Part I [Business](index=3&type=section&id=Item%201.%20Business) DLH Holdings Corp provides technology-enabled services to U.S. federal agencies, with FY2022 revenue growth driven by short-term FEMA contracts - DLH provides technology-enabled business process outsourcing, program management, and public health research and analytics to improve large-scale federal health and human services initiatives[14](index=14&type=chunk) Revenue by Customer (FY 2022 vs. FY 2021) | Customer | FY 2022 Revenue ($ thousands) | FY 2022 % of Total | FY 2021 Revenue ($ thousands) | FY 2021 % of Total | | :--- | :--- | :--- | :--- | :--- | | Department of Homeland Security | 126,576 | 32.0% | 2,485 | 1.0% | | Department of Veterans Affairs | 126,106 | 31.9% | 110,078 | 44.7% | | Department of Health and Human Services | 102,201 | 25.9% | 91,543 | 37.2% | | Department of Defense | 33,612 | 8.5% | 30,930 | 12.6% | | Other Customers | 6,678 | 1.7% | 11,058 | 4.5% | | **Total Revenue** | **395,173** | **100.0%** | **246,094** | **100.0%** | - The company's revenue is primarily from **time and materials contracts (78%)**, followed by cost-reimbursable contracts (12%) and firm-fixed-price contracts (10%)[19](index=19&type=chunk) - Two short-term FEMA task orders for COVID-19 support generated **$125.8 million in revenue** for fiscal year 2022, concluding in December 2021 and March 2022[38](index=38&type=chunk) Backlog Comparison (FY 2022 vs. FY 2021) | Backlog Type | Sept 30, 2022 ($ millions) | Sept 30, 2021 ($ millions) | | :--- | :--- | :--- | | Total Backlog | 482.5 | 651.5 | | Funded Backlog | 98.9 | 191.0 | [Risk Factors](index=8&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks from its heavy reliance on U.S. government contracts, customer concentration, competition, and cybersecurity threats - The company derives **99% of its revenue from U.S. federal government agencies**, making it highly dependent on government contracts and vulnerable to changes in government spending[63](index=63&type=chunk) - A significant portion of revenue is concentrated in a small number of contracts with the **Department of Veterans Affairs (VA)** and **Department of Health and Human Services (HHS)**[65](index=65&type=chunk) - The U.S. government's preference for veteran-owned or small businesses could limit the company's ability to compete as a prime contractor[67](index=67&type=chunk)[68](index=68&type=chunk) - **Cybersecurity breaches** pose a significant risk, as the company's systems handle confidential and protected health information[107](index=107&type=chunk)[108](index=108&type=chunk) - The company's credit agreement contains financial covenants that could restrict operations or lead to default if not met[121](index=121&type=chunk) - Ownership is concentrated, with executive officers, directors, and the largest shareholder owning approximately **45% of outstanding common stock**[135](index=135&type=chunk) [Unresolved Staff Comments](index=21&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments from the SEC - There are no unresolved staff comments[152](index=152&type=chunk) [Properties](index=21&type=section&id=Item%202.%20Properties) The company leases all its properties, with a total lease expense of approximately $3.5 million in fiscal year 2022 - The company does not own any real estate and operates out of leased facilities[153](index=153&type=chunk) - Total lease expense for the fiscal year ended September 30, 2022, was approximately **$3.5 million**[153](index=153&type=chunk) [Legal Proceedings](index=21&type=section&id=Item%203.%20Legal%20Proceedings) The company is not aware of any pending litigation expected to have a material adverse effect on its financial condition - The Company is not aware of any pending or threatened litigation that it believes is reasonably likely to have a material adverse effect on its results of operations, financial position or cash flows[154](index=154&type=chunk) [Mine Safety Disclosure](index=21&type=section&id=Item%204.%20Mine%20Safety%20Disclosure) This section is not applicable to the company's business operations - Not applicable[155](index=155&type=chunk) Part II [Market for Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities](index=22&type=section&id=Item%205.