.

Based on this analysis, any quarterly adjustments to net sales, cost of sales, and the related impact to operating income are recognized as necessary in the period they become known. These adjustments may result from positive program performance, and may result in an increase in operating income during the performance of individual performance obligations, if it is determined the Company will be successful in mitigating risks surrounding the technical, schedule and cost aspects of those performance obligations or realizing related opportunities. Likewise, these adjustments may result in a decrease in operating income if it is determined the Company will not be successful in mitigating these risks or realizing related opportunities. Changes in estimates of net sales, cost of sales and the related impact to operating income are recognized quarterly on a cumulative catch-up basis, which recognizes in the current period the cumulative effect of the changes on current and prior periods based on a performance obligation's percentage of completion. A significant change in one or more of these estimates could affect the profitability of one or more of the Company’s performance obligations. When estimates of total costs to be incurred on a performance obligation exceed total estimates of revenue to be earned, a provision for the entire loss on the performance obligation is recognized in the period the loss is determined. No adjustment on any one contract was material to the Company’s unaudited condensed consolidated financial statements for the three-month periods ended March 31, 2019, and April 1, 2018.

Contract Assets and Liabilities

For each of the Company’s contracts, the timing of revenue recognition, customer billings, and cash collections results in a net contract asset or liability at the end of each reporting period. Fixed-price contracts are typically billed to the customer either using progress payments, whereby amounts are billed monthly as costs are incurred or work is completed, or performance based payments, which are based upon the achievement of specific, measurable events or accomplishments defined and valued at contract inception. Cost-type contracts are typically billed to the customer on a monthly or semi-monthly basis.

Contract assets consist of unbilled receivables, primarily related to long-term contracts where revenue recognized under the cost-to-cost method exceeds amounts billed to customers. Unbilled receivables are classified as current assets and, in accordance with industry practice, include amounts that may be billed and collected beyond one year due to the long term nature of many of the Company’s contracts. Accumulated contract costs in unbilled receivables include direct production costs, factory and engineering overhead, production tooling costs, and, for government contracts, recovery of allowable general and administrative expenses. Unbilled receivables also include certain estimates of variable consideration described above. These contract assets are not considered a significant financing component of the Company’s contracts as the payment terms are intended to protect the customer in the event the Company does not perform on its obligations under the contract.

Contract liabilities include advance payments and billings in excess of revenue recognized. Certain customers make advance payments prior to the satisfaction of the Company’s performance obligations on the contract. These amounts are recorded as contract liabilities until such performance obligations are satisfied, either over time as costs are incurred or at a point in time when deliveries are made. Contract liabilities are not a significant financing component as they are generally utilized to pay for contract costs within a one-year period or are used to ensure the customer meets contractual requirements.

Net contract assets and liabilities are as follows (in millions):



	March 31, 2019		December 30, 2018		Net Change
Contract assets	$	158.0	$	172.9	$	(14.9	)
Contract liabilities	$	41.8	$	37.0	$	4.8
Net contract assets	$	116.2	$	135.9	$	(19.7	)

The change in the balances of the Company’s contract assets and liabilities primarily results from the advance payments from customers exceeding reductions from recognition of revenue as performance obligations were satisfied and related billings. There were no significant impairment losses related to any receivables or contract assets arising from the Company’s contracts with customers during the three months ended March 31, 2019. For the three months ended March 31, 2019, the Company recognized revenue of $15.9 million that was previously included in the beginning balance of contract liabilities.

Disaggregation of Revenue

The following series of tables presents the Company’s revenue disaggregated by several categories. For the majority of contracts, the customer obtains control or receives benefits as work is performed on the contract. Revenue by contract type was as follows (in millions):



	Three Months Ended		Three Months Ended
	March 31, 2019		April 1, 2018
Revenues
Kratos Government Solutions
Fixed price	$	109.1	$	101.8
Cost plus fee	9.2		7.2
Time and materials	7.2		6.2
Total Kratos Government Solutions	125.5		115.2
Unmanned Systems
Fixed price	27.2		21.9
Cost plus fee	7.4		5.5
Time and materials	0.3		0.4
Total Unmanned Systems	34.9		27.8
Total Revenues	$	160.4	$	143.0

Revenue by customer was as follows (in millions):



	Three Months Ended		Three Months Ended
	March 31, 2019		April 1, 2018
Kratos Government Solutions
U.S. Government ⁽¹⁾	$	86.8	$	76.8
International ⁽²⁾	24.9		21.0
U.S. Commercial and other customers	13.8		17.4
Total Kratos Government Solutions	125.5		115.2
Unmanned Systems
U.S. Government ⁽¹⁾	30.1		24.2
International ⁽²⁾	4.5		3.6
U.S. Commercial and other customers	0.3		—
Total Unmanned Systems	34.9		27.8
Total Revenues	$	160.4	$	143.0

(1) Sales to the U.S. Government include sales from contracts for which the Company is the prime contractor, as well as those for which the

Company is a subcontractor and the ultimate customer is the U.S. Government. Each of the Company’s segments derives substantial revenue

from the U.S. Government. These sales include foreign military sales contracted through the U.S. Government.

(2) International sales include sales from contracts for which the Company is the prime contractor, as well as those for which the Company is a

subcontractor and the ultimate customer is an international customer. These sales include direct sales with governments outside the U.S. and

commercial sales with customers outside the U.S.

Goodwill and Intangible Assets

3 Months Ended

Mar. 31, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets


(a)	Goodwill

The carrying amounts of goodwill as of March 31, 2019 and December 30, 2018 by reportable segment are as follows (in millions):



	As of March 31, 2019
	Kratos Government Solutions		Unmanned Systems		Total
Gross value	$	601.6	$	111.1	$	712.7
Less accumulated impairment	239.5		13.8		253.3
Net	$	362.1	$	97.3	$	459.4



	As of December 30, 2018
	Kratos Government Solutions		Unmanned Systems		Total
Gross value	$	567.9	$	111.1	$	679.0
Less accumulated impairment	239.5		13.8		253.3
Net	$	328.4	$	97.3	$	425.7

(b) Purchased Intangible Assets

The following table sets forth information for finite-lived and indefinite-lived intangible assets (in millions):



	As of March 31, 2019							As of December 30, 2018
	Gross Value		Accumulated Amortization			Net Value		Gross Value		Accumulated Amortization			Net Value
Acquired finite-lived intangible assets:
Customer relationships	$	63.8	$	(51.1	)	$	12.7	$	52.6	$	(50.6	)	$	2.0
Contracts and backlog	32.1		(26.7		)	5.4		29.9		(26.4		)	3.5
Developed technology and technical know-how	25.0		(22.0		)	3.0		25.0		(21.3		)	3.7
Trade names	1.8		(1.4		)	0.4		1.4		(1.4		)	—
In-process research and development	6.0		—			6.0		—		—			—
Total finite-lived intangible assets	128.7		(101.2		)	27.5		108.9		(99.7		)	9.2
Indefinite-lived trade names	6.9		—			6.9		6.9		—			6.9
Total intangible assets	$	135.6	$	(101.2	)	$	34.4	$	115.8	$	(99.7	)	$	16.1

Consolidated amortization expense related to intangible assets subject to amortization was $1.5 million and $1.7 million for the three months ended March 31, 2019 and April 1, 2018, respectively.

Inventoried Costs

3 Months Ended

Mar. 31, 2019

Inventory Disclosure [Abstract]

Inventoried Costs

Inventoried costs, net of progress payments, consisted of the following components (in millions):



	March 31, 2019			December 30, 2018
Raw materials	$	37.6		$	34.7
Work in process	23.7			10.3
Finished goods	8.0			1.8
Subtotal inventoried costs	69.3			46.8
Less: Customer advances and progress payments	(0.1		)	—
Total inventoried costs	$	69.2		$	46.8

Net Income (Loss) per Common Share	3 Months Ended
Net Income (Loss) per Common Share	Mar. 31, 2019
Earnings Per Share [Abstract]
Net Income (Loss) per Common Share	Net Income (Loss) per Common Share The Company calculates net income (loss) per share in accordance with FASB Accounting Standards Codification Topic 260, Earnings per Share (Topic 260). Under Topic 260, basic net income (loss) per common share is calculated by dividing net income (loss) by the weighted-average number of common shares outstanding during the reporting period. Diluted net income (loss) per common share reflects the effects of potentially dilutive securities. Shares from stock options and awards, excluded from the calculation of diluted net income (loss) per share because their inclusion would have been anti-dilutive, were $0.3 million for the three months ended April 1, 2018.

Leases

3 Months Ended

Mar. 31, 2019

Leases [Abstract]

Leases

The Company leases certain facilities, office space, vehicles and equipment. Lease assets and lease liabilities are recognized at the commencement of an arrangement where it is determined at inception that a lease exists. Lease assets represent the right to use an underlying asset for the lease term, and lease liabilities represent the obligation to make lease payments arising from the lease. These assets and liabilities are initially recognized based on the present value of lease payments over the lease term calculated using an incremental borrowing rate generally applicable to the location of the lease asset, unless the implicit rate is readily determinable. Lease assets also include any upfront lease payments made and exclude lease incentives. Lease terms include options to extend or terminate the lease when it is reasonably certain that those options will be exercised. The Company has operating lease arrangements with lease and non-lease components. The non-lease components in these arrangements are not significant when compared to the lease components. For all operating leases, the Company accounts for the lease and non-lease components as a single component.

Variable lease payments are generally expensed as incurred and include certain index-based changes in rent, certain non-lease components, such as maintenance and other services provided by the lessor, and other charges included in the lease. Leases with an initial term of 12 months or less are not recorded on the balance sheet, and the expense for these short-term leases is recognized on a straight-line basis over the lease term.

The depreciable life of lease assets and leasehold improvements is limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise.

As a result of a lease modification for our expanded facilities in Colorado, the Company was required to reassess the classification of the lease which previously had been accounted for as an operating lease. This reassessment resulted in the recording of a $39.3 million finance lease, which includes a 5 year renewal option.

