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Operator
Good day, ladies and gentlemen, and welcome to the Q2 Transdime Group Incorporated earnings call. At this time, all participants are on a listen-only mode. Later, we conduct a question-and-answer session. Instructions will follow at that time. If anyone should require operator assistance, please press star then the zero key on your touch-tone telephone. As a reminder, this call is being recorded. I would now like to introduce your host for today's conference, Liza Sable. Ma'am, you may begin.
Liza Sable
Thank you, and welcome to TransTime's fiscal 2019 second quarter earnings conference call. Presenting this morning are TransTime's executive chairman, Nick Howley, president and chief executive officer, Kevin Stein, and chief financial officer, Mike Listman. Before we begin, we'd like to remind you that statements made during this call, which are not historical in fact, are forward-looking statements. For further information about important factors that could cause actual results, to differ materially from those expressed or implied in the forward-looking statements, please refer to the company's latest filings with the SEC. We'd also like to advise you that during the course of the call, we will be referring to EBITDA, specifically EBITDA as defined, adjusted net income, and adjusted earnings per share, all of which are non-GAAP financial measures. Please see the tables and related footnotes in earnings release for a presentation of the most directly comparable GAAP measures and a reconciliation of EBITDA, EBITDA as defined, adjusted net income, and adjusted earnings per share to those measures. I will now turn the call over to Nick.
Nick Howley
Good morning, and thanks for calling in. Today, as usual, I'll start off with some summary comments on our strategy, our consistent strategy, a few comments on the second quarter and year-to-date fiscal 19, a quick update on the Esterline deal, and a few other items. Kevin and Mike will then review the business performance and the outlook for fiscal year 2019. To reiterate, we believe our business model is unique in the industry, both in its consistency and its ability to create intrinsic shareholder value through all phases of the aerospace cycle. To summarize some of the reasons why we believe this, about 90% of our sales are generated by proprietary products, And over three-quarters of our net sales come from products for which we believe we are the sole source provider. Most of our EBITDA comes from aftermarket revenues, which typically have higher margins and provide relative stability in the downturns. Our longstanding goal is to give our shareholders private equity-like returns with the liquidity of a public market. To do this, we have to stay focused on both the details of value creation as well as careful allocation of our capital. We follow a consistent long-term strategy. Specifically, we own and operate proprietary aerospace businesses with significant aftermarket content. Second, we utilize a simple, well-proven, value-based operating methodology. Third, we have a very decentralized organization structure and a unique compensation system that is very closely aligned with shareholders. Fourth, we acquire businesses that fit with our strategy and where we see a clear path to PE-like return. And lastly, our capital structure and allocation of our capital are a key part of our value creation methodology. Fiscal year 29 performance continues strong with another good quarter. Quarter and year-to-date revenues EBITDA has adjusted dollars, and Transdyn-based EBITDA margins were up nicely over the prior year. Incoming orders continue strong, especially in the commercial aftermarket, and well ahead of shipments across all major market segments, all boating well for the balance of the year. As you can see, we have increased our base business guidance for the year with an anticipated increase in all major markets. The revised guidance now includes 28 weeks of contribution from the completed Esterline acquisition, as well as an increase in base Transline revenue and EBITDA guidance. EPS for fiscal year 2019 is impacted by our capital market decision to raise $4 billion of senior secured notes in order to maintain substantial near-term financial flexibility. Kevin will expand on the quarter and full-year outlook. Our liquidity is strong. Assuming no additional acquisitions or capital market activity, we expect to have about $3 billion of cash at the end of the fiscal year. We also expect to have over $7 million of unused revolver and some additional room under our credit agreement. We continue to actively evaluate and seek M&A opportunities. We have a decent pipeline of mostly small and mid-size possibilities. Again, I cannot predict or comment on possible closings, but as I said before, we are still working steadily at M&A and we're still open for business. A few comments about the Esterline transaction. We closed this transaction in mid-March. As I think you know, we paid about $4 billion for roughly $2 billion in revenue. Based on the public consensus information that existed at the time, About 330 million of fiscal year 19 EBITDA was anticipated. We estimate this is about 12 times EBITDA purchase multiple of the consensus fiscal year 19 EBITDA. As we said before, we think Esterline has been a misunderstood company. Its core aerospace and defense businesses make up around three-quarters or more of the revenue. This core business has proprietary content. and sole source positions generally similar as a percent of revenue trans dime. The core aftermarket also appears significant. We estimate somewhere in excess of 30% of revenues of the core business. As you know, and as we discussed with the esterline acquisition, we use an LBO model to value businesses that generally assumes we finance about half debt and about half equity. We then assume we sell the business in five years and look to get a return on our equity of 20% or more without any significant multiple arbitrage. As you know, as a practical matter, we rarely, if ever, sell them after five years. If you do the math on Esterline, this solves to a target EBITDA margin in the low to mid-20 range, or about an 8% margin expansion. We are still working out the timing on this, but it likely won't all happen in the first year. We have owned these businesses for about 55 days now, and we see no reason to think that we cannot meet our purchase expectation over time, and we see some indications that we may well do better. In summary, so far it appears the opportunity at Esterline is at least as good and perhaps better than we originally thought. Kevin will discuss the integration in a little more detail. We are currently actively exploring the sale of certain esterline assets that don't fit as well with our focus. These could recover something around a billion dollars of our purchase price on a pre-tax basis. We'll decide whether to proceed when we get a better view of the actual prices. We have the flexibility to consider the full range of capital allocation alternatives, We will defer any other 2019 decisions on capital allocation until either late in the third quarter or the fourth quarter of fiscal 19 and assess the overall business and capital market environment at that time. And lastly, with respect to the IG report that I mentioned last quarter, it was publicly posted in substantially the same form as we discussed in our last earning call to reiterate, with no assertions of any wrongdoing, and a request for a $16 million approximate voluntary refund. As a follow-up to this, Kevin and I, along with some other DOD individuals, have been asked to testify at the House Committee on Oversight and Reform in mid-May. The purpose is to discuss the report, pricing, and possible legislative or regulatory changes. Now let me hand this over to Kevin, who will discuss both the Q2 and year-to-date 2019 performance, as well as the full-year guidance.