%20Market%20For%20the%20Registrant's%20Common%20Equity%2C%20Related%20Shareholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's common stock trades on Nasdaq under "DLHC," and it has never paid cash dividends - The company's common stock trades on The Nasdaq Capital Market under the symbol **"DLHC"**[158](index=158&type=chunk) - The company has not declared or paid any cash dividends on its common stock since inception and does not intend to in the foreseeable future[159](index=159&type=chunk) [Selected Financial Data](index=22&type=section&id=Item%206.%20Selected%20Financial%20Data) This section is intentionally reserved and contains no financial data - This section is intentionally left blank as it is marked "RESERVED"[163](index=163&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=22&type=section&id=Item%207.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Fiscal year 2022 revenue and net income grew significantly due to FEMA contracts, while operating cash flow decreased due to prior year advance payments Consolidated Statement of Operations Summary (FY 2022 vs. FY 2021) | Metric ($ thousands) | FY 2022 | FY 2021 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Revenue | 395,173 | 246,094 | 149,079 | 60.6% | | Income from operations | 33,278 | 17,223 | 16,055 | 93.2% | | Net income | 23,288 | 10,145 | 13,143 | 129.6% | | Diluted EPS | $1.64 | $0.75 | $0.89 | 118.7% | - The **$149.1 million (60.6%) increase in revenue** in FY2022 was primarily due to two FEMA task orders supporting COVID-19 response, which contributed **$125.8 million**[186](index=186&type=chunk) Non-GAAP EBITDA Reconciliation (FY 2022 vs. FY 2021) | Metric ($ thousands) | FY 2022 | FY 2021 | | :--- | :--- | :--- | | Net income | 23,288 | 10,145 | | Interest expense | 2,215 | 3,784 | | Provision for income taxes | 7,775 | 3,294 | | Depreciation and amortization | 7,665 | 8,115 | | **EBITDA** | **40,943** | **25,338** | Cash Flow Summary (FY 2022 vs. FY 2021) | Cash Flow Activity ($ thousands) | FY 2022 | FY 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | 1,243 | 45,665 | | Net cash used in investing activities | (872) | (44) | | Net cash used in financing activities | (24,194) | (22,927) | | **Net change in cash** | **(23,823)** | **22,694** | - The decrease in cash from operations was principally a result of fulfilling deferred contract obligations on the FEMA task orders, for which an advance payment was received in fiscal 2021[204](index=204&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=32&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk is interest rate fluctuation on its variable-rate debt, which is partially mitigated by an interest rate swap - The company's main market risk is **interest rate risk** from its variable-rate debt[231](index=231&type=chunk) - A floating-to-fixed interest rate swap with a notional amount of **$16.2 million** is used to mitigate this risk[231](index=231&type=chunk) - A hypothetical **1.0% increase in the LIBOR rate** would result in an approximate **$0.3 million** incremental impact to annual interest expense[231](index=231&type=chunk) [Financial Statements and Supplemental Data](index=32&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplemental%20Data) This section presents the audited consolidated financial statements, which received an unqualified opinion from the independent auditor - The independent auditor issued an **unqualified opinion** on the financial statements and the effectiveness of internal control over financial reporting[235](index=235&type=chunk) - The auditor identified two Critical Audit Matters: **Revenue Recognition** and **Workers' Compensation Claims Liabilities**[242](index=242&type=chunk)[243](index=243&type=chunk)[245](index=245&type=chunk) Consolidated Balance Sheet Highlights (As of Sept 30) | Account ($ thousands) | 2022 | 2021 | | :--- | :--- | :--- | | Total Current Assets | 43,602 | 61,763 | | Total Assets | 169,012 | 197,170 | | Total Current Liabilities | 38,541 | 66,376 | | Total Liabilities | 76,952 | 131,562 | | Total Shareholders' Equity | 92,060 | 65,608 | - As of September 30, 2022, the company had **$22.0 million in long-term debt obligations**, a significant reduction from **$46.8 million** at the end of fiscal 2021[309](index=309&type=chunk)[311](index=311&type=chunk) [Changes in and Disagreements With Accountants on Accounting and Financial Disclosure](index=54&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20With%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no