The components of lease expense were as follows (in millions):



		Three Months Ended
		March 31, 2019
Amortization of right of use assets - finance leases		$	0.5
Interest on lease liabilities - finance leases		0.6
Operating lease cost (cost resulting from lease payments)		3.0
Short-term lease cost		0.1
Variable lease cost (cost excluded from lease payments)		—
Sublease income		(0.8		)
	Total lease cost	$	3.4

The components of leases on the balance sheet were as follows (in millions):



		March 31, 2019
Operating Leases:
	Operating lease right-of-use assets	$	38.1
	Current portion of operating lease liabilities	$	13.3
	Operating lease liabilities, net of current portion	$	31.3
Finance leases:
	Property, plant and equipment, net	$	39.1
	Other current liabilities	$	0.5
	Other long-term liabilities	$	38.9

Cash paid for amounts included in the measurement of lease liabilities was as follows (in millions):



	Three Months Ended March 31, 2019
Finance lease - cash paid for interest	$	0.6
Finance lease - financing cash flows	$	0.1
Operating lease - operating cash flows (fixed payments)	$	3.3

Other supplemental information (in millions):



Operating lease right-of-use assets obtained in exchange for new lease liabilities		$	41.2
Finance lease right-of-use assets obtained in exchange for new lease liabilities		$	39.6

Weighted-average remaining lease term (in years):
	Operating leases	5.1
	Finance leases	19.6

Weighted-average discount rate:
	Operating leases	6.50		%
	Finance leases	6.53		%

The maturity of lease liabilities is (in millions):



		Operating Leases			Finance Leases
2019 ⁽¹⁾		$	11.8		$	2.3
2020		11.4			3.1
2021		7.2			3.2
2022		5.6			3.3
2023		5.2			3.3
Thereafter		11.7			57.3
	Total lease payments	52.9			72.5
Less: imputed interest		(8.3		)	(33.1		)
	Total present value of lease liabilities	$	44.6		$	39.4
⁽¹⁾ Excludes the three months ended March 31, 2019.

Rental expense for operating leases classified under ASC 840 for the three months ended April 1, 2018 was approximately $3.8 million net of sublease income of approximately $0.8 million. As of December 30, 2018, future minimum lease payments under operating leases, which does not include $4.3 million in sublease income on the Company’s operating leases as classified under ASC 840, were as follows (in millions):



Year ending December 30, 2018		Operating Leases
2019		$	16.5
2020		12.0
2021		9.6
2022		8.1
2023		7.9
Thereafter		63.1
	Total minimum lease payments	$	117.2

Leases

The depreciable life of lease assets and leasehold improvements is limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise.

The components of lease expense were as follows (in millions):



		Three Months Ended
		March 31, 2019
Amortization of right of use assets - finance leases		$	0.5
Interest on lease liabilities - finance leases		0.6
Operating lease cost (cost resulting from lease payments)		3.0
Short-term lease cost		0.1
Variable lease cost (cost excluded from lease payments)		—
Sublease income		(0.8		)
	Total lease cost	$	3.4

The components of leases on the balance sheet were as follows (in millions):



		March 31, 2019
Operating Leases:
	Operating lease right-of-use assets	$	38.1
	Current portion of operating lease liabilities	$	13.3
	Operating lease liabilities, net of current portion	$	31.3
Finance leases:
	Property, plant and equipment, net	$	39.1
	Other current liabilities	$	0.5
	Other long-term liabilities	$	38.9

Cash paid for amounts included in the measurement of lease liabilities was as follows (in millions):



	Three Months Ended March 31, 2019
Finance lease - cash paid for interest	$	0.6
Finance lease - financing cash flows	$	0.1
Operating lease - operating cash flows (fixed payments)	$	3.3

Other supplemental information (in millions):



Operating lease right-of-use assets obtained in exchange for new lease liabilities		$	41.2
Finance lease right-of-use assets obtained in exchange for new lease liabilities		$	39.6

Weighted-average remaining lease term (in years):
	Operating leases	5.1
	Finance leases	19.6

Weighted-average discount rate:
	Operating leases	6.50		%
	Finance leases	6.53		%

The maturity of lease liabilities is (in millions):



		Operating Leases			Finance Leases
2019 ⁽¹⁾		$	11.8		$	2.3
2020		11.4			3.1
2021		7.2			3.2
2022		5.6			3.3
2023		5.2			3.3
Thereafter		11.7			57.3
	Total lease payments	52.9			72.5
Less: imputed interest		(8.3		)	(33.1		)
	Total present value of lease liabilities	$	44.6		$	39.4
⁽¹⁾ Excludes the three months ended March 31, 2019.



Year ending December 30, 2018		Operating Leases
2019		$	16.5
2020		12.0
2021		9.6
2022		8.1
2023		7.9
Thereafter		63.1
	Total minimum lease payments	$	117.2

Income Taxes

3 Months Ended

Mar. 31, 2019

Income Tax Disclosure [Abstract]

Income Taxes

A reconciliation of the income tax expense (benefit) from continuing operations computed by applying the statutory federal income tax rate of 21% to income from continuing operations before income taxes to the income tax provision for the three months ended March 31, 2019 and for the three months ended April 1, 2018 was as follows (in millions):




	March 31, 2019			April 1, 2018
Income tax expense at federal statutory rate	$	0.5		$	0.5
State and foreign taxes, net of federal tax benefit and valuation allowance	0.2			0.2
Release of valuation allowance due to FTT acquisition	(3.4		)	—
GILTI	—			0.1
Nondeductible expenses and other	0.1			0.2
Impact of deferred tax liabilities for indefinite-lived assets	0.1			0.4
Increase in reserves for uncertain tax positions	1.6			0.2
Decrease in federal valuation allowance	(0.6		)	(0.7		)
Total income tax (benefit) provision	$	(1.5	)	$	0.9

In assessing the Company’s ability to realize deferred tax assets, management considers, on a periodic basis, whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. As such, management has determined that it is appropriate to maintain a full valuation allowance against the Company’s U.S. federal, combined state and certain foreign deferred tax assets, with the exception of an amount equal to its deferred tax liabilities, which can be expected to reverse over a definite life.

Federal and state income tax laws impose restrictions on the utilization of NOLs and tax credit carryforwards in the event that an “ownership change” occurs for tax purposes, as defined by Section 382 of the Internal Revenue Code of 1986, as amended (“Section 382”). In general, an ownership change occurs when shareholders owning 5% or more of a “loss corporation” (a corporation entitled to use NOLs or other loss carryovers) have increased their ownership of stock in such corporation by more than 50 percentage points during any three-year period. The annual base Section 382 limitation is calculated by multiplying the loss corporation’s value at the time of the ownership change by the greater of the long-term tax-exempt rate determined by the Internal Revenue Service in the month of the ownership change or the two preceding months. This base limitation is subject to adjustments, including an increase for built-in gains recognized in the five-year period after the ownership change.

In March 2010, an “ownership change” occurred that will limit the utilization of NOL carryforwards. In July 2011, another “ownership change” occurred. The March 2010 ownership change limitation is more restrictive. In prior years, the Company acquired corporations with NOL carryforwards at the date of acquisition (“Acquired NOLs”). The Acquired NOLs are subject to separate limitations that may further restrict the use of Acquired NOLs. As a result, the Company’s federal annual utilization of NOL carryforwards was limited to $27.0 million a year for the five years succeeding the March 2010 ownership change and $11.6 million for each year thereafter subject to separate limitations for Acquired NOLs. If the entire limitation amount is not utilized in a year, the excess can be carried forward and utilized in future years.

For the three months ended March 31, 2019, there was no impact of such limitations on the income tax provision, since the amount of taxable income did not exceed the annual limitation amount. However, future equity offerings or acquisitions that have equity as a component of the purchase price could also cause an “ownership change.” If and when any other “ownership change” occurs, utilization of the NOLs or other tax attributes may be further limited.

As discussed elsewhere, deferred tax assets relating to the NOL and credit carryforwards are offset by a full valuation allowance. In addition, utilization of state tax loss carryforwards is dependent upon sufficient taxable income apportioned to the states.

The Company is subject to taxation in the U.S. and various state and foreign tax jurisdictions. The Company’s tax years for 2000 and later are subject to examination by the U.S. and state tax authorities due to the existence of the NOL carryforwards. Generally, the Company’s tax years for 2002 and later are subject to examination by various foreign tax authorities as well.

During 2018 the Company was notified by the Internal Revenue Service that its federal income tax return for the calendar year ending December 27, 2015 had been selected for examination. The Company is currently in the process of responding to the information requested.

As of December 30, 2018, the Company had $17.7 million of unrecognized tax benefits that, if recognized, would impact the Company’s effective income tax rate, subject to possible offset by an increase in the deferred tax asset valuation allowance. During the three months ended March 31, 2019, unrecognized tax benefits increased by $1.7 million relating to various current year positions.

The Company recognizes interest and penalties related to unrecognized tax benefits in its provision for income taxes. For the three months ended March 31, 2019 and April 1, 2018, the Company recorded an expense for interest and penalties of $0.1 million. For the three months ended March 31, 2019 and April 1, 2018, there was no material benefit recorded related to the removal of interest and penalties. The Company believes that it is reasonably possible that as much as $0.4 million of the liabilities for uncertain tax positions will expire within twelve months of March 31, 2019 due to the expiration of various applicable statutes of limitations.

Debt

3 Months Ended

Mar. 31, 2019

Debt Disclosure [Abstract]

Debt

(a) Issuance of 6.5% Senior Secured Notes due 2025

In November 2017, the Company issued and sold $300 million aggregate principal amount of 6.5% Senior Secured Notes due 2025 (the “6.5% Notes”) in a private placement conducted pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended (the “Act”). The Company incurred debt issuance costs of $6.6 million associated with the new 6.5% Notes. The Company utilized the net proceeds from the sale of the 6.5% Notes, as well as cash from its recent equity offering to extinguish the outstanding 7% Notes (as defined below). The total reacquisition price of the 7% Notes was $385.2 million, including a $12.0 million call premium, and $0.3 million of accrued interest.