Kevin
Thanks, Nick. Today I will review our results by key markets and discuss the profitability of the business for the quarter, provide revised fiscal year guidance, briefly update our org structure, and finally give an update on the integration of Esterline. As you have seen, we had a strong quarter in the first half of the year, including above-average organic growth. Mike will provide more details on the financials, but our second quarter operations, specifically revenue and EBITDA as defined, were up nicely over last quarter. Q2 gap revenues were up 28% versus prior year Q2, and EBITDA as defined was up 24% over the prior year with margins at 48% of revenue. Now we will review our revenues by market category. For the remainder of the call, I will provide color commentary on a pro forma basis compared to the prior year period of 2018. That is, assuming we own the same mix of businesses in both periods. Please note this market analysis excludes Esterline. We will begin to include the Esterline acquisition in our market analysis once we have validated the data as we have a different market segmentation process. In the commercial market, which makes up close to 70% of our revenue, we will split our discussion into OEM and aftermarket. In our commercial OEM market, Q2 revenues increased approximately 10% when compared with Q2 of fiscal year 2018. Due to our year to date revenue growth of 11% and continued booking strength, we are increasing our commercial OEM full year revenue guidance to mid single digits growth from our previous guidance of low to mid single digit growth. Please note this increased OEM guidance includes our expected impact from 737 MAX groundings and shipping delays. We have done an analysis on the potential impact and conclude the MAX issues should not have a material impact on our financials this year and may possibly provide upside to our commercial aftermarket in the future. A nice segue to our commercial aftermarket business discussion. Total commercial aftermarket revenues grew by just over 6% in the quarter and year-to-date. Continued global revenue passenger mile growth and slower retirements of older aircraft continue to provide a backdrop of improved market dynamics. In the quarter, commercial transport passenger growth of 9% was offset by a slowdown in the commercial transport freight submarket. Bookings coupled with our year-to-date revenue performance versus tough comps in the prior year and strong underlying fundamentals provide us confidence in the second half of the fiscal year. We are increasing our commercial aftermarket guidance to grow high single digits from our previous guidance of mid to high single digit growth. Now let me speak about our defense market, which is just over 30% of our total revenue. The defense market, which includes both OEM and aftermarket revenues, was up approximately 18% over the prior year quarter. Last year, we reported strong defense bookings that we are now seeing materialize into sales. However, we are expecting defense sales growth to temper in the second half of our fiscal year following this exceptionally high first half revenue growth and gradually slowing bookings. Due to the higher than expected year-to-date sales growth, we are increasing our defense full-year revenue guidance to grow high single digits from our previous guidance of mid to high single digit growth. Moving to profitability, I'm going to talk primarily about our operating performance or EBITDA as defined. EBITDA as defined of about $572 million for Q2 was up 24% versus prior to Q2, and this includes about $27 million for esterline contribution for the 17 days of ownership in the quarter. EBITDA's defined margin in the quarter was just under 48% of revenues. This includes over 3.5 margin points of acquisition dilution from Esterline and the fiscal year 2018 acquisitions of Kirkill, Extent, and Scandia. This core margin of 51.5%, excluding Esterline and other fiscal year 2018 acquisitions, improved approximately two points in the quarter over Q2 2018. Margin improvement progress is always important to us and indicates that our base businesses continue to find opportunities to drive improvement within our value drivers. We continue our relentless pursuit of value generation. Turning now to 2019 guidance, we are increasing our sales and EBITDA guidance to reflect the strong first half results of our base business and to incorporate Estraline for about six and a half months of ownership for the balance of the fiscal year. The midpoint of our fiscal year 2019 revenue guidance is now $5.44 billion, an increase of $1.25 billion. This revenue guidance is based on the revised market channel growth rate assumptions we just discussed for Transdime's base business, plus the inclusion of Estraline revenue, which reflects six and a half months of ownership. The midpoint of fiscal year 2019 EBITDA as defined guidance is now $2.35 billion, an increase of 255 million with an expected margin of around 43%. About 20% of this increase is related to performance at our base business with a remainder attributed to Esterline. Excluding Esterline, the full year margin is expected to be around 50%. We are slightly increasing the midpoint of our adjusted EPS guidance by 5 cents to $16.81 per share. Mike will discuss in more detail shortly. Now, before I speak about the Esterline acquisition integration, I wanted to briefly update you on our organization structure. George Valadares, who has been with Transdime for over 20 years, has been promoted to Transdime Chief Operating Officer and is now responsible for all operations of the base Transdime business. George most recently served as our COO of our power and control segments. Now moving on to esterline integration and expectations. The esterline integration has been progressing to plan over the first 55 days of Transdyn ownership. To date, we have seen no material differences to opportunity identified in our acquisition model. As you know, we have an experienced team of Transdyn executives, both EVPs and group controllers engaged full-time in this integration. They have been carved out so they have little or no day-to-day Trans9 responsibilities. The former corporate office in Bellevue, Washington is being closed. This should complete by calendar year-end. We are phasing the workforce reductions in Bellevue to minimize disruptions and risk. In general, the platform organization structure has been eliminated and aligned with our Trans9 model. Each of the former Estherline operating units have been assigned to a TransDyme EVP, and we have TransDyme group controllers assigned to these operating units to provide financial reporting support. We are now going through the process of reviewing the operating units and determining where value generation opportunities may exist. Again, no surprises have been seen in these early days. Culturally, we continue to press the concept of thinking and acting like an owner with the president and senior staff of the operating units. This supports the execution of our value generation concepts. So far, so good for the integration. Although we did include Esterline in our fiscal year 19 guidance, we are not providing guidance beyond this fiscal year at this time due to uncertainty around what businesses we may keep or sell. As Nick mentioned, we are exploring the sale of certain assets that do not fit our strategic focus, but guidance for fiscal year 19 assumes no asset sales. In summary, we are excited to have acquired Esterline and look forward to reporting our integration process to you in the future. We are also enthusiastic about the second half of our fiscal year as underlying fundamentals remain strong. With that, I will now turn it over to our Chief Financial Officer, Mike Lisman.
