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Cubic Corporation Overview January 2019

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Page 1: Cubic Corporation Presentation Title placeholder · Goal 2020. 11. 1 . 2019P represents the midpoint of fiscal 2019 guidance plus the expected contribution of Gridsmart (acquired

Cubic Corporation OverviewJanuary 2019

Page 2: Cubic Corporation Presentation Title placeholder · Goal 2020. 11. 1 . 2019P represents the midpoint of fiscal 2019 guidance plus the expected contribution of Gridsmart (acquired

Safe Harbor & Disclosures22

This presentation contains statements that relate to future events and expectations and as such constitute forward-looking statements withinthe meaning of the Private Securities Litigation Reform Act of 1995. Any statements about our expectations, beliefs, plans, objectives,assumptions or future events or our future financial and/or operating performance are not historical and may be forward-looking. Thesestatements are often, but not always, made through the use of words or phrases such as “may,” “will,” “anticipate,” “estimate,” “plan,”“project,” “goal,” “continuing,” “ongoing,” “expect,” “believe,” “intend,” “predict,” “potential,” “opportunity” and similar words or phrases or thenegatives of these words or phrases. These statements involve estimates, assumptions and uncertainties, including those discussed in “RiskFactors” in the Company’s annual report on Form 10-K for the year ended September 30, 2018, that could cause actual results to differmaterially from those expressed in these statements.

Because the risk factors referred to above could cause actual results or outcomes to differ materially from those expressed in any forward-looking statements made by us or on our behalf, you should not place undue reliance on any forward-looking statements. Further, anyforward-looking statement speaks only as of the date on which it is made, and we undertake no obligation to update any forward-lookingstatement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipatedevents, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

This presentation also includes non-GAAP financial measures as that term is defined in Regulation G. Non-GAAP financial measuressupplement our GAAP disclosures and should not be considered an alternative to the GAAP measure. Reconciliations to the most directlycomparable GAAP financial measures can be found in the Appendix to this presentation. Cubic has not provided a reconciliation of forward-looking financial measures such as Adjusted EBITDA to the most directly comparable financial measures prepared in accordance with GAAPbecause Cubic is unable to quantify certain amounts that would be required to be included in the GAAP measures without unreasonableefforts, and Cubic believes such reconciliations would imply a degree of precision that would be confusing or misleading to investors.

Page 3: Cubic Corporation Presentation Title placeholder · Goal 2020. 11. 1 . 2019P represents the midpoint of fiscal 2019 guidance plus the expected contribution of Gridsmart (acquired

Global Provider of Market-leading, Innovative Solutions3

Transportation SystemsLeading integrator of payment systems and

intelligent travel solutions

Mission SolutionsBest-in-class provider of

expeditionary C4ISR solutions

Defense TrainingTop provider of

defense training systems

56% of sales 17% of sales 27% of sales

Sales$1.2b

Employees5,600

Backlog90%+ of sales

Prime contractor$4.1b

>3x sales

CustomersBlue chip customers

Note: percentages based on FY2018 sales C4ISR = Command, Control, Communications, Computers, Intelligence, Surveillance and Reconnaissance

Page 4: Cubic Corporation Presentation Title placeholder · Goal 2020. 11. 1 . 2019P represents the midpoint of fiscal 2019 guidance plus the expected contribution of Gridsmart (acquired

4

Our Common Mission and TechnologiesCubic is a technology-driven, market-leading global provider of innovative,

mission-critical solutions that reduce congestion and increase operational readiness and effectiveness through increased situational understanding.

Cloud ComputingSecure NetworkCommunications

Algorithms / Simulation

Data Visualization

Cyber Management

Power Management

Instrumentation

Page 5: Cubic Corporation Presentation Title placeholder · Goal 2020. 11. 1 . 2019P represents the midpoint of fiscal 2019 guidance plus the expected contribution of Gridsmart (acquired

Cubic Transportation Systems (CTS)5

~25b transactionsprocessed annually

>130k transit devices installed

across the world

$22b in salescollected annually

We deliver integrated systems for transportation and traffic management, while enabling transportation authorities and agencies to manage demand – all in real-time

Goal 2020 Sales Growth ($m)

Goal 2020 Adj. EBITDA Growth ($m)

Urban Revenue ManagementDynamic solutions to manage complex fare collection and transaction processing

Rail TicketingMobile suite to streamline ticket management process

Surface Transport ManagementSystems to monitor and control urban and intra-urban road networks