The 6.5% Notes are governed by the Indenture, dated as of November 20, 2017 (the “Indenture”), among the Company, the Company’s existing and future domestic subsidiaries parties thereto (the “Subsidiary Guarantors”) and Wilmington Trust, National Association, as trustee and collateral agent. A Subsidiary Guarantor can be released from its guarantee if (a) all of the capital stock issued by such Subsidiary Guarantor or all or substantially all of the assets of such Subsidiary Guarantor are sold or otherwise disposed of; (b) the Company designates such Subsidiary Guarantor as an Unrestricted Subsidiary (as defined in the Indenture); (c) the Company exercises its legal defeasance option or its covenant defeasance option; or (d) upon satisfaction and discharge of the Indenture or payment in full in cash of the principal of, premium, if any, and accrued and unpaid interest on the 6.5% Notes.

The 6.5% Notes bear interest at a rate of 6.5% per year from the date of original issuance or from the most recent payment date on which interest has been paid or provided for. Interest on the 6.5% Notes is payable in arrears on May 30 and November 30 of each year, beginning on May 30, 2018. The 6.5% Notes are fully and unconditionally guaranteed by the Subsidiary Guarantors.

The 6.5% Notes and the guarantees (as set forth in the Indenture) are the Company’s senior secured obligations and are equal in right of payment with all other senior obligations of the Subsidiary Guarantors’ existing and future secured debt to the extent of the assets securing that secured debt. The Company’s obligations under the 6.5% Notes are secured by a first priority lien on substantially all of the Company’s assets and the assets of the Subsidiary Guarantors, except with respect to accounts receivable, inventory, deposit accounts, securities accounts, cash, securities and general intangibles (other than intellectual property), on which the holders of the 6.5% Notes have a second priority lien, junior to the lien securing the Company’s obligations under the Credit Agreement (as defined below).

The 6.5% Notes will be redeemable, in whole or in part, at any time on or after November 30, 2020 at the respective redemption prices specified in the Indenture. In addition, the Company may redeem up to 40% of the 6.5% Notes before November 30, 2020 with the net proceeds of certain equity offerings. The Company may also redeem some or all of the 6.5% Notes before November 30, 2020 at a redemption price of 100% of the principal amount thereof plus accrued and unpaid interest, to, but excluding, the redemption date, if any, plus a “make whole” premium. In addition, during each 12-month period commencing on the issue date and ending on or prior to November 30, 2020, the Company may redeem up to 10% of the original aggregate principal amount of the 6.5% Notes issued under the Indenture at a redemption price of 103.000% of the principal amount thereof, plus accrued and unpaid interest, to, but excluding, the date of redemption, if any. The Company may also be required to make an offer to purchase the 6.5% Notes upon a change of control and certain sales of its assets.

The Indenture contains covenants limiting, among other things, the Company’s ability and the Subsidiary Guarantors’ ability to: (a) pay dividends on or make distributions or repurchase or redeem the Company’s capital stock or make other restricted payments; (b) incur additional debt and guarantee debt; (c) prepay, redeem or repurchase certain debt; (d) issue certain preferred stock or similar equity securities; (e) make loans and investments; (f) sell assets; (g) incur liens; (h) consolidate, merge, sell or otherwise dispose of all or substantially all of the Company’s assets; (i) enter into transactions with affiliates; and (j) enter into agreements restricting the Company’s ability and certain of its subsidiaries’ ability to pay dividends. These covenants are subject to a number of exceptions. As of March 31, 2019, the Company was in compliance with the covenants contained in the Indenture governing the 6.5% Notes.

The terms of the Indenture require that the net cash proceeds from asset dispositions be either utilized to (i) repay or prepay amounts outstanding under the Credit Agreement unless such amounts are reinvested in similar collateral, (ii) permanently reduce other indebtedness, (iii) make an investment in assets that replace the collateral of the 6.5% Notes or (iv) a combination of (i), (ii) and (iii). To the extent there are any remaining net proceeds from the asset disposition after application of (i), (ii) and (iii), such amounts are required to be utilized to repurchase the 6.5% Notes at par.

The Indenture also provides for events of default which, if any such event occurs, would permit or require the principal, premium, if any, interest, if any, and any other monetary obligations on all the then-outstanding 6.5% Notes to become or to be declared due and payable immediately.

As of March 31, 2019, there was $300.0 million of 6.5% Notes outstanding.

(b) Other Indebtedness

Credit Agreement

On November 20, 2017, the Company entered into an amended and restated credit and security agreement (the “Credit Agreement”), with the lenders from time to time party thereto, SunTrust Bank, as Agent (the “Agent”), PNC Bank, National Association (“PNC Bank”), as Joint Lead Arranger and Documentation Agent, and SunTrust Robinson Humphrey, Inc. (“SunTrust”), as Joint Lead Arranger and Sole Book Runner. The Credit Agreement established a five-year senior secured revolving credit facility in the aggregate principal amount of $90.0 million (subject to a potential increase of the aggregate principal amount to $115.0 million, subject to the Agent’s and applicable lenders’ approval as described therein), consisting of a subline for letters of credit in an amount not to exceed $50.0 million, as well as a swingline loan in an aggregate principal amount at any time outstanding not to exceed $10.0 million. The obligations under the Credit Agreement are secured by (i) a first priority lien on the Company’s accounts receivable, inventory, deposit accounts, securities accounts, cash, securities and general intangibles (other than intellectual property) and (ii) a second priority lien, junior to the lien securing the Company’s 6.5% Notes, on all of the Company’s other assets.

Borrowings under the revolving credit facility may take the form of a base rate revolving loan, Eurodollar revolving loan or swingline loan. Base rate revolving loans and swingline loans will bear interest at a rate per annum equal to the sum of the Applicable Margin (as defined in the Credit Agreement) from time to time in effect plus the highest of (i) the Agent’s prime lending rate, as in effect at such time, (ii) the federal funds rate, as in effect at such time, plus 0.50% per annum and (iii) the Adjusted LIBO Rate (as defined in the Credit Agreement) determined at such time for an interest period of one month, plus 1.00% per annum. Eurodollar revolving loans will bear interest at a rate per annum equal to the sum of the Applicable Margin from time to time in effect plus the Adjusted LIBO Rate. The Applicable Margin varies between 1.00%-1.50% for base rate revolving loans and swingline loans and 2.00%-2.50% for Eurodollar loans, and is based on several factors including the Company’s then-existing borrowing base and the lenders’ total commitment amount and revolving credit exposure. The calculation of the Company’s borrowing base takes into account several items relating to the Company and its subsidiaries, including amounts due and owing under billed and unbilled accounts receivable, then held eligible raw materials inventory, work-in-process inventory, and applicable reserves.

The Credit Agreement contains certain covenants, which include, but are not limited to, restrictions on indebtedness, liens, and investments, and limits on other various payments, as well as a financial covenant relating to a minimum fixed charge coverage ratio. Events of default under the terms of the Credit Agreement include, but are not limited to: failure of the Company to pay any principal of any loans in full when due and payable; failure of the Company to pay any interest on any loan or any fee or other amount payable under the Credit Agreement within three business days after the date when due and payable; failure of the Company or any of its subsidiaries to comply with certain covenants and agreements, subject to applicable grace periods and/or notice requirements; any representation, warranty or statement made in or pursuant to the Credit Agreement or any related writing or any other material information furnished by the Company or any of its subsidiaries to the Agent or the lenders proving to be false or erroneous; and the occurrence of an event or condition having or reasonably likely to have a material adverse effect, which includes a material adverse effect on the business, operations, condition (financial or otherwise) or prospects of the Company or the ability of the Company to repay its obligations. Where an event of default arises from certain bankruptcy events, the commitments will automatically and immediately terminate and the principal of, and interest then outstanding on, all of the loans will become immediately due and payable. Subject to certain notice requirements and other conditions, upon the occurrence of an event of default, including the occurrence of a condition having or reasonably likely to have a material adverse effect, commitments may be terminated and the principal of, and interest then outstanding on, all of the loans may become immediately due and payable. As of March 31, 2019, no event of default had occurred and the Company believes that events or conditions having a material adverse effect, giving rise to an acceleration of any amounts outstanding under the Credit Agreement, have not occurred and the likelihood of such events or conditions occurring is remote.

The measurement of a minimum fixed charge coverage ratio under the Credit Agreement was modified in November 2017 to require measurement if Excess Availability (as defined in the Credit Agreement) is less than 50% of the lesser of the borrowing base or the total commitment amount.

On June 11, 2018, the Company entered into a first amendment (the “First Amendment”) to the amended and restated Credit Agreement. Among other things, the First Amendment permitted the sale of the PSS business, provided that certain conditions, including application of the proceeds in accordance with the terms of documents governing the Company’s outstanding indebtedness, were satisfied.

As of March 31, 2019, there were no borrowings outstanding on the Credit Agreement and $5.7 million was outstanding on letters of credit, resulting in net borrowing base availability of $65.4 million. The Company was in compliance with the financial covenants of the Credit Agreement and its amendments as of March 31, 2019.

Fair Value of Long-term Debt

Carrying amounts and the related estimated fair values of the Company’s long-term debt financial instruments not measured at fair value on a recurring basis at March 31, 2019 and December 30, 2018 are presented in the following table:



	As of March 31, 2019						As of December 30, 2018
$ in millions	Principal		Carrying Amount		Fair Value		Principal		Carrying Amount		Fair Value
Total long-term debt including current portion	$	300.0	$	294.4	$	316.1	$	300.0	$	294.2	$	305.3

The fair value of the Company’s long-term debt was based upon actual trading activity (Level 1, Observable inputs -quoted prices in active markets).

As of March 31, 2019, the difference between the carrying amount of $294.4 million and the principal amount of $300.0 million presented in the table above is the unamortized debt issuance costs of $5.6 million, which are being accreted to interest expense over the term of the related debt. As of December 30, 2018, the difference between the carrying amount of $294.2 million and the principal amount of $300.0 million presented in the table above is the unamortized debt issuance costs of $5.8 million, which are being accreted to interest expense over the term of the related debt.