Mike Lisman
Thanks, Kevin. I'll give a quick review of the financial results and the updated guidance in more detail. First, for the Transdime-based business, and then second, for the Transdime Plus Esterline entity. And for those following along, I'm on slide four in today's deck. The following sales EBITDA and EPS comparisons exclude the impact of both the 17 days of esterline ownership that fell into the quarter and then also the new debt financing. Second quarter net sales were up 15% versus the prior year, and above average organic growth of 11% drove the majority of that increase. EBITDA is defined increased 18% from the prior year second quarter, and our adjusted EPS for the second quarter would have been $4.63 per share, which would have been an increase of 22%. Again, the 463 is what adjusted EPS would have been had we not purchased Esterline, so it's a theoretical number. Now switching gears and including Esterline. Esterline contributed about 121 million of revenue and 27 million of EBITDA to our Q2. This implies an EBITDA margin of 22%, which is higher than average due to the elevated shipments level that happens at quarter end. The Esterline EBITDA margin over the last six months of our fiscal 19 is not expected to be quite this high. On cash and liquidity, we ended the quarter with just over $2.4 billion of unrestricted cash on the balance sheet, Our forecasted cash balance at year end is just under $3 billion, and that excludes any more acquisition activities, sales of esterline assets, dividends, or share repurchases. During the quarter, we completed the raising and the funding of the $4 billion of senior secured notes. We raised more debt than we needed to in order to fund the deal, as we had a relatively high cash balance already. We opted to do this because the debt came at an attractive rate, and it also permitted us to keep significant cash available. With the new debt raise, our net debt leverage ratio increased from what would have been 5.2 times for the base trans-time business at second quarter end to 6.1 times for the new pro forma entity. This change to our debt and leverage levels muddies and confuses the year-over-year EPS comparisons. And the punchline is that you don't see as much EPS growth as you do EBITDA growth because of this higher debt raise. Had we not elected to do the higher debt raise and increase our net leverage, the inclusion of Esterline would have had a larger positive impact on adjusted EPS growth for the year. For example, had we taken on only $2 billion of incremental debt and financed the remaining $2 billion with cash, adjusted EPS for fiscal 19 would have been more than one full dollar higher than the midpoint of the new guidance. Now a note on changes to our expected tax rates for the year. These rates have increased from the prior guidance of 21% to 23%, and the increase is driven by the fact that we are over the interest deduction limitation that's part of the new U.S. federal tax law. We're now estimating our full-year gap in cash tax rates to be about 24% to 25%, an adjusted rate to be about 26%. As Kevin mentioned, we estimate the midpoint of our adjusted earnings per share to be $16.81, and this revised guidance for the year doesn't assume any sales of esterline business units or esterline EBITDA during the rest of the year. With that, I'll hand it back over to Liza to kick off the Q&A.
Liza Sable
Thanks, Mike. Operator, we are now ready to open the lines. But first, I just want to remind all of our investors to keep your questions to 2, and then please reinsert yourself back into the queue to allow an opportunity for all to ask a question. Thank you.
Operator
Thank you, ma'am. Ladies and gentlemen, if you have a question at this time, please press the star then the 1 key on your touch-tone telephone. If your question has been answered, you wish to remove yourself from the queue, please press the pound key. Again, if you have a question, please press star then the 1 key on your touchtone telephone. One moment for questions. Our first question is going to come from Noah Poppenack, Goldman Sachs. Your line is now open.
Noah Poppenack
Hey, good morning, everyone. Good morning. AstroLine as a standalone had something in the zone of $70 million of corporate, give or take. How much of that hangs around with you?
Nick Howley
Let me try. You mean, I guess we try that a couple of ways, Noah. How much hangs around with us, if you look out a year or so, very little. When it goes away is sort of a phasing, as Kevin talked about, because we don't want to disrupt. We don't want to disrupt things until we feel comfortable. We're all backfilled. But I think almost everyone in the corporate office there almost everyone now has a scheduled out termination date. Yeah, that's right.
