Jacobs Reports Fiscal Second Quarter Earnings

DALLAS, May 6, 2020 /PRNewswire/ -- Jacobs Engineering Group Inc. (NYSE: J) today announced its financial results for the fiscal second quarter ended March 27, 2020.

Q2 2020 Highlights:

    --  Gross revenue of $3.4 billion(1) grew 10.9% year-over-year; net revenue
        grew 7.5% pro forma
    --  EPS from continuing operations of $(0.92); results include $1.94 charge
        from mark to market impact of Worley stock
    --  Adjusted EPS from continuing operations of $1.39, including $0.07 in
        discrete tax benefits
    --  Backlog increased $2.6 billion to $23.3 billion, up 12.5% year-over-year
        and up 5% on a pro forma basis
    --  Cash flow from operations of $152 million, expect strong free cash flow
        for the balance of FY20
    --  Fiscal 2020 outlook to reflect COVID-19 impact, continues to represent
        year-over-year adjusted EBITDA growth

Jacobs' Chair and CEO Steve Demetriou commented, "During this time our focus has remained on keeping our people safe, ensuring business continuity and shifting our focus to aid in COVID-19 relief efforts by delivering solutions for our customers. Our cultural and portfolio transformation over the past several years provided the foundation for rapid, thoughtful decision-making at the beginning of the crisis - and allowed us to accelerate existing digital transformation plans to quickly shift our 55,000-person global workforce to remote working, demonstrating our resiliency and ability to navigate and weather this pandemic." Demetriou continued, "This has also enabled us to demonstrate new approaches to working on a global scale, maximizing our digital strategy and tools, to shape our 'new normal' - and reinforcing our global resilience and operational readiness. And perhaps most importantly, our behaviors during this crisis have strengthened our brand with our people and allowed us to retain top talent, setting us up for long-term success."

Jacobs' President and CFO Kevin Berryman added, "Our transformed portfolio has demonstrated strong financial flexibility in the face of one of the most abrupt shocks ever to the safety, health and economic well-being of the global community. Our long-term outlook for the business, despite the short term challenges associated with COVID-19, remains intact and we expect to generate strong free cash flow for the remainder of 2020. Furthermore, our financial flexibility affords us the opportunity to invest further in our people and our business as we look to improve our capabilities, productivity and efficiencies gained as a result of the crisis. We expect to emerge from the pandemic a more agile company that is positioned for growth in fiscal 2021 and beyond."

Financial Outlook

The company now expects fiscal 2020 adjusted EBITDA of $950 million to $1,050(2) million and adjusted EPS of $4.80 to $5.30(2).

Second Quarter Review


                                                                                  
       
           Fiscal Q2 2020   
     
       Fiscal Q2 2019    
      
              Change



       
     Revenue                                                                        
            $3.4 billion     
         $3.1 billion     
            $0.3 billion



       
     Net Revenue                                                                    
            $2.8 billion     
         $2.5 billion     
            $0.3 billion



       
     GAAP Net (Loss) Earnings from Continuing Operations                       
       ($122 million)             
         $115 million   
      ($237 million)



       
     GAAP (Loss) Earnings Per Diluted Share (EPS) from Continuing Operations                      ($0.92)                  $0.82                    ($1.74)



       
     Adjusted Net Earnings from Continuing Operations                               
            $186 million     
         $166 million      
            $20 million



       
     Adjusted EPS from Continuing Operations                                                        $1.39                   $1.19                      $0.20

    ---

The company's adjusted net earnings from continuing operations and adjusted EPS from continuing operations for the second quarter of fiscal 2020 and fiscal 2019 exclude the adjustments set forth in the table below. For additional information regarding these adjustments and a reconciliation of adjusted net earnings and adjusted EPS to net (loss) earnings and EPS, respectively, as well as a reconciliation of net revenue to revenue, refer to the section entitled "Non-GAAP Financial Measures" at the end of this release.


                                          
          Fiscal Q2 2020                         
          Fiscal Q2 2019


        GAAP Net (Loss) Earnings
         from Continuing
         Operations and Diluted
         Earnings Per Share
         (EPS)                              
            $(122) million ($(0.92) per share)     
            $115 million ($0.82 per share)


        After-tax
         restructuring,
         transaction costs,  and
         other charges ($44.2
         million and $67.3
         million for the fiscal
         2020 and 2019 periods,
         respectively before
         income taxes)                         
              $33 million ($0.25 per share)      
            $55 million ($0.39 per share)


        Other adjustments
         include:                             
              $275 million ($2.06 per share)   
            $(5) million ($(0.03) per share)

         (a) add-back of
          amortization of
          intangible assets of
          $22.1 million and $18.7
          million in the 2020 and
          2019 periods,
          respectively,

         (b) the allocation to
          discontinued operations
          of estimated stranded
          corporate costs of $6.4
          million in the 2019
          period that will be
          reimbursed or otherwise
          eliminated in
          connection with the
          sale of the ECR
          business,

         (c) the reclassification
          of revenues under the
          Company's Transition
          Services Agreement
          (TSA) with Worley of
          $2.2 million, included
          in other income for
          U.S. GAAP reporting
          purposes to SG&A during
          the fiscal 2020 period,

         (d) the removal of
          $341.0 million in fair  period,
          value adjustments
          related to our
          investment in Worley