Segment Information

3 Months Ended

Mar. 31, 2019

Segment Reporting [Abstract]

Segment Information

The Company operates in two reportable segments. The KGS reportable segment is comprised of an aggregation of KGS operating segments, including the microwave electronic products, satellite communications, modular systems, defense and rocket support services, and turbine technologies operating segments. The Unmanned Systems (“US”) reportable segment consists of its unmanned aerial system and unmanned ground and seaborne system businesses. The KGS and US segments provide products, solutions and services for mission critical national security programs. KGS and US customers primarily include national security related agencies, the U.S. Department of Defense (the “DoD”), intelligence agencies and classified agencies, and to a lesser degree, international government agencies and domestic and international commercial customers.

The Company organizes its reportable segments based on the nature of the products, solutions and services offered. Transactions between segments are generally negotiated and accounted for under terms and conditions similar to other government and commercial contracts. This presentation is consistent with the Company’s operating structure. In the following table total operating income from continuing operations of the reportable business segments is reconciled to the corresponding consolidated amount. The reconciling item “unallocated corporate expense, net” includes costs for certain stock-based compensation programs (including stock-based compensation costs for stock options, employee stock purchase plan and restricted stock units), the effects of items not considered part of management’s evaluation of segment operating performance, merger and acquisition expenses, corporate costs not allocated to the segments, and other miscellaneous corporate activities.

Revenues, depreciation and amortization, and operating income generated by the Company’s reportable segments for the three month periods ended March 31, 2019 and April 1, 2018 are as follows (in millions):



	Three Months Ended
	March 31, 2019			April 1, 2018
Revenues:
Kratos Government Solutions
Service revenues	$	62.6		$	46.0
Product sales	62.9			69.2
Total Kratos Government Solutions	125.5			115.2
Unmanned Systems
Service revenues	—			—
Product sales	34.9			27.8
Total Unmanned Systems	34.9			27.8
Total revenues	$	160.4		$	143.0
Depreciation & amortization:
Kratos Government Solutions	$	3.9		$	3.6
Unmanned Systems	1.2			0.9
Total depreciation and amortization	$	5.1		$	4.5
Operating income from continuing operations:
Kratos Government Solutions	$	11.4		$	7.9
Unmanned Systems	0.6			0.8
Total segment operating income	12.0			8.7
Unallocated corporate expense, net	(3.8		)	(1.7		)
Total operating income from continuing operations	$	8.2		$	7.0

Included in the unallocated corporate expense, net, for the three months ended March 31, 2019 is transaction expenses of $1.2 million related to the acquisition of FTT.

Redeemable Noncontrolling Interest	3 Months Ended
Redeemable Noncontrolling Interest	Mar. 31, 2019
Noncontrolling Interest [Abstract]
Redeemable Noncontrolling Interest	Redeemable Noncontrolling Interest As discussed in “Acquisition” in Note 2, in connection with the Company’s acquisition of FTT, the Holders have certain rights (“Put Rights”), (i) beginning in January 2024, the Holders will have an annual Put Right to sell all of the Minority Interests to the Company at a purchase price based on an assumed enterprise value of 12 times the trailing 12 months EBITDA of FTT Inc., FTT Core and each of their respective subsidiaries (the “Acquired Companies”), subject to adjustment as set forth in the Exchange Agreement (provided, however, that following certain events, including a change of control, the Put Right will be accelerated and the Minority Interest Purchase Price will be increased to 14 times the trailing 12 months EBITDA of the Acquired Companies); and (ii) beginning in January 2025, the Company will have an annual right to purchase all of the Minority Interests from the Holders at the Minority Interest Purchase Price. As of March 31, 2019, the management estimate of the Redemption Amount (“Redemption Amount”) of these Put Rights that the Company could be required to pay is approximately $15.0 million. The actual Redemption Amount will likely be different.

Significant Customers	3 Months Ended
Significant Customers	Mar. 31, 2019
Risks and Uncertainties [Abstract]
Significant Customers	Significant Customers Revenue from the U.S. Government, which includes foreign military sales, includes revenue from contracts for which the Company is the prime contractor as well as those for which the Company is a subcontractor and the ultimate customer is the U.S. Government. The KGS and US segments have substantial revenue from the U.S. Government. Sales to the U.S. Government amounted to approximately $116.9 million and $100.9 million, or 73% and 71% of total Kratos revenue, for the three months ended March 31, 2019 and April 1, 2018, respectively.

Commitments and Contingencies	3 Months Ended
Commitments and Contingencies	Mar. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies In addition to commitments and obligations in the ordinary course of business, the Company is subject to various claims, pending and potential legal actions for damages, investigations relating to governmental laws and regulations and other matters arising out of the normal conduct of the Company’s business. The Company assesses contingencies to determine the degree of probability and range of possible loss for potential accrual in its condensed consolidated financial statements. An estimated loss contingency is accrued in the condensed consolidated financial statements if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Because litigation is inherently unpredictable and unfavorable resolutions could occur, assessing litigation contingencies is highly subjective and requires judgments about future events. When evaluating contingencies, the Company may be unable to provide a meaningful estimate due to a number of factors, including but not limited to the procedural status of the matter in question, the presence of complex or novel legal theories, and the ongoing discovery and development of information important to the matters. In addition, damage amounts claimed in litigation against it may be unsupported, exaggerated or unrelated to possible outcomes and, as such, are not meaningful indicators of its potential liability. The Company regularly reviews contingencies to determine the adequacy of its accruals and related disclosures. The amount of ultimate loss may differ from these estimates. It is possible that cash flows or results of operations could be materially affected in any particular period by the unfavorable resolution of one or more of these contingencies. Whether any losses finally determined in any claim, action, investigation or proceeding could reasonably have a material effect on the Company’s business, financial condition, results of operations or cash flows will depend on a number of variables, including the timing and amount of such losses; the structure and type of any remedies; the monetary significance any such losses, damages or remedies may have on the condensed consolidated financial statements; and the unique facts and circumstances of the particular matter that may give rise to additional factors. Legal and Regulatory Matters U.S. Government Cost Claims The Company’s contracts with the DoD are subject to audit by the Defense Contract Audit Agency (“DCAA”). As a result of these audits, from time to time the Company is advised of claims concerning potential disallowed, overstated or disputed costs. For example, during the course of recent audits of the Company’s contracts, the DCAA is closely examining and questioning certain of the established and disclosed practices that it had previously audited and accepted. The Company’s personnel regularly scrutinizes costs incurred and allocated to contracts with the U.S. Government for compliance with regulatory standards. For those Company subsidiaries and fiscal years which have not yet been audited by the DCAA or for those audits which are in process which have not been completed by the DCAA, the Company cannot reasonably estimate the range of loss, if any, that may result from audits and reviews in which it is currently involved given the inherent difficulty in predicting regulatory action, fines and penalties, if any, and the various remedies and levels of judicial review available to the Company in the event of an adverse finding. As a result, the Company has not recorded any liability related to these matters. Other Litigation Matters The Company is subject to normal and routine litigation arising from the ordinary course and conduct of business and, at times, as a result of acquisitions and dispositions. Such disputes include, for example, commercial, employment, intellectual property, environmental and securities matters. The aggregate amounts accrued related to these matters are not material to the total liabilities of the Company. The Company intends to defend itself in any such matters and does not currently believe that the outcome of any such matters will have a material adverse impact on the Company’s financial condition, results of operations or cash flows.