Noah Poppenack
Okay. And the, it looks like the, the margin implied for the extra line business and in the back half of 19 and your new guidance. And if I, if I strip out what you said was organic and then consistent with your comments, Nick on the eight percentage points of improvement is something in the zone of 17%. Um, It looks like that might actually be down year over year based on how you're defining it. Are you assuming that that is kind of flat to down year over year?
Mike Lisman
I don't think so, Mike. No, I don't think it's down. I think your math is directionally accurate, but I think that's actually up from prior year.
Noah Poppenack
Okay. Yeah, I guess where I'm going with that is I'm looking at the 319 of EBITDA that you disclosed. which would be a 15.7% margin, and I know it was a pretty back-end loaded margin, so that's why I was assuming that maybe that was down, or I guess in the zone of flat, and while I very much appreciate that a lot of the actions you will implement here will take time, and integration takes time, I would have thought there'd be some pretty quick initial upfront cost actions, and I know you guys usually take some pricing actions pretty quickly. So I was just wondering if there was something different about this that makes some of those initial upfront actions slower.
Kevin
I think not any different than other acquisitions. It always takes time for the contracts to play out before you can address any pricing or cost reduction initiatives. It does take time. And that's what we're trying to communicate here. And I guess I might also add, Noah, that I'm
Nick Howley
You know, we could be, we will tend to lean on the conservative side here until we get more comfortable with the forecasting ability of all the individual operating units.
Noah Poppenack
Yeah, it makes sense given its size. Just one other question on it and then I'll leave it, which is you've mentioned that the opportunity set is no different than you thought initially. How does the opportunity set compare to Kirkhill? Does total esterline have as much margin opportunity as you found in Kirkhill?
Nick Howley
Let me – you know, Kirkhill started negative. So surely the – I mean, just to be facetious, surely the rate of change can't be high.
Noah Poppenack
Forget rate of change, but just the absolute level you took it to. I –
Nick Howley
I don't want to cut out one individual operating unit. I think I gave you about what our thoughts are on Esterline, and I think hopefully, Noah, we gave you some sense that as we're into it a little bit, we think it's more likely a little better than a little worse than we thought.
Noah Poppenack
Okay. Fair enough. I appreciate all the detail you gave us in the prepared remarks. Thanks a lot.
Operator
Thank you. Our next question comes from Carter Copeland from Mel's Research. Your line is now open.
spk17
Hey, good morning, team. Morning. Just a couple quick ones. One, with respect to the percent aftermarket that you had talked about for Estraline in the past, I think it was you pinned that around 30%. Now that you've maybe gotten a bit of a better look, does that number – change at all, and then within that number, how should we envision the split there between A and D? What's A and B? Between civil and military. Sorry.
Nick Howley
Oh, yeah, yeah. I don't know the aftermarket split, and we haven't finalized our number. I think a 30% or a little more is probably a good number. And remember, uh, uh, that's the, that's the core business X, you know, after we have, uh, uh, either dispositioned or, or separated out the ones that we don't think fit as well. Uh, I would say in the split there between commercial and defense, I just don't know, but just not avoiding. I just don't know what the exact split is, but I would say in total, the defense content is a little less than trans dives, not a lot less, but a little less. Yeah.
spk17
Okay, that's helpful. And then with respect to the cost structure, if you exclude out SORIO or whatever those assets are, how much of that cost structure that remains is European? Is that a significant number?
Nick Howley
You mean how much of the businesses are European?
spk17
Yeah, how much of Esterline, excluding those assets that we're talking about,
Nick Howley
When you look at how much of that cost structure is still based in Europe, since that's a clearly – There's still – I don't want to opine on who we are and aren't going to sell, but there's still – there's a fair number of businesses, and taking one out of it won't make it go away. There's still some decent-sized businesses that are in Europe that we'd in all likelihood hang on to. Okay.
spk17
Okay. All right, thanks for the color, guys. I'll let somebody else ask.
Operator
Thank you. Our next question comes from Robert Spingarn from Credit Suisse. Your line is now open.
Robert Spingarn
Hey, good morning.
Operator
Good morning.
Robert Spingarn
Nick, just on that last question, can you give us anything about the targeted divestitures, magnitude, not necessarily specific businesses?
Nick Howley
I gave you a rough dollar value of the dollar value we think we might get back, and that was about $1 billion. On pre-tax, if we go ahead with everything we have in the queue – now, I don't know whether we'll go ahead with that until we see the prices.
Robert Spingarn
Okay.
Nick Howley
But you can figure if it works and we like the prices and if we get somewhere around what we think, we may sell up to about a billion dollars. That's pre-tax. Pre-tax.
Robert Spingarn
Okay. And then this might be for Mike. I don't know, but – With regard to esterline EBITDA trending over time, I think you said earlier, you talked about mid-20s. You talked about the fact that the latest quarter was a bit higher than it has been for shipment reasons, shipment timing. How do we think about the cadence of margin improvement at esterline, how long it takes, and what the rate of change is there? You've said in the past you probably don't get to transdime heritage margins, but how do we think about this on a two-, three-year basis?
Mike Lisman
I think Nick gave kind of the margin ramp at the outset, and we're pretty conservative on the internal modeling assumptions we've used, so we didn't have it going up to the levels that Nick outlined in year one. As he said, it was more over several years.
Robert Spingarn
Okay, can you put any more color around that, Mike, just to refresh us, and now that you've been in the business for a couple of months?
Mike Lisman
Yeah, you know, we've got a lot of moving parts with potential divestitures, and I don't want to commit to anything now going out a couple years.