disagreements with its accountants on any accounting or financial disclosure matters - None[343](index=343&type=chunk) [Controls and Procedures](index=54&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls, procedures, and internal controls over financial reporting were effective - The CEO and CFO concluded that the company's disclosure controls and procedures were **effective** as of the end of the fiscal year[344](index=344&type=chunk) - Management concluded that the company's internal control over financial reporting was **effective** as of September 30, 2022, based on the COSO framework[348](index=348&type=chunk) - No changes in internal control over financial reporting occurred during the fourth quarter that materially affected, or are reasonably likely to materially affect, internal controls[351](index=351&type=chunk) [Other Information](index=55&type=section&id=Item%209B.%20Other%20Information) The company reports no other information for this item - None[352](index=352&type=chunk) [Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](index=55&type=section&id=Item%209C.%20Disclosure%20Regarding%20Foreign%20Jurisdictions%20that%20Prevent%20Inspections) This section is not applicable to the company - Not applicable[353](index=353&type=chunk) Part III [Directors, Executive Officers, Corporate Governance, Executive Compensation, Security Ownership, and Principal Accountant Fees](index=55&type=section&id=Items%2010-14) Required information for Items 10-14 is incorporated by reference from the company's forthcoming Proxy Statement - Information for Items 10, 11, 12, 13, and 14 is omitted from this report and will be included in the company's definitive Proxy Statement, to be filed separately[355](index=355&type=chunk) Part IV [Exhibits and Financial Statement Schedules](index=56&type=section&id=Item%2015.%20Exhibits%20and%20Financial%20Statement%20Schedules) This section lists the financial statements and all exhibits filed with the Form 10-K, including material contracts - This item contains a list of all financial statements, schedules, and exhibits filed with the Form 10-K[362](index=362&type=chunk)[365](index=365&type=chunk) [Form 10-K Summary](index=58&type=section&id=Item%2016.%20Form%2010-K%20Summary) The company provides no summary for this item - None[372](index=372&type=chunk)

Financial Data and Key Metrics Changes - Revenue increased nearly 8% year-over-year to $66.4 million, driven by strong demand across various programs and services [6][19] - Operating income rose 44% year-over-year to $7.1 million, representing 10.7% of sales compared to 8% in the prior year [7][20] - EBITDA improved to $9.0 million from $7.0 million in the same quarter last year, reflecting an increase in margin from 11.3% to 13.5% [7][22] - Earnings per share increased nearly 50% to $0.34 per share, with net income at approximately $4.9 million, up from $2.9 million [7][21] - The company paid down an additional $9 million of debt, ending the period with $28.5 million outstanding [7][23] Business Line Data and Key Metrics Changes - The company reported a $5 million negative impact on revenue from FEMA, but ongoing business revenue was approximately $71.6 million, indicating a 16% increase year-over-year [25][26] - The Head Start program showed seasonal effects impacting revenue, but overall sustaining business is trending positively [29] Market Data and Key Metrics Changes - The company is experiencing strong demand in federal government spending priorities, particularly in health-related research and development [12][16] - New contracts include multiple award contracts with ceilings of $10 billion for the Department of Defense and $320 million for the National Cancer Institute, indicating significant growth opportunities [13][14] Company Strategy and Development Direction - The company aims to leverage its experience from COVID-19 response programs to expand into other infectious disease research [12] - Focus areas align with federal spending priorities, with a strong pipeline of potential M&A opportunities to enhance market position [17] - The company is expanding its capabilities in digital transformation, cyber security, and data analytics to serve a broader range of agencies [58] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about future growth, citing a strong backlog of $510 