Summary of Significant Accounting Policies (Policies)	3 Months Ended
Summary of Significant Accounting Policies (Policies)	Mar. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation The information as of March 31, 2019 and for the three months ended March 31, 2019 and April 1, 2018 is unaudited. The condensed consolidated balance sheet as of December 30, 2018 was derived from the Company’s audited consolidated financial statements at that date. In the opinion of management, these unaudited condensed consolidated financial statements include all adjustments, consisting of normal recurring adjustments necessary for a fair presentation of the Company’s financial position, results of operations and cash flows for the interim periods presented. The results have been prepared in accordance with the instructions to Form 10-Q and do not necessarily include all information and footnotes necessary for presentation in accordance with accounting principles generally accepted in the U.S. (“GAAP”). These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the related notes included in the Company’s audited annual consolidated financial statements for the fiscal year ended December 30, 2018, included in the Company’s Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 28, 2019 (the “Form 10-K”). Interim operating results are not necessarily indicative of operating results expected in subsequent periods or for the year as a whole. As discussed in “Acquisition” in Note 2, on February 27, 2019, the Company acquired 80.1% of the issued and outstanding shares of capital stock of Florida Turbine Technologies Inc. (“FTT Inc.”), and 80.1% of the membership interests in FTT CORE, LLC, (“FTT Core” and, together with FTT Inc.,“FTT”) for an aggregate purchase price of approximately $60 million. FTT is now Kratos Turbine Technologies Division (the ”KTT Division”), which is focused on the development and production of small, affordable, high-performance, jet engines for the next generation of tactical weapon systems and tactical jet unmanned aerial systems (“UAS”). The KTT Division is included in the Kratos Government Solutions (“KGS”) Segment.
Principles of Consolidation	Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its 100% owned and majority owned subsidiaries, FTT Inc. and FTT Core, each of which is 80.1% owned. All inter-company transactions have been eliminated in consolidation. Noncontrolling interest consists of the remaining 19.9% interest in FTT Inc. and FTT Core. See Note 12 for further information related to the redeemable noncontrolling interest.
Fiscal Year	Fiscal Year The Company has a 52/53 week fiscal year ending on the last Sunday of the calendar year. The three month periods ended March 31, 2019 and April 1, 2018 consisted of 13-week periods. There are 52 calendar weeks in the fiscal years ending on December 29, 2019 and December 30, 2018.
Accounting Estimates	Accounting Estimates There have been no significant changes in the Company’s accounting estimates for the three months ended March 31, 2019 as compared to the accounting estimates described in the Form 10-K.
Accounting Standards Updates	Accounting Standards Updates In February 2016, the FASB issued ASU 2016-02 (“ASU 2016-02”), Leases, also referred to as “ASC 842”. ASU 2016-02 requires that lessees recognize assets and liabilities for the rights and obligations underlying leases with a lease term of more than one year. The amendments in this ASU are effective for annual periods beginning after December 15, 2018. In July 2018, the FASB issued ASU 2018-11, Leases; Targeted Improvements, which, among other things, allows a company to elect an optional transition method that applies the new lease requirements through a cumulative-effect adjustment in the period of adoption. The Company adopted this standard on December 31, 2018 using the optional transition method, and, as a result, did not recast prior period unaudited condensed comparative financial statements. All prior period amounts and disclosures are presented under Accounting Standards Codification Topic 840, Leases (“ASC 840”). The Company has revised its controls and processes to address the new lease standard and has completed the implementation and data input for our lease accounting software tool. The Company is electing the package of practical expedients, which, among other things, allows carry-forward of prior lease classifications under the prior standard. However, the Company is not electing to adopt the hindsight practical expedient and is therefore maintaining the lease terms previously determined under the prior lease standard. For all new and modified leases after adoption of the ASU, the Company has taken the component election allowing the Company to account for lease components together with non lease components in the calculation of the lease asset and corresponding liability. Adoption of the new standard resulted in the recording of additional lease assets and lease liabilities on the unaudited condensed consolidated balance sheet. No cumulative-effect adjustment was recognized as the amount was not material, and the impact on the Company’s results of operations and cash flows was also not material. See Note 8 for additional disclosures. In February 2018, the FASB issued ASU 2018-02 (“ASU 2018-02”), Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income (“AOCI”). ASU 2018-02 provides entities the option to reclassify tax effects to retained earnings from AOCI which are impacted by the Tax Cuts and Jobs Act (“TCJA”). This ASU is effective for fiscal years beginning after December 15, 2018 but early adoption is permitted. The Company adopted this standard on December 31, 2018. The Company has a full valuation allowance for all tax benefits related to AOCI, and therefore, there are no tax effects to be reclassified to retained earnings.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The carrying amounts and the related estimated fair values of the Company’s long-term debt financial instruments not measured at fair value on a recurring basis at March 31, 2019 and December 30, 2018 are presented in Note 10. The carrying value of all other financial instruments, including cash equivalents, accounts receivable, accounts payable, accrued expenses, billings in excess of cost and earnings on uncompleted contracts, income taxes payable and short-term debt, approximated their estimated fair values at March 31, 2019 and December 30, 2018 due to the short-term nature of these instruments.
Net Income (Loss) Per Common Share	Net Income (Loss) per Common Share The Company calculates net income (loss) per share in accordance with FASB Accounting Standards Codification Topic 260, Earnings per Share (Topic 260). Under Topic 260, basic net income (loss) per common share is calculated by dividing net income (loss) by the weighted-average number of common shares outstanding during the reporting period. Diluted net income (loss) per common share reflects the effects of potentially dilutive securities.

Acquisition (Tables)

3 Months Ended

Mar. 31, 2019

Business Combinations [Abstract]

Assets Acquired and Liabilities Assumed

The following table summarizes the provisional allocation of the purchase price over the estimated fair values of the major assets acquired, liabilities assumed, and noncontrolling interest (in millions):



Accounts receivable	$	7.3
Unbilled receivables	4.9
Inventoried costs	11.7
Other current assets	1.3
Property and equipment	9.7
Intangible assets	19.8
Goodwill	29.3
Total identifiable net assets acquired	84.0
Total identifiable net liabilities assumed	(9.0		)
Net assets before noncontrolling interest	75.0
Noncontrolling interest	(15.0		)
Net assets acquired, excluding cash	$	60.0

Consideration Paid

A summary of the consideration paid for the acquired ownership in FTT is as follow:



Cash paid	$	20.7
Deferred purchase consideration	15.3
Common stock issued	27.0
	63.0
Less: Cash acquired	(3.0		)
Total consideration	$	60.0

Pro Forma Information

For the three months ended March 31, 2019 (in millions):



Pro forma revenues	$	168.5
Pro forma net income before tax	$	1.3
Pro forma net income	$	2.2
Pro forma net income attributable to Kratos	$	2.4

Basic pro forma income per share attributable to Kratos	$	0.02
Diluted pro forma income per share attributable to Kratos	$	0.02

Discontinued Operations (Tables)

3 Months Ended

Mar. 31, 2019

Discontinued Operations and Disposal Groups [Abstract]

Schedule of Discontinued Operations, Income Statement and Balance Sheet

The following table presents the results of discontinued operations (in millions):



	March 31, 2019			April 1, 2018
Revenue	$	0.1		$	23.9
Cost of sales	0.5			18.9
Selling, general and administrative expenses	0.1			8.1
Other expense	—			0.8
Loss from discontinued operations before income taxes	(0.5		)	(3.9		)
Income tax benefit (provision)	(0.1		)	0.4
Loss from discontinued operations	$	(0.6	)	$	(3.5	)

The following is a summary of the assets and liabilities of discontinued operations in the accompanying condensed consolidated balance sheets as of March 31, 2019 and December 30, 2018 (in millions):



	March 31, 2019		December 30, 2018
Accounts receivable, net and unbilled receivables, net	$	7.2	$	8.2
Other current assets	0.1		0.1
Current assets of discontinued operations	$	7.3	$	8.3

Accounts payable	$	0.3	$	0.3
Accrued expenses	0.6		0.4
Other current liabilities	4.4		4.6
Current liabilities of discontinued operations	$	5.3	$	5.3
Other long-term liabilities of discontinued operations	$	6.5	$	6.4

- Definition

Tabular disclosure of information related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component.

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+ Details

Revenue Recognition (Tables)

3 Months Ended

Mar. 31, 2019

Revenue from Contract with Customer [Abstract]

Schedule of net contract assets (liabilities)

Net contract assets and liabilities are as follows (in millions):



	March 31, 2019		December 30, 2018		Net Change
Contract assets	$	158.0	$	172.9	$	(14.9	)
Contract liabilities	$	41.8	$	37.0	$	4.8
Net contract assets	$	116.2	$	135.9	$	(19.7	)

Schedule of disaggregation of revenue



	Three Months Ended		Three Months Ended
	March 31, 2019		April 1, 2018
Revenues
Kratos Government Solutions
Fixed price	$	109.1	$	101.8
Cost plus fee	9.2		7.2
Time and materials	7.2		6.2
Total Kratos Government Solutions	125.5		115.2
Unmanned Systems
Fixed price	27.2		21.9
Cost plus fee	7.4		5.5
Time and materials	0.3		0.4
Total Unmanned Systems	34.9		27.8
Total Revenues	$	160.4	$	143.0

Revenue by customer was as follows (in millions):



	Three Months Ended		Three Months Ended
	March 31, 2019		April 1, 2018
Kratos Government Solutions
U.S. Government ⁽¹⁾	$	86.8	$	76.8
International ⁽²⁾	24.9		21.0
U.S. Commercial and other customers	13.8		17.4
Total Kratos Government Solutions	125.5		115.2
Unmanned Systems
U.S. Government ⁽¹⁾	30.1		24.2
International ⁽²⁾	4.5		3.6
U.S. Commercial and other customers	0.3		—
Total Unmanned Systems	34.9		27.8
Total Revenues	$	160.4	$	143.0

(1) Sales to the U.S. Government include sales from contracts for which the Company is the prime contractor, as well as those for which the

Company is a subcontractor and the ultimate customer is the U.S. Government. Each of the Company’s segments derives substantial revenue

from the U.S. Government. These sales include foreign military sales contracted through the U.S. Government.

(2) International sales include sales from contracts for which the Company is the prime contractor, as well as those for which the Company is a

subcontractor and the ultimate customer is an international customer. These sales include direct sales with governments outside the U.S. and

commercial sales with customers outside the U.S.

Goodwill and Intangible Assets (Tables)

3 Months Ended

Mar. 31, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

The carrying amounts of goodwill as of March 31, 2019 and December 30, 2018 by reportable segment are as follows (in millions):



	As of March 31, 2019
	Kratos Government Solutions		Unmanned Systems		Total
Gross value	$	601.6	$	111.1	$	712.7
Less accumulated impairment	239.5		13.8		253.3
Net	$	362.1	$	97.3	$	459.4



	As of December 30, 2018
	Kratos Government Solutions		Unmanned Systems		Total
Gross value	$	567.9	$	111.1	$	679.0
Less accumulated impairment	239.5		13.8		253.3
Net	$	328.4	$	97.3	$	425.7

Schedule of Intangible Assets (Finite-Lived)

The following table sets forth information for finite-lived and indefinite-lived intangible assets (in millions):



	As of March 31, 2019							As of December 30, 2018
	Gross Value		Accumulated Amortization			Net Value		Gross Value		Accumulated Amortization			Net Value
Acquired finite-lived intangible assets:
Customer relationships	$	63.8	$	(51.1	)	$	12.7	$	52.6	$	(50.6	)	$	2.0
Contracts and backlog	32.1		(26.7		)	5.4		29.9		(26.4		)	3.5
Developed technology and technical know-how	25.0		(22.0		)	3.0		25.0		(21.3		)	3.7
Trade names	1.8		(1.4		)	0.4		1.4		(1.4		)	—
In-process research and development	6.0		—			6.0		—		—			—
Total finite-lived intangible assets	128.7		(101.2		)	27.5		108.9		(99.7		)	9.2
Indefinite-lived trade names	6.9		—			6.9		6.9		—			6.9
Total intangible assets	$	135.6	$	(101.2	)	$	34.4	$	115.8	$	(99.7	)	$	16.1

Schedule of Intangible Assets (Indefinite-Lived)

The following table sets forth information for finite-lived and indefinite-lived intangible assets (in millions):