Nick Howley
And, you know, Rob, next year we'll give the guidance when we give it, and we'll be much more specific then.
Robert Spingarn
Okay, and then just to clarify, you've been running at 52 per month on the max? You haven't slowed down at all?
Gautam Kahana
We have not slowed down.
Robert Spingarn
Okay, thank you.
Operator
Thank you. Our next question comes from Robert Stallard from Vertical Research. Your line is now open.
Robert Stallard
Thanks so much. Good morning. Good morning. A couple of questions on the core business. First of all, defense. You've had a very strong first half, and you're expecting that to slow down in the second. What do you think has caused this outsized growth in the first half and what's changing in the second half of the year?
Kevin
Yeah, we saw strong order growth in both the OEM and aftermarket in last year. And I think that's coming out now in our shipments. We are just seeing the order book slow down in both OEM and defense. Maybe it's inventory timing. We don't know of any programs or any other slowdown. So we would normally say inventory slowdown. adjustments in the supply chain for that. But the slowdown is in both OEM and aftermarket as we look at that going forward from an order book point of view.
Robert Stallard
Okay. And then moving on to the aftermarket, I think the oil price is up about 40% or 45% year over year. Have you seen any of your airline customers adjusting their utilization patterns or their spares buying or anything like that based on the higher oil prices?
Kevin
We are not seeing that we have noticed any adjustments in buying activity or patterns because of high fuel or not. We haven't seen any pattern change.
Robert Stallard
So you're still seeing the older aircraft heavily utilized, right?
Kevin
Absolutely. The reports on the NG are that they've definitely ramped up usage.
Robert Stallard
Great. Thanks. Thanks, Ken.
Operator
Thank you. Our next question comes from David Strauss from Barclays. Your line is now open, sir.
David Strauss
Thanks. Thanks for taking the question. So I think going back to Rob's question on this, Nick, the low to mid 20% EBITDA margins that you outlined, were you seeing that that's kind of the target that you need to get to to hit your internal rate of return, or that's what you think is achievable over the next couple of years?
Nick Howley
Yeah, that's what we used. You know, that's what we... use sort of the value of the business was, you know, it was running and, and, you know, you can easily, as I'm sure you have, you know, you can back into that easily enough, you know, you know, the assumptions we use, uh, and the business was running somewhere around 15% EBITDA. And if you solve back through our math, you know, you'd get 23 ish or 22 to 24%. Uh, and, and that's, that's all we're saying. Uh, And if we look at it, as I said today, we see no reason to think that's not doable. And if anything, we feel a little better. That's what I was saying.
David Strauss
Yeah. Okay. And then you talked about selling potentially assets that could bring in a billion dollars. How do you think about dilution there and using the cash proceeds to potentially offset the dilution from selling these assets?
Nick Howley
We really haven't decided yet. You know, we'll sort of cross that bridge when we come to it. You know, we have a fair amount of cash now, and this would just make even more. And we'll decide that when we get there. You know, I don't want to start counting the chickens before they're hatched.
David Strauss
Okay. And you think you can get somewhere close to all of the multiple at which these assets are currently kind of embedded at your current multiple? Yeah.
Nick Howley
I think we can, depending on the businesses, you know, some of them may not be the most attractive. I think we can get, when you weight it all up, I think we can get close. I doubt we can get all the way there. And by that, I'm using the multiple of the 19 public guidance.
David Strauss
Got it. Okay. All right. Thank you very much.
Operator
Thank you. Our next question is going to come from Miles Walton from UBS. Your line is now open.
Miles Walton
Thanks. Good morning. Good morning. First one, in terms of the Esterline versus the core business, how are you seeing bookings trending there? And if you looked organically just at Esterline as if you had owned it in both periods, what kind of growth are you implying in the new guidance that's inclusive?
Kevin
I don't have any comment on the organic growth part of the guidance. I think the order book looks strong. It looks as good as Transdyn does right now as a base. So we're seeing strong bookings growth on the esterline side as well. I think in the segments, Kevin, you don't feel comfortable yet. That's right. Breaking them out yet. Yeah. So we get a better analysis of that. Because they use the different methodology to calculate aftermarket. And those differences are important to us to understand. We're going through that process right now.
Miles Walton
Okay. But from a standpoint of, you know, mid-single, it sounds like it's growing, you know, organically about the same as trans time right now, probably on a unit that doesn't have the benefit yet of price.
Mike Lisman
I think, guys, until we start reporting their metrics the same way that we do ours at trans time, we don't want to get crossed up on this until we get it right. Okay.
Miles Walton
All right.
Nick Howley
And Mike, there's no reason to think there's nothing we see that concerns us that the that's right, you know, that the business is, you know, something flawed. Okay.
Miles Walton
And then Mike, on the tax rate, this 26% implied for the second half, is that giving you've tripped the line? From a from a deductibility perspective, is that fair to use going forward on an adjusted tax rate basis?
Mike Lisman
As we delever, it should tick down a little bit just through EBITDA growth based on how the U.S. tax law works. But if you had to have something to plug into a model, I think, you know, 25%, 26% is probably fair. But hopefully, as we delever, it comes down.
Miles Walton
Got it. All right. I'll stick to you. Thanks.
Operator
Thank you. Our next question comes from Ken Herbert from Canaccord. Your line is now open.