NextBusCloud-based solution to provide real-time passenger information systems

TollingIntegrated solution to manage fare collection with back office functions

One Account

Car Share

Train

Bike Share Bus

Tolling

Parking

Retail

70% urban revenue management market share by ridership in North

America, UK and Australia

1Goal 2020 Adj. EBITDA shown as midpoint of expected margin.See “Disclaimer: Forward-looking statements.” Adj. EBITDA is a non-GAAP financial measure. Reconciliations to the most directly comparable GAAP financial measurers can be found in the Appendix

$579 $671 >$800

2017 2018 Goal 2020

$49 $73 ~$1121

2017 2018 Goal 2020

13-15%margin

Page 6: Cubic Corporation Presentation Title placeholder · Goal 2020. 11. 1 . 2019P represents the midpoint of fiscal 2019 guidance plus the expected contribution of Gridsmart (acquired

Cubic Mission Solutions (CMS)6

1Goal 2020 Adj. EBITDA figure shown as midpoint of expected margin; 2 IoT = Internet of Things, C2ISR = Command and Control, Intelligence, Surveillance and ReconnaissanceC4ISR = Command, Control, Communications, Computers, Intelligence, Surveillance and Reconnaissance

Cubic is a highly differentiated niche C4ISR business with a superior growth profile

SATELLITECOMMUNICATIONS

SECURENETWORKING

FULL MOTION VIDEORADIO OVER IP

WIDEBANDDATALINKS

NextMission

Protected Communications

Products / Services

Autonomous Systems

Rugged IoT2 Cognitive C2ISR2

Goal 2020 Sales Growth ($m)

Goal 2020 Adj. EBITDA Growth ($m)

$169 $207

>$250

2017 2018 Goal 2020

$14

$26 ~$381

2017 2018 Goal 2020

14-16%margin

See “Disclaimer: Forward-looking statements.” Adj. EBITDA is a non-GAAP financial measure. Reconciliations to the most directly comparable GAAP financial measurers can be found in the Appendix

Page 7: Cubic Corporation Presentation Title placeholder · Goal 2020. 11. 1 . 2019P represents the midpoint of fiscal 2019 guidance plus the expected contribution of Gridsmart (acquired

Cubic Global Defense (CGD)7

Our solutions deliver critical warfighting skills necessary to achieve mission success in combat under the most unforgiving conditions and against the most determined adversary

GROUND

MARITIME

SPACECYBERSPACE

NATIONALSECURITY

SPECIAL OPERATIONS

AIR

NextTraining

Goal 2020 Sales Growth ($m)

Goal 2020 Adj. EBITDA Growth ($m)

$3521 $325 >$400

2017 2018 Goal 2020

$311$26 ~$402

2017 2018 Goal 2020

8% CAGR 9-11%margin

1 2017 sales and Adj. EBITDA figures exclude $8m REA (request for equitable adjustment) benefit; 2 Goal 2020 Adj. EBITDA figure shown as midpoint of expected margin.

32%54%

14%

Air Training Ground TrainingVirtual Training

Key Customers

US Other2%

International51%

USAF21%

US Army16%

USN / USMC10%

Segments(excluding REA)

(excluding REA)

See “Disclaimer: Forward-looking statements.” Adj. EBITDA is a non-GAAP financial measure. Reconciliations to the most directly comparable GAAP financial measurers can be found in the Appendix

Page 8: Cubic Corporation Presentation Title placeholder · Goal 2020. 11. 1 . 2019P represents the midpoint of fiscal 2019 guidance plus the expected contribution of Gridsmart (acquired

Goal 2020 Growth Catalysts Achieved

BAFO 8/18Award FY19

8

Investments paying off with all six catalysts achieved in Fiscal 2018

$1.8B new business won (with ~$2B potential follow-on) while building growth platform

Page 9: Cubic Corporation Presentation Title placeholder · Goal 2020. 11. 1 . 2019P represents the midpoint of fiscal 2019 guidance plus the expected contribution of Gridsmart (acquired

Transformative Innovations to Advance Strategic Priorities9

TransportationTransportation SystemsOneAccount• Account based ticketing• Advanced mobile• Cloud based solutions

C4ISR

Cognitive C2/ISR

ProtectedCommunications

Defense Training

Performance-based training solutions Live, Virtual, Constructive and Gaming (LVC-G) training

Living One CubicScalable SAP platform (all data in one place)

Ideation and collaboration platform

IRAD focused on winning technologies

Culture of innovation and collaboration

Advanced Customer Experience• Intelligent gateline• Assisted service kiosk

Operations & Analytics• NextBus 2.0• Next-Gen intelligent

congestion management

Joint Aerial Networking

ISR as a Service

Page 10: Cubic Corporation Presentation Title placeholder · Goal 2020. 11. 1 . 2019P represents the midpoint of fiscal 2019 guidance plus the expected contribution of Gridsmart (acquired