	As of March 31, 2019							As of December 30, 2018
	Gross Value		Accumulated Amortization			Net Value		Gross Value		Accumulated Amortization			Net Value
Acquired finite-lived intangible assets:
Customer relationships	$	63.8	$	(51.1	)	$	12.7	$	52.6	$	(50.6	)	$	2.0
Contracts and backlog	32.1		(26.7		)	5.4		29.9		(26.4		)	3.5
Developed technology and technical know-how	25.0		(22.0		)	3.0		25.0		(21.3		)	3.7
Trade names	1.8		(1.4		)	0.4		1.4		(1.4		)	—
In-process research and development	6.0		—			6.0		—		—			—
Total finite-lived intangible assets	128.7		(101.2		)	27.5		108.9		(99.7		)	9.2
Indefinite-lived trade names	6.9		—			6.9		6.9		—			6.9
Total intangible assets	$	135.6	$	(101.2	)	$	34.4	$	115.8	$	(99.7	)	$	16.1

Inventoried Costs (Tables)

3 Months Ended

Mar. 31, 2019

Inventory Disclosure [Abstract]

Schedule of Inventoried Costs

Inventoried costs, net of progress payments, consisted of the following components (in millions):



	March 31, 2019			December 30, 2018
Raw materials	$	37.6		$	34.7
Work in process	23.7			10.3
Finished goods	8.0			1.8
Subtotal inventoried costs	69.3			46.8
Less: Customer advances and progress payments	(0.1		)	—
Total inventoried costs	$	69.2		$	46.8

Leases (Tables)

3 Months Ended

Mar. 31, 2019

Leases [Abstract]

Schedule of Lease Cost

Cash paid for amounts included in the measurement of lease liabilities was as follows (in millions):



	Three Months Ended March 31, 2019
Finance lease - cash paid for interest	$	0.6
Finance lease - financing cash flows	$	0.1
Operating lease - operating cash flows (fixed payments)	$	3.3

Other supplemental information (in millions):



Operating lease right-of-use assets obtained in exchange for new lease liabilities		$	41.2
Finance lease right-of-use assets obtained in exchange for new lease liabilities		$	39.6

Weighted-average remaining lease term (in years):
	Operating leases	5.1
	Finance leases	19.6

Weighted-average discount rate:
	Operating leases	6.50		%
	Finance leases	6.53		%

The components of lease expense were as follows (in millions):



		Three Months Ended
		March 31, 2019
Amortization of right of use assets - finance leases		$	0.5
Interest on lease liabilities - finance leases		0.6
Operating lease cost (cost resulting from lease payments)		3.0
Short-term lease cost		0.1
Variable lease cost (cost excluded from lease payments)		—
Sublease income		(0.8		)
	Total lease cost	$	3.4

Balance Sheet Information

The components of leases on the balance sheet were as follows (in millions):



		March 31, 2019
Operating Leases:
	Operating lease right-of-use assets	$	38.1
	Current portion of operating lease liabilities	$	13.3
	Operating lease liabilities, net of current portion	$	31.3
Finance leases:
	Property, plant and equipment, net	$	39.1
	Other current liabilities	$	0.5
	Other long-term liabilities	$	38.9

Maturities of Operating Lease Liabilities

The maturity of lease liabilities is (in millions):



		Operating Leases			Finance Leases
2019 ⁽¹⁾		$	11.8		$	2.3
2020		11.4			3.1
2021		7.2			3.2
2022		5.6			3.3
2023		5.2			3.3
Thereafter		11.7			57.3
	Total lease payments	52.9			72.5
Less: imputed interest		(8.3		)	(33.1		)
	Total present value of lease liabilities	$	44.6		$	39.4
⁽¹⁾ Excludes the three months ended March 31, 2019.

Maturities of Financing Lease Liabilities

The maturity of lease liabilities is (in millions):



		Operating Leases			Finance Leases
2019 ⁽¹⁾		$	11.8		$	2.3
2020		11.4			3.1
2021		7.2			3.2
2022		5.6			3.3
2023		5.2			3.3
Thereafter		11.7			57.3
	Total lease payments	52.9			72.5
Less: imputed interest		(8.3		)	(33.1		)
	Total present value of lease liabilities	$	44.6		$	39.4
⁽¹⁾ Excludes the three months ended March 31, 2019.

Schedule of Future Minimum Rental Payments for Operating Leases

Company’s operating leases as classified under ASC 840, were as follows (in millions):



Year ending December 30, 2018		Operating Leases
2019		$	16.5
2020		12.0
2021		9.6
2022		8.1
2023		7.9
Thereafter		63.1
	Total minimum lease payments	$	117.2

Income Taxes (Tables)

3 Months Ended

Mar. 31, 2019

Income Tax Disclosure [Abstract]

Reconciliation of Income Tax Benefit at Statutory Rate to Income Tax Provision




	March 31, 2019			April 1, 2018
Income tax expense at federal statutory rate	$	0.5		$	0.5
State and foreign taxes, net of federal tax benefit and valuation allowance	0.2			0.2
Release of valuation allowance due to FTT acquisition	(3.4		)	—
GILTI	—			0.1
Nondeductible expenses and other	0.1			0.2
Impact of deferred tax liabilities for indefinite-lived assets	0.1			0.4
Increase in reserves for uncertain tax positions	1.6			0.2
Decrease in federal valuation allowance	(0.6		)	(0.7		)
Total income tax (benefit) provision	$	(1.5	)	$	0.9

Debt (Tables)

3 Months Ended

Mar. 31, 2019

Debt Disclosure [Abstract]

Carrying Amounts and Estimated Fair Value of Long-Term Debt



	As of March 31, 2019						As of December 30, 2018
$ in millions	Principal		Carrying Amount		Fair Value		Principal		Carrying Amount		Fair Value
Total long-term debt including current portion	$	300.0	$	294.4	$	316.1	$	300.0	$	294.2	$	305.3

Segment Information (Tables)

3 Months Ended

Mar. 31, 2019

Segment Reporting [Abstract]

Schedule of Segment Revenues, Depreciation and Amortization, and Operating Income (Loss)



	Three Months Ended
	March 31, 2019			April 1, 2018
Revenues:
Kratos Government Solutions
Service revenues	$	62.6		$	46.0
Product sales	62.9			69.2
Total Kratos Government Solutions	125.5			115.2
Unmanned Systems
Service revenues	—			—
Product sales	34.9			27.8
Total Unmanned Systems	34.9			27.8
Total revenues	$	160.4		$	143.0
Depreciation & amortization:
Kratos Government Solutions	$	3.9		$	3.6
Unmanned Systems	1.2			0.9
Total depreciation and amortization	$	5.1		$	4.5
Operating income from continuing operations:
Kratos Government Solutions	$	11.4		$	7.9
Unmanned Systems	0.6			0.8
Total segment operating income	12.0			8.7
Unallocated corporate expense, net	(3.8		)	(1.7		)
Total operating income from continuing operations	$	8.2		$	7.0

Summary of Significant Accounting Policies (Details) - USD ($) $ in Millions		3 Months Ended
	Feb. 28, 2019	Mar. 31, 2019	Apr. 01, 2018	Feb. 27, 2019
Business Acquisition [Line Items]
Aggregate purchase price	$ 60.0	$ 60.0	$ 0.0
Subsidiaries
Business Acquisition [Line Items]
Subsidiary percent owned		80.10%
FTT Inc
Business Acquisition [Line Items]
Percentage of voting interests acquired	80.10%			80.10%
FTT Core
Business Acquisition [Line Items]
Percentage of voting interests acquired	80.10%			80.10%

Acquisition - Narrative (Details) $ in Millions			3 Months Ended
Acquisition - Narrative (Details) $ in Millions	Feb. 28, 2019 USD ($)	Feb. 27, 2019 USD ($) shares	Mar. 31, 2019 USD ($)	Apr. 01, 2018 USD ($)
Business Acquisition [Line Items]
Aggregate purchase price	$ 60.0		$ 60.0	$ 0.0
Cash paid			17.7	0.0
Shares issued		$ 27.0	27.0	0.0
Merger and acquisition expenses			1.2	$ 0.0
FTT Inc
Business Acquisition [Line Items]
Percentage of voting interests acquired	80.10%	80.10%
FTT Core
Business Acquisition [Line Items]
Percentage of voting interests acquired	80.10%	80.10%
FTT
Business Acquisition [Line Items]
Percentage of voting interests acquired		80.10%
Aggregate purchase price		$ 60.0
Total cash paid		33.0
Cash paid	$ 17.7	20.7
Amount to be paid		$ 15.3
Payment period		3 years
Increase in minority interest purchase price over next 12 months		14
Current liabilities		$ 7.7
Long-term liabilities		$ 1.3
Revenue			4.2
Operating income			0.1
Merger and acquisition expenses			1.2
Amortization of intangible assets			$ 0.5
FTT \| Common Stock
Business Acquisition [Line Items]
Number of shares issued (in shares) \| shares		1,825,406
FTT \| Customer relationships
Business Acquisition [Line Items]
Intangible assets acquired		$ 11.2
Useful life		10 years
FTT \| In-process research and development
Business Acquisition [Line Items]
Intangible assets acquired		$ 6.0
FTT \| Contracts and backlog
Business Acquisition [Line Items]
Intangible assets acquired		$ 2.2
Useful life		2 years
FTT \| Trade names
Business Acquisition [Line Items]
Intangible assets acquired		$ 0.4
Useful life		1 year

Acquisition - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions	Mar. 31, 2019	Feb. 27, 2019	Dec. 30, 2018
Business Acquisition [Line Items]
Goodwill	$ 459.4		$ 425.7
FTT
Business Acquisition [Line Items]
Accounts receivable		$ 7.3
Unbilled receivables		4.9
Inventoried costs		11.7
Other current assets		1.3
Property and equipment		9.7
Intangible assets		19.8
Goodwill		29.3
Total identifiable net assets acquired		84.0
Total identifiable net liabilities assumed		(9.0)
Net assets before noncontrolling interest		75.0
Noncontrolling interest		(15.0)
Net assets acquired, excluding cash		$ 60.0