Ken Herbert
Hi. Good morning, everybody. Morning. Kevin, I just wanted to start off on the commercial aftermarket. And I know you've talked about this in the past, but for the base Transtein business, the strong bookings year to date, can you just remind what percent of that business you would associate a sort of book and ship relative to sort of, you know, the up 20 year to date on bookings relative to the sales growth and how we should think about that, how much is captured in the second half of 19 versus what spills into 20 and beyond?
Kevin
Well, I think we... the bulk of aftermarket business is book and ship. There is some of it that gets booked out in advance, but the majority of it is book and ship even within the quarter. And we gave revised guidance on the market segments that we raised to the high single digits for the commercial aftermarket. So You know, that's what we see coming out. We have the confidence that the order book is in place for the second half. And possibly some of that will translate into next year, but we'll give guidance on next year when we're ready on that. It'll take a little bit of time to pull that together, especially with the complexity of Estroline. We want to make sure that, you know, we have a good handle on the data here. as we're looking at it for the first time on some of the market segmentation pieces, trying to understand where it's going. Does that answer your question? No, that's helpful.
Ken Herbert
Yeah, no, directionally that's very helpful. Yeah, I mean, I saw you raise the guide, and the bookings probably were a key part of that. Are you getting a sense at the airlines that they are building any inventory, or do you get a sense that there's any change just with the profitability at the airlines that they've, sort of reversed course from what may have been some destocking or do you sort of see inventory levels there? Uh, steady, I guess. How, what are you seeing in the marketplace in terms of the airlines and their buying patterns and inventory?
Kevin
Uh, you know, the buying patterns are, are always, uh, perplexing. Uh, they, they go up and down, uh, quarter to quarter. Uh, we must've seen some destocking, uh, as we're seeing orders pick up again, uh, you know, larger than what you might have anticipated. So there must have been some out there. But I do not get reports, regular reports on airline stocking. I do see stocking levels at distribution. That is not up. That's somewhat flat. POS is up about 16% across the ranch for the Transdyn base company. So it would appear that there's been some destocking out there that we're seeing addressed in the booking levels for the aftermarket. That's about the extent of the intelligence I can provide on it.
Ken Herbert
Well, that's helpful. Great. I'll stop there. Thank you. Sure.
Operator
Thank you. Our next question comes from Gautam Kahana from Cowan. Your line is not open.
Gautam Kahana
Yeah, thank you. Good morning. Regarding Astraline, Good morning. I was curious, on Esterline, when you looked at their standalone SG&A plus R&D as a percentage of their sales, it was just over 20%, low 20s. Is there anything structurally, now that you've owned the business, that prevents that level being closer to what Transdime's legacy SG&A plus R&D is as a percentage of sales? Like, could it actually get down to the 12%-ish level?
Nick Howley
I think the best thing to focus on is the EBITDA percent we give you. You know, if you start to take out the pieces of manufacturing costs versus SG&E versus R&D, you know, the method of accounting isn't always consistent between companies. so that you can end up with getting funny answers if you start to look at them that way. I'd focus on EBITDA as a percent of sales. Then you know you captured everything.
Gautam Kahana
Fair enough. I appreciate it. And then just another one, if you don't mind, on the defense side, were there any large lumpy, sometimes in the past you've called out, you know, just a big product.
Kevin
Yeah, we have called out large parachute orders, missile orders. Yeah, you're right. They're I looked for those, and I could not find any, you know, one-time large orders in the defense side. In fact, some were, yeah, they just weren't there. So it was nicely spread across the business, not a lot of big one-times for a certain program.
Gautam Kahana
Thank you very much, guys.
Operator
Thank you. Our next question comes from Sheila Kayagoglu from Jefferies. Your line is now open.
Sheila Kayagoglu
Thank you, guys. So I wanted to go back to Esterline. Nick, you've been pretty clear you target a 20% IRR, which means – I can't hear you very well, Sheila. Can you hear me better?
Nick Howley
Okay. Okay. It's very faint. It's faint, yeah.
Sheila Kayagoglu
I promise I'm yelling. So in terms of Esterline, you guys target 20% returns, which means 22% EBITDA margins. I mean, just going back to it, and I apologize I'm parsing this apart, but you strip out the corporate from Q2 2018 EBITDA, and margins are still up 700 to 800 basis points year over year. I get it. You know, you've only owned it for 17 days. So perhaps outside of corporate, what's really changed since you've owned this asset?
Nick Howley
Sheila, I just don't follow the math, so I can't.
Sheila Kayagoglu
I guess you only own the asset for 17 days and margins are still up.
Mike Lisman
I think, Sheila, the margin you're seeing in the 17 days of ownership was an elevated shipment.
Sheila Kayagoglu
Oh, no.
Mike Lisman
So you're getting... you're seeing it at a higher EBITDA margin than you would over a longer time horizon because of the outdated chip.
Sheila Kayagoglu
Yeah, so it's just the lumpiness of that. Exactly.
Nick Howley
I wouldn't use that as a base. I'd use the EBITDA that was running when we bought it, which was somewhere around 15, 15 and a half-ish.
Sheila Kayagoglu
Okay. And then just on the core business with the commercial OE up pretty strongly, how do we think about transport versus business jet for the second half of the year? Thank you.
Kevin
I think both seem reasonably strong on the commercial OE side. So both are seeing decent sales booking in both business jet and commercial transport.
Sheila Kayagoglu
Is there one specific platform in BizJet that's driving, I think, 20% growth or broad-based? I don't have that. I can get you that. No worries.