Acquisition Strategy10

1 Minority investments 2 ISR = Intelligence, Surveillance and Reconnaissance

TransportationGRIDSMART - Intersection video detection to optimize the flow of vehicle and pedestrian trafficTrafficware - Integrated suite of intelligent intersection technology to optimize the flow of vehicle and pedestrian trafficDelerrok1 - Ticketing solutions for small- to mid-sized transit operators

Mission SolutionsShield - Autonomous aircraft systems for ISR2 servicesBeatty1 - Secure, cloud operating systems technologyMotionDSP - Real-time video enhancement / analytics Vocality - Optimizes communication pathsGATR - Inflatable, ultra-portable satellite communications antennaTeraLogics - Full motion video platformDTECH - Ruggedized modular cloud-computing

Defense TrainingDeltenna - Wireless tactical comms. infrastructure

Aligned with strategy12 Potential market-leading position

3 Technology-driven

4 Returns > risk adj. WACC

5 Cash EPS accretive year 2

M&A Evaluation Criteria

Page 11: Cubic Corporation Presentation Title placeholder · Goal 2020. 11. 1 . 2019P represents the midpoint of fiscal 2019 guidance plus the expected contribution of Gridsmart (acquired

Goal 202011

1 2019P represents the midpoint of fiscal 2019 guidance plus the expected contribution of Gridsmart (acquired 1/2/2019). Our fiscal 2019 guidance announced on November 15, 2018 is: Sales of $1,370m to $1,450m and Adj. EBITDA of $135 to $155m. Gridsmart is expected to contribute additional sales of $24m and Adj. EBITDA of $5m in fiscal year 2019 (9 month impact).2 MTA = Metropolitan Transportation Authority, MBTA = Massachusetts Bay Transportation Authority, T2C2 = Transportable Tactical Command Communications, JALN = Joint Aerial Layer Network, SLATE = Secure Live, Virtual, Constructive Advanced Training Environment, LTE = Long-term evolution, ISR = Intelligence, Surveillance and Reconnaissance3 Adj. EBITDA is a non-GAAP financial measure. Reconciliations to the most directly comparable GAAP financial measurers can be found in the Appendix to this presentation

7.9%8.7%

~10.4%

$1,108 $1,203

~$1,550 to$2,000

$1,450to

$1,500organic

Sales $mPotential M&A

11-12.5%

2017 2018 Goal 2020

Adj. EBITDA3 Margin

Organic Growth Drivers

New York MTA2

Boston MBTA2

Brisbane Bay Area Mobile and

adjacencies

T2C22

FIRSTNET JALN2

Airborne ISR2

SLATE2

LTE2 on the move Virtual training

CTS CMS CGD

Margin Improvement DriversSupply Chain

Consolidation of manufacturing

Reduction in # of suppliers

Continuous improvement

Segment Examples

Discipline during bid and execution

Product model in CTS Low cost engineering

centers

SG&A

Centralization of support functions

Shared Services implementation

Benchmarks and rationalization

2019P1 2017 2018 Goal 20202019P1

$1,434

$150$1,360organic

Implied margin at midpoint

Trafficware + GRIDSMART acquisition impact 11% CAGR

organic+19%+13% organic

$87.5m$104.6m

~$150m

Page 12: Cubic Corporation Presentation Title placeholder · Goal 2020. 11. 1 . 2019P represents the midpoint of fiscal 2019 guidance plus the expected contribution of Gridsmart (acquired

Next Wave of Value Creation12

Enable US Army Network Transformation

Increase role in Airborne ISR

Cross domain and multi-modal training offering

Training as a Service

AI powered Adaptive Training Systems

Capitalize on AFC competitive position, expand in mid-market

Leverage mobile app launches to further monetize NextCity

Capture adjacencies of congestion management and charging

Establish key position in Joint Aerial Layer Network Architecture

Extend into new and attractive markets leveraging our core capabilities

Leverage new digitally enabled business models to drive top quartile returns

Expand leadership in core positions with a pivot to digital business models

Transform our business• From programs to digital platforms• From data collection to data-driven decisions• From one-time delivery to recurring revenue

Leverage One Cubic platforms

Going Forward

Building technology-driven, market-leading platforms

CTS

CMS

CGD

Mid-term

Page 13: Cubic Corporation Presentation Title placeholder · Goal 2020. 11. 1 . 2019P represents the midpoint of fiscal 2019 guidance plus the expected contribution of Gridsmart (acquired

Key Investment Highlights13

Robust Growth Profile Supported by Significant Backlog and Recent Wins

Proven Management Team With Deep Industry and Operational Experience

Technology-driven, Market-leading Global Provider of Innovative, Mission-critical Solutions