million entering Q4 and positive demand trends [7][16] - The company anticipates continued growth driven by strategic contracts and a healthy pipeline of opportunities, despite potential challenges from budget resolutions [56] Other Important Information - The Infinibyte Cloud solution received FedRAMP authorization, enhancing the company's competitive position in secure data analytics and cloud services [11][30] - The company is focused on retaining and attracting talent amid industry challenges, with a voluntary attrition rate below 20% [48][49] Q&A Session Summary Question: Can you clarify the impact of FEMA on revenue? - Management confirmed that FEMA had a $5 million negative effect on revenue, but ongoing business showed a 16% increase [25][26] Question: What is the potential market for the Infinibyte Cloud? - Management indicated that FedRAMP certification will differentiate the company and attract federal agencies requiring secure systems [30][31] Question: When can we expect task orders from new IDIQ contracts? - Management noted that task orders typically follow the transition of existing work, with some opportunities expected to emerge soon [34][35] Question: How is the M&A pipeline looking? - Management reported a robust pipeline of M&A opportunities, with slightly softening multiples compared to previous years [42][43] Question: How are hiring challenges impacting revenue? - Management acknowledged that hiring challenges have affected revenue delivery but emphasized efforts to improve talent acquisition [48][50]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0-18492 DLH HOLDINGS CORP. (Exact name of registrant as specified in its charter) New Jersey 22-1899798 (State or other jurisdiction of incorporation ...

DLH Holdings Corp. (NASDAQ:DLHC) Q2 2022 Results Conference Call May 5, 2022 11:00 AM ET Company Participants Chris Witty - IR Advisor Zach Parker - President and CEO Kathryn JohnBull - CFO Conference Call Participants Joshua Zoepfel - Noble Capital Markets Operator Good morning, and welcome to the DLH Holdings Fiscal 2022 Second Quarter Earnings Call. [Operator Instructions] Please note this event is being recorded. I would now like to turn the conference over to Chris Witty, Investor Relations Advisor. Pl ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0-18492 DLH HOLDINGS CORP. (Exact name of registrant as specified in its charter) New Jersey 22-1899798 (State or other jurisdiction of incorporation ...

DLH Holdings Corp. (NASDAQ:DLHC) Q1 2022 Earnings Conference Call February 1, 2022 10:00 AM ET Company Participants Zach Parker – CEO Chris Witty – Investor Relations Kathryn Johnbull – CFO Conference Call Participants Brian Kinstlinger – Alliance Global Partners Joe Gomes – NOBLE Capital Victor Hernandez – Hernandez Capital Operator Good morning and welcome to The DLH Holdings Fiscal 2022 First Quarter Earnings Call. All participants will be in listen-only mode. [Operator Instructions] After today's presen ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0-18492 | --- | --- | |-----------------------------------------------------------------------------------------------|--------------------------- ...

DLH Holdings Corp. (NASDAQ:DLHC) Q4 2021 Earnings Conference Call December 6, 2021 10:00 AM ET Company Participants Zach Parker - CEO Chris Witty - Investor Relations Kathryn Johnbull - CFO Conference Call Participants Joe Gomes - NOBLE Capital Brian Kinstlinger - Alliance Global Partners Operator Good morning and welcome to The DLH Holdings Fiscal 2021, Fourth Quarter Earnings Call. All participants will be in listen-only mode. [Operator Instructions]. After today's presentation, there will be an opportuni ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock DLHC Nasdaq Capital Market FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0-18492 DLH HOLDINGS C ...

DLH Holdings Corporation (NASDAQ:DLHC) Q3 2021 Earnings Conference Call August 5, 2021 10:00 AM ET Company Participants Chris Witty – Investor Relations Adviser Zach Parker – President and Chief Executive Officer Kathryn JohnBull – Chief Financial Officer Conference Call Participants Joe Gomes – NOBLE Capital Brian Kinstlinger – Alliance Global Partners Operator Good day, and welcome to the DLH Holdings Corporation Third Quarter Earnings Conference Call. All participants will be in a listen-only mode. [Oper ...