Kevin
It's indicative of the industry as a whole. I didn't call out anything on business jets as it's kind of small, but I think, you know, we've seen strength in the large platforms on business jets really across the board. Somewhat surprising, I guess, given the dynamics of the industry takeoff and landing cycles. So, you know, remain cautious on business jet and the platforms, but the orders are coming in.
Sheila Kayagoglu
Okay, cool. Thank you.
Operator
Sure. Thank you. Our next question comes from Seth Seisman from JP Morgan. Your line is now open.
Seth Seisman
Hey, thanks very much, and good morning. I wanted to touch on the base business and just the EBITDA rate, quarterly EBITDA rate for the second half of the year. It doesn't really seem like it's much improved versus what you just put up in the second quarter. And, you know, given... the increase in the acceleration you're looking for in commercial aftermarket. Just wondering if you could address that and, you know, whether there's potential for upside or what might be weighing on that sequential improvement.
Kevin
I think we're being conservative. I think a little bit conservative there. Mike is nodding his head at me. You know, I don't know what else to say beyond that. We raised the segment pieces. The order book is strong. you know, the second half will come in. Mike, do you have anything else to add? No, I think Kevin hit it. It could be conservative.
Liza Sable
And you also have the defense. You know, we expect that to moderate.
Kevin
Yeah, that's right. The defense, we have commented, Liza's correct, we have commented that we're expecting the defense business to moderate slightly. So, you know, that'll, you know, have an impact, subtle. So that's where we came up with the margin mix for the second half.
Seth Seisman
Sure. And then as a follow-up, Mike, did Esterline have long-term loss-making contracts? And, you know, if so, if those got stepped up in purchase accounting, how do you account for those earnings and adjustments?
Mike Lisman
Under purchase price accounting rules, we have basically nine months to sort that out post-acquisition, so we're working through that stuff now.
Seth Seisman
Right. But do you anticipate adjusting it out?
Mike Lisman
We don't know yet. We're working through it.
Seth Seisman
Okay. Cool. Thank you.
Operator
Thank you. Our next question comes from Robert Spingarn from Credit Suisse. Your line is now open.
Robert Spingarn
Hey, guys. Can you hear me?
Operator
Yeah.
Robert Spingarn
Okay. Just wanted to go back to the defense comments that you made earlier on the investigation, et cetera. Could you just remind us of your direct and indirect comments exposure or channels on the military business so that we can just have an understanding of the context for this?
Nick Howley
Yeah. Our direct, our sales to the U.S. government, depending on the year, runs somewhere between 6% and 8% of our total revenue. And that's a combination of direct or through distributors. So let's say 7% for kind of a middle ground sales. If you took seven, I want to say it's roughly five direct and two through distributors. Okay. Thanks for the clarification. It's pretty close to what it was when we talked about this a lot a year and a half ago or so.
Robert Spingarn
Well, and I brought it up because if there are going to be some changes to how maybe some of this business is conducted, and I don't know if you can elaborate on any of that, I just wanted to understand how much of the business it could impact.
Nick Howley
So you have the idea on what, if any, changes there are. I have no ability, Rob, to speculate on that. You know, those tend to be lengthy processes. Yeah, I think that's the key is a lengthy process.
Robert Spingarn
Right. Thanks, guys.
Operator
Thank you. Our next question comes from Jason Rogers from Great Lakes Review. Your line is now open.
Jason Rogers
Yes. I think last quarter you mentioned some softness in the discretionary interiors market. I'm wondering if you saw the growth rebound in that market and just discussed the conditions there.
Nick Howley
Yeah, we did a little bit.
Kevin
Still, I would say in general, the interior side is just doing okay. It's not a glowing bright light for us, but it's doing okay. In the quarter, our transport, commercial transport sub-market did well. I think I said 9%. Interiors, okay. Freight was the low one, though. That's what brought the composite down to 6% for the whole. And that was somewhat anticipated. We've seen a slowdown in the freight market for a little while. So it was somewhat anticipated that we would start to see things back off there.
Jason Rogers
And is it possible to provide an estimate or range for what you think the intangible amortization expense may be for fiscal 19?
Mike Lisman
I think we put a chart at our best guess in the slide deck for today. I think it's page 17. And that's subject to change due to purchase price accounting.
Jason Rogers
Okay, thank you. Got it.
Operator
Thank you. And we have a follow-up question from Noah Poppenack from Goldman Sachs. Your line is now open.
Noah Poppenack
Hey, have you quantified the year-to-date bookings growth in the defense business the same way you did the over 20 in the commercial aftermarket?
Kevin
Yeah, we haven't. I think we haven't said that.
Noah Poppenack
Do you have that number?
Nick Howley
Yeah, we haven't said that. The cat ate that one, though.
Kevin
I think in the quarter, we have seen bookings in the defense come down in the second quarter and were slightly better than flat year over year now. So bookings have definitely come down from where they were, which was high teens in the first quarter. Now we're You know, just up a little bit, not flat, up a little bit, but the order book has definitely cooled off on the defense side.
Noah Poppenack
So the mid-teens organic in the first half, you're clearly saying not sustainable in the back half. How should I think about high single for the year being sustainable or not beyond 19?
Mike Lisman
Sorry, no, a high single-digit organic growth for the whole business, you mean?
Noah Poppenack
For the defense business.
Mike Lisman
Just for defense.
Kevin
Can you repeat your question?
Noah Poppenack
Yeah. I guess what I'm wondering is you've had three quarters in a row here of a double-digit growth rate organically in the defense business. The orders were outpacing that. They've slowed. But the end market is still pretty supportive, and it looks like multiple pieces of the end market that are more specific to your business are growing faster than the total end market. So I'm trying to triangulate all of that into thoughts on sustainability of growing that business high single digits annually beyond 19.