Enhanced Portfolio and Disciplined Capital Allocation Position Cubic for Growth and Shareholder Value Creation

Enriching Products with Information & Analytics to Provide Keener Insights to Customers

Transformative Innovations and Acquisitions to Advance Strategic Priorities

Page 14: Cubic Corporation Presentation Title placeholder · Goal 2020. 11. 1 . 2019P represents the midpoint of fiscal 2019 guidance plus the expected contribution of Gridsmart (acquired

Appendix

Page 15: Cubic Corporation Presentation Title placeholder · Goal 2020. 11. 1 . 2019P represents the midpoint of fiscal 2019 guidance plus the expected contribution of Gridsmart (acquired

GAAP to Non-GAAP Adjusted EBITDA Reconciliation by SegmentContinuing Operations – Twelve Months and Three Months Ended September 30, 2018 and September 30, 2017

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($ In Millions)Cubic Transportation Systems 2018 2017 2018 2017Sales 670.7$ 578.6$ 192.6$ 170.7$ Operating income 60.4$ 39.8$ 17.7$ 23.3$ Depreciation and amortization 12.0 8.8 2.9 2.0 Acquisition related expenses, excluding amortization 0.5 (0.2) 0.5 - Restructuring costs 0.4 0.4 (0.2) - Adjusted EBITDA 73.3$ 48.8$ 20.9$ 25.3$ Adjusted EBITDA margin 10.9% 8.4% 10.9% 14.8%

Cubic Mission Solutions 2018 2017 2018 2017Sales 207.0$ 168.9$ 95.1$ 65.6$ Operating income (loss) (0.1)$ (9.3)$ 17.1$ 5.2$ Depreciation and amortization 22.4 23.8 6.6 5.7 Acquisition related expenses, excluding amortization 3.7 (0.1) 1.1 0.5 Restructuring costs 0.2 - 0.2 - Adjusted EBITDA 26.2$ 14.4$ 25.0$ 11.4$ Adjusted EBITDA margin 12.7% 8.5% 26.3% 17.4%

Cubic Global Defense 2018 2017 2018 2017Sales 325.2$ 360.2$ 92.0$ 112.8$ Operating income 16.6$ 28.1$ 3.0$ 9.7$ Depreciation and amortization 8.5 10.4 2.4 3.1 Acquisition related expenses, excluding amortization (0.1) - - - Restructuring costs 1.3 0.9 0.3 (0.3) Adjusted EBITDA 26.3$ 39.4$ 5.7$ 12.5$ Adjusted EBITDA margin 8.1% 10.9% 6.2% 11.1%

Twelve Months Ended September 30, Three Months Ended September 30,

Twelve Months Ended September 30, Three Months Ended September 30,

Twelve Months Ended September 30, Three Months Ended September 30,

Page 16: Cubic Corporation Presentation Title placeholder · Goal 2020. 11. 1 . 2019P represents the midpoint of fiscal 2019 guidance plus the expected contribution of Gridsmart (acquired

GAAP to Non-GAAP EBITDA & Adjusted EBITDA ReconciliationContinuing Operations – Twelve Months and Three Months Ended September 30, 2018 and September 30, 2017

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($ In Millions)Cubic Consolidated 2018 2017 2018 2017Sales 1,202.9$ 1,107.7$ 379.7$ 349.1$ Net income (loss) from continuing operations attributable to Cubic 8.1$ (25.7)$ 22.0$ 9.6$ Noncontrolling interest in loss of VIE (0.3) - 1.6 - Provision for income taxes 7.1 14.6 2.8 8.7 Interest expense, net 8.8 14.1 2.5 2.6 Other non-operating expense (income), net 0.7 (0.4) (1.2) 0.3

Operating income 24.4 2.6 27.7 21.2 Depreciation and amortization 46.6 48.0 12.5 12.2 Other non-operating (expense) income, net (0.7) 0.4 1.2 (0.3) EBITDA 70.3 51.0 41.4 33.1 Acquisition related expenses, excluding amortization 4.5 (0.2) 2.0 0.6 ERP/Supply chain initiatives 24.1 34.4 5.3 10.8 Restructuring costs 5.0 2.3 1.6 0.7 Loss on sale of fixed assets - 0.4 - - Other non-operating expense (income), net 0.7 (0.4) (1.2) 0.3

Adjusted EBITDA 104.6$ 87.5$ 49.1$ 45.5$ Adjusted EBITDA margin 8.7% 7.9% 12.9% 13.0%

Twelve Months Ended September 30, Three Months Ended September 30,