Acquisition - Consideration Paid (Details) - USD ($) $ in Millions			3 Months Ended
	Feb. 28, 2019	Feb. 27, 2019	Mar. 31, 2019	Apr. 01, 2018
Business Acquisition [Line Items]
Cash paid			$ 17.7	$ 0.0
Deferred purchase consideration			15.3	0.0
Total consideration	$ 60.0		$ 60.0	$ 0.0
FTT
Business Acquisition [Line Items]
Cash paid	$ 17.7	$ 20.7
Deferred purchase consideration		15.3
Common stock issued		27.0
Total		63.0
Less: Cash acquired		(3.0)
Total consideration		$ 60.0

Acquisition - Pro Forma Financial Information (Details) - USD ($) $ / shares in Thousands, $ in Millions	3 Months Ended
	Mar. 31, 2019	Apr. 01, 2018
Business Acquisition [Line Items]
Pro forma net income attributable to Kratos	$ 3.1	$ (2.2)
FTT
Business Acquisition [Line Items]
Pro forma revenues	168.5
Pro forma net income before tax	1.3
Pro forma net income	2.2
Pro forma net income attributable to Kratos	$ 2.4
Basic pro forma income per share attributable to Kratos (USD per share)	$ 20
Diluted pro forma income per share attributable to Kratos (USD per share)	$ 20

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

Discontinued Operations - Additional Information (Details) - USD ($) $ in Millions		3 Months Ended
	Jun. 11, 2018	Mar. 31, 2019	Apr. 01, 2018	Jul. 01, 2018
Public Safety & Security \| Disposal Group, Held-for-sale, Not Discontinued Operations
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Purchase price, in cash				$ 69.0
Working capital adjustment	$ 8.0
Proceeds from divestiture	70.0	$ 1.0
Working capital retained	$ 7.0
Transaction costs		2.7
Herley \| Disposed of by Sale
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Impact of revenue			$ 1.8
Impact of operating results			2.0
Transaction-related costs			0.8
Herley \| Disposed of by Sale \| Selling, General and Administrative Expenses
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Depreciation and amortization		$ 0.0	$ 0.1

Revenue Recognition - Narrative (Details) $ in Millions	3 Months Ended
Revenue Recognition - Narrative (Details) $ in Millions	Mar. 31, 2019 USD ($)
Revenue from Contract with Customer [Abstract]
Remaining performance obligation	$ 620.2
Revenue recognized	$ 15.9

Discontinued Operations - Results of Discontinued Operations (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Apr. 01, 2018
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Income tax expense	$ (0.1)	$ 0.4
Loss from discontinued operations	(0.6)	(3.5)
Herley \| Disposed of by Sale
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Revenue	0.1	23.9
Cost of sales	0.5	18.9
Selling, general and administrative expenses	0.1	8.1
Other expense	0.0	0.8
Loss from discontinued operations before income taxes	(0.5)	(3.9)
Income tax expense	(0.1)	0.4
Loss from discontinued operations	$ (0.6)	$ (3.5)

Revenue Recognition - Remaining Performance Obligations (Details)	3 Months Ended
	Mar. 31, 2019
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-04-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Expected timing of satisfaction, percentage	57.00%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Expected timing of satisfaction, percentage	23.00%

Discontinued Operations - Assets and Liabilities (Details) - USD ($) $ in Millions	Mar. 31, 2019	Dec. 30, 2018
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Current assets of discontinued operations	$ 7.3	$ 8.3
Current liabilities of discontinued operations	5.3	5.3
Long-term liabilities of discontinued operations	6.5	6.4
Herley \| Disposed of by Sale
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Accounts receivable, net and unbilled receivables, net	7.2	8.2
Other current assets	0.1	0.1
Current assets of discontinued operations	7.3	8.3
Accounts payable	0.3	0.3
Accrued expenses	0.6	0.4
Other current liabilities	4.4	4.6
Current liabilities of discontinued operations	5.3	5.3
Long-term liabilities of discontinued operations	$ 6.5	$ 6.4

Revenue Recognition - Contract Assets and Liabilities (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Dec. 30, 2018
Revenue from Contract with Customer [Abstract]
Contract assets	$ 158.0	$ 172.9
Contract assets, Net change	(14.9)
Contract liabilities	41.8	37.0
Contract liabilities, Net change	4.8
Net contract assets	116.2	$ 135.9
Net contract assets, Net change	$ (19.7)

Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Apr. 01, 2018
Disaggregation of Revenue [Line Items]
Total Revenues	$ 160.4	$ 143.0
Kratos Government Solutions
Disaggregation of Revenue [Line Items]
Total Revenues	125.5	115.2
Kratos Government Solutions \| U.S. Government
Disaggregation of Revenue [Line Items]
Total Revenues	86.8	76.8
Kratos Government Solutions \| International
Disaggregation of Revenue [Line Items]
Total Revenues	24.9	21.0
Kratos Government Solutions \| U.S. Commercial and other customers
Disaggregation of Revenue [Line Items]
Total Revenues	13.8	17.4
Kratos Government Solutions \| Fixed price
Disaggregation of Revenue [Line Items]
Total Revenues	109.1	101.8
Kratos Government Solutions \| Cost plus fee
Disaggregation of Revenue [Line Items]
Total Revenues	9.2	7.2
Kratos Government Solutions \| Time and materials
Disaggregation of Revenue [Line Items]
Total Revenues	7.2	6.2
Unmanned Systems
Disaggregation of Revenue [Line Items]
Total Revenues	34.9	27.8
Unmanned Systems \| U.S. Government
Disaggregation of Revenue [Line Items]
Total Revenues	30.1	24.2
Unmanned Systems \| International
Disaggregation of Revenue [Line Items]
Total Revenues	4.5	3.6
Unmanned Systems \| U.S. Commercial and other customers
Disaggregation of Revenue [Line Items]
Total Revenues	0.3	0.0
Unmanned Systems \| Fixed price
Disaggregation of Revenue [Line Items]
Total Revenues	27.2	21.9
Unmanned Systems \| Cost plus fee
Disaggregation of Revenue [Line Items]
Total Revenues	7.4	5.5
Unmanned Systems \| Time and materials
Disaggregation of Revenue [Line Items]
Total Revenues	$ 0.3	$ 0.4

Goodwill and Intangible Assets - Goodwill (Details) - USD ($) $ in Millions	Mar. 31, 2019	Dec. 30, 2018
Goodwill [Line Items]
Gross value	$ 712.7	$ 679.0
Less accumulated impairment	253.3	253.3
Net	459.4	425.7
Kratos Government Solutions
Goodwill [Line Items]
Gross value	601.6	567.9
Less accumulated impairment	239.5	239.5
Net	362.1	328.4
Unmanned Systems
Goodwill [Line Items]
Gross value	111.1	111.1
Less accumulated impairment	13.8	13.8
Net	$ 97.3	$ 97.3

Goodwill and Intangible Assets - Purchased Intangible Assets (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Apr. 01, 2018	Dec. 30, 2018
Acquired finite-lived intangible assets:
Gross Value	$ 128.7		$ 108.9
Accumulated Amortization	(101.2)		(99.7)
Net Value	27.5		9.2
Total intangible assets: Gross Value	135.6		115.8
Total intangible assets: Net Value	34.4		16.1
Aggregate amortization expense for finite-lived intangible assets	1.5	$ 1.7
Trade names
Acquired finite-lived intangible assets:
Indefinite-lived trade names	6.9		6.9
Customer relationships
Acquired finite-lived intangible assets:
Gross Value	63.8		52.6
Accumulated Amortization	(51.1)		(50.6)
Net Value	12.7		2.0
Contracts and backlog
Acquired finite-lived intangible assets:
Gross Value	32.1		29.9
Accumulated Amortization	(26.7)		(26.4)
Net Value	5.4		3.5
Developed technology and technical know-how
Acquired finite-lived intangible assets:
Gross Value	25.0		25.0
Accumulated Amortization	(22.0)		(21.3)
Net Value	3.0		3.7
Trade names
Acquired finite-lived intangible assets:
Gross Value	1.8		1.4
Accumulated Amortization	(1.4)		(1.4)
Net Value	0.4		0.0
In-process research and development
Acquired finite-lived intangible assets:
Gross Value	6.0		0.0
Accumulated Amortization	0.0		0.0
Net Value	$ 6.0		$ 0.0

Inventoried Costs (Details) - USD ($) $ in Millions	Mar. 31, 2019	Dec. 30, 2018
Inventory Disclosure [Abstract]
Raw materials	$ 37.6	$ 34.7
Work in process	23.7	10.3
Finished goods	8.0	1.8
Subtotal inventoried costs	69.3	46.8
Less: Customer advances and progress payments	(0.1)	0.0
Total inventoried costs	$ 69.2	$ 46.8

Net Income (Loss) per Common Share (Details) shares in Millions	3 Months Ended
	Apr. 01, 2018 shares
Stock options and awards
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of EPS (in shares)	0.3

Leases - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Apr. 01, 2018	Dec. 30, 2018	Mar. 31, 2019
Lessee, Lease, Description [Line Items]
Finance lease			$ 39.1
Rent expense	$ 3.8
Sublease income	$ 0.8	$ 4.3
Colorado
Lessee, Lease, Description [Line Items]
Finance lease			$ 39.3
Renewal term			5 years

Leases - Lease Expense (Details) $ in Millions	3 Months Ended
Leases - Lease Expense (Details) $ in Millions	Mar. 31, 2019 USD ($)
Leases [Abstract]
Amortization of right of use assets - finance leases	$ 0.5
Interest on lease liabilities - finance leases	0.6
Operating lease cost (cost resulting from lease payments)	3.0
Short-term lease cost	0.1
Variable lease cost (cost excluded from lease payments)	0.0
Sublease income	(0.8)
Total lease cost	$ 3.4

Leases - Supplemental Balance Sheet (Details) $ in Millions	Mar. 31, 2019 USD ($)
Operating Leases:
Operating lease right-of-use assets	$ 38.1
Current portion of operating lease liabilities	13.3
Operating lease liabilities, net of current portion	31.3
Finance leases:
Property, plant and equipment, net	39.1
Other current liabilities	0.5
Other long-term liabilities	$ 38.9