Kevin
I think given the order book slowdown, I would think that that would be difficult to think that that's going to continue to grow at that pace into next year. It might, but I haven't formulated next year's guidance thoughts yet. But we still have some time to see how the rest of the year comes in. Defense bookings tend to be longer term than other business segments that we have. We've talked about that in the past, that bookings can take a very long time to come out. We saw that over the last couple of years, that our bookings took longer than folks anticipated to come out. But as I look forward, I think carrying high single-digit percentage growth in defense probably... will be difficult going forward, but that's I think a standard observation for the defense business. It tends to go through cycles.
Nick Howley
I would just add on the bookings, I don't think you can draw much from a quarterly booking number in the defense world. They tend to bounce all over the place. On a year-to-date basis, which might be a little longer term and might be a little more indicative, we continue to book ahead of the shipments.
Noah Poppenack
Okay.
Nick Howley
Which is another way to think about it.
Noah Poppenack
I guess I could see the thought process around high single, you know, maybe isn't very long-term sustainable in the defense market, but we have a sense for what your pricing is in that market. So the units in high single would be low to mid single and looks like outlays are compounding much faster than that. So that was the genesis of the question, but yeah. On the cash flow, since you have in the past quantified an EBITDA conversion, I think you even gave a number on free cash earlier in the year. Any update there now with Echelon and the numbers?
Mike Lisman
I think it doesn't change much. You'll notice this quarter it was lower probably. And the reason that is is just because of the timing for the quarters. We had double tax payments and double interest payments.
Noah Poppenack
Okay, so is the right interpretation of that there is esterline cash flow added to the year, but it's offset by kind of non-recurring things associated with bringing esterline in? Is that what you're saying? Or I guess, why wouldn't the cash flow be added?
Mike Lisman
You're talking about getting to the $3 billion. Is that right?
Noah Poppenack
I'm just talking about the updated full year 2019 cash flow forecast. Okay.
Mike Lisman
I'm sorry, I'm not sure I'm understanding your question. It's basically, I think if you back into it, we're expecting to generate about $600 million from the combined business in the back half of the year to get to the $3 billion cash balance at year end.
Noah Poppenack
Okay.
Mike Lisman
And that's close to 50% of EBITDA for the rest of the year.
Noah Poppenack
Right. It would bring that conversion down. Sub-50 for the full year, though. But it sounds like that's some of the items you just mentioned in the core.
Mike Lisman
Yeah. Yeah. Yeah. Yeah. Astroline's not going to convert as much. It doesn't change the math very much. But I think historically, if you rack this up, it's gone between 46%, 47% and 50%. Yeah. And we don't expect that to change much going forward.
Noah Poppenack
Okay. Okay. All right. Thanks a lot.
Operator
Thank you. Our next question comes from Hunter T. from Wolf Research. Your line is now open.
Hunter T.
Hi, this is Will for Hunter. How does the deal pipeline compare relative to last quarter? You mentioned taking on more debt than needed for greater flexibility. Are you seeing more or better prospects, or does this suggest some other capital deployment strategies in the back half of the year? I'm sorry, can you repeat that question? Sure. So how does the deal pipeline compare to last quarter? You mentioned taking on more debt to finance Esterline. for great flexibility, are you seeing better prospects or more prospects out there, or does this suggest some other capital deployment strategies in the second half of the year?
Nick Howley
I don't know that it's substantially different. I mean, as I said, we're still open for business and looking at things, and we'll decide that, as I said, later in the year. We just haven't made a determination yet.
Hunter T.
Okay. Okay. And then just one other one. How much did underlying trans-time gross margins improve year-over-year if we exclude all acquisitions? In the slide deck, you mentioned improved by 100 basis points, excluding master line, but that included the other acquisitions.
Nick Howley
I think, Kevin, you gave one.
Hunter T.
Kevin mentioned that. Three and a half percent, right? I think you mentioned 200 basis points, but that was EBITDA.
Liza Sable
Yeah, that's what we gave, is EBITDA.
Hunter T.
Yeah, we gave EBITDA, yeah. Okay. Do you have that for gross margins?
Liza Sable
So you'll see, when we file the queue, you can find more detail on the gross profit.
spk03
Okay, great.
Operator
Thank you. Our next question comes from David Strauss from Barclays. Your line is now open.
David Strauss
Thanks. Do you expect to continue to disclose esterline separately from here?
Kevin
No. We're going to roll it into the segmentation that we have power and control airframe and non-aerospace segmentation.
David Strauss
Okay. And then I don't know if you mentioned this or not. If you did, I apologize. Did you talk about what the aftermarket looked like sequentially? I know your comparison was a little bit more difficult, this quarter versus the last quarter, but what did the aftermarket look like sequentially?
spk03
It was up and the bookings were up.
David Strauss
Okay. Any sort of – percentage basis it was up?
spk03
We don't give that.
David Strauss
Okay. We don't give that clarity. All right. But it was up sequentially. Okay. Thanks very much.
Operator
Thank you. And I'm showing no further questions. I would now like to turn the call back over to Liza Sable for the remarks.
Liza Sable
That concludes our call for today. We'd like to thank you all for calling in this morning.
Operator
Ladies and gentlemen, thank you for participating in today's conference. This concludes today's program. May all disconnect. Everyone have a great day.
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