Leases - Cash Paid (Details) - USD ($) $ in Thousands	3 Months Ended
Leases - Cash Paid (Details) - USD ($) $ in Thousands	Mar. 31, 2019	Apr. 01, 2018
Leases [Abstract]
Finance lease - cash paid for interest	$ 600	$ 0
Finance lease - financing cash flows	130	$ 0
Operating lease - operating cash flows (fixed payments)	$ 3,300

Leases - Weighted Average (Details) $ in Millions	3 Months Ended
Leases - Weighted Average (Details) $ in Millions	Mar. 31, 2019 USD ($)
Leases [Abstract]
Operating lease right-of-use assets obtained in exchange for new lease liabilities	$ 41.2
Finance lease right-of-use assets obtained in exchange for new lease liabilities	$ 39.6
Weighted-average remaining lease term (in years):
Operating leases	5 years 1 month 6 days
Finance leases	19 years 7 months 6 days
Weighted-average discount rate:
Operating leases	6.50%
Finance leases	6.53%

Leases - Maturities of Operating and Financing Lease Liabilities (Details) $ in Millions	Mar. 31, 2019 USD ($)
Operating Leases
2019	$ 11.8
2020	11.4
2021	7.2
2022	5.6
2023	5.2
Thereafter	11.7
Total lease payments	52.9
Less: imputed interest	(8.3)
Total present value of lease liabilities	44.6
Finance Leases
2019	2.3
2020	3.1
2021	3.2
2022	3.3
2023	3.3
Thereafter	57.3
Total lease payments	72.5
Less: imputed interest	(33.1)
Total present value of lease liabilities	$ 39.4

Leases - Operating Lease under ASC 840 (Details) $ in Millions	Dec. 30, 2018 USD ($)
Leases [Abstract]
2019	$ 16.5
2020	12.0
2021	9.6
2022	8.1
2023	7.9
Thereafter	63.1
Total minimum lease payments	$ 117.2

Income Taxes - Income Tax Provision Reconciliation (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Apr. 01, 2018
Income Tax Expense (Benefit), Continuing Operations, Income Tax Reconciliation [Abstract]
Income tax expense at federal statutory rate	$ 0.5	$ 0.5
State and foreign taxes, net of federal tax benefit and valuation allowance	0.2	0.2
Release of valuation allowance due to FTT acquisition	(3.4)	0.0
GILTI	0.0	0.1
Nondeductible expenses and other	0.1	0.2
Impact of deferred tax liabilities for indefinite-lived assets	0.1	0.4
Increase in reserves for uncertain tax positions	1.6	0.2
Decrease in federal valuation allowance	(0.6)	(0.7)
Total income tax benefit (provision)	$ (1.5)	$ 0.9

Income Taxes - Additional Information (Details) - USD ($) $ in Millions	1 Months Ended	3 Months Ended
	Mar. 31, 2010	Mar. 31, 2019	Apr. 01, 2018	Dec. 30, 2018
Income Tax Disclosure [Abstract]
Federal annual utilization of NOL carryforwards limit, next five years	$ 27.0
Threshold period for change in allowed annual amount of NOL to be recognized	5 years
Federal annual utilization of NOL carryforwards limit, after year five	$ 11.6
Unrecognized tax benefits that if recognized would impact the effective tax rate for continuing operations				$ 17.7
Increase resulting from current period tax positions		$ 1.7
Expense for interest and penalties		0.1	$ 0.1
Liabilities for uncertain tax positions believed to be reasonably possible to expire within twelve months		$ 0.4

Debt - Issuance of 6.5% Senior Secured Notes due 2025 (Details) - USD ($)	1 Months Ended
	Nov. 30, 2017	Mar. 31, 2019	Dec. 30, 2018
Debt Instrument [Line Items]
Principal		$ 300,000,000	$ 300,000,000
Debt outstanding		294,400,000	$ 294,200,000
Senior notes \| 6.5% Notes
Debt Instrument [Line Items]
Principal	$ 300,000,000
Stated interest rate	6.50%
Debt issuance costs	$ 6,600,000
Debt outstanding		$ 300,000,000
Senior notes \| 6.5% Notes \| On or after November 30, 2020
Debt Instrument [Line Items]
Redemption percentage	40.00%
Percentage of principal amount	100.00%
Senior notes \| 6.5% Notes \| On or prior to November 30, 2020
Debt Instrument [Line Items]
Redemption percentage	10.00%
Percentage of principal amount	103.00%
Senior notes \| 7% Senior Notes due 2019
Debt Instrument [Line Items]
Stated interest rate		7.00%
Reacquisition price	$ 385,200,000
Premium	12,000,000
Accrued interest	$ 300,000

Debt - Credit and Security Agreement (Details)		3 Months Ended
Debt - Credit and Security Agreement (Details)	Nov. 20, 2017 USD ($)	Mar. 31, 2019 USD ($)
Revolving Credit Facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 90,000,000.0
Maturity period	5 years
Potential maximum borrowing capacity, subject to Lender approval	$ 115,000,000.0
Outstanding borrowings		$ 0
Remaining borrowing capacity		$ 65,400,000
Fixed charge coverage ratio	0.5
Revolving Credit Facility \| Federal Funds Rate
Line of Credit Facility [Line Items]
Basis spread on variable rate		0.50%
Revolving Credit Facility \| LIBOR rate
Line of Credit Facility [Line Items]
Basis spread on variable rate		1.00%
Revolving Credit Facility \| Base Rate \| Minimum
Line of Credit Facility [Line Items]
Basis spread on variable rate		1.00%
Revolving Credit Facility \| Base Rate \| Maximum
Line of Credit Facility [Line Items]
Basis spread on variable rate		1.50%
Revolving Credit Facility \| Eurodollar Rate \| Minimum
Line of Credit Facility [Line Items]
Basis spread on variable rate		2.00%
Revolving Credit Facility \| Eurodollar Rate \| Maximum
Line of Credit Facility [Line Items]
Basis spread on variable rate		2.50%
Letter of Credit
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 50,000,000.0
Outstanding borrowings		$ 5,700,000
Swing Line Loan
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 10,000,000.0

Debt - Fair Value of Long-term Debt (Details) - USD ($) $ in Millions	Mar. 31, 2019	Dec. 30, 2018
Debt Disclosure [Abstract]
Principal	$ 300.0	$ 300.0
Carrying Amount	294.4	294.2
Fair Value	316.1	305.3
Unamortized debt issuance costs	$ 5.6	$ 5.8

Segment Information - Additional Information (Details) $ in Millions	3 Months Ended
	Mar. 31, 2019 USD ($) Segment	Apr. 01, 2018 USD ($)
Segment Reporting [Abstract]
Number of reportable segments \| Segment	2
Business Acquisition [Line Items]
Merger and acquisition expenses	$ 1.2	$ 0.0
FTT
Business Acquisition [Line Items]
Merger and acquisition expenses	$ 1.2

Segment Information - Schedule of Segment Revenues, Depreciation and Amortization, and Operating (Loss) (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Apr. 01, 2018
Segment Reporting Information [Line Items]
Total revenues	$ 160.4	$ 143.0
Depreciation & amortization:
Total depreciation and amortization	5.1	4.5
Operating income from continuing operations:
Total operating income from continuing operations	8.2	7.0
Kratos Government Solutions
Segment Reporting Information [Line Items]
Total revenues	125.5	115.2
Unmanned Systems
Segment Reporting Information [Line Items]
Total revenues	34.9	27.8
Reportable Segments
Depreciation & amortization:
Total depreciation and amortization	5.1	4.5
Operating income from continuing operations:
Total operating income from continuing operations	12.0	8.7
Reportable Segments \| Kratos Government Solutions
Segment Reporting Information [Line Items]
Total revenues	125.5	115.2
Depreciation & amortization:
Total depreciation and amortization	3.9	3.6
Operating income from continuing operations:
Total operating income from continuing operations	11.4	7.9
Reportable Segments \| Unmanned Systems
Segment Reporting Information [Line Items]
Total revenues	34.9	27.8
Depreciation & amortization:
Total depreciation and amortization	1.2	0.9
Operating income from continuing operations:
Total operating income from continuing operations	0.6	0.8
Unallocated corporate expense, net
Operating income from continuing operations:
Total operating income from continuing operations	(3.8)	(1.7)
Service revenues
Segment Reporting Information [Line Items]
Total revenues	62.6	46.0
Service revenues \| Reportable Segments \| Kratos Government Solutions
Segment Reporting Information [Line Items]
Total revenues	62.6	46.0
Service revenues \| Reportable Segments \| Unmanned Systems
Segment Reporting Information [Line Items]
Total revenues	0.0	0.0
Product sales
Segment Reporting Information [Line Items]
Total revenues	97.8	97.0
Product sales \| Reportable Segments \| Kratos Government Solutions
Segment Reporting Information [Line Items]
Total revenues	62.9	69.2
Product sales \| Reportable Segments \| Unmanned Systems
Segment Reporting Information [Line Items]
Total revenues	$ 34.9	$ 27.8

Redeemable Noncontrolling Interest (Details) $ in Millions	Feb. 27, 2019	Mar. 31, 2019 USD ($)
Noncontrolling Interest [Line Items]
Payments for redeemable noncontrolling interest		$ 15.0
FTT
Noncontrolling Interest [Line Items]
Increase in minority interest purchase price over next 12 months	14

Significant Customers (Details) - U.S. Government - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Apr. 01, 2018
Revenue, Major Customer [Line Items]
Sales to the U.S. Government, amount	$ 116.9	$ 100.9
Government contracts \| Revenue
Revenue, Major Customer [Line Items]
Sales to the U.S. Government, percentage of total revenue (percent)	73.00%	71.00%

Label	Element	Value
Accounting Standards Update 2014-09 [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	$ (200,000)
Accounting Standards Update 2014-09 [Member] \| Retained Earnings [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	$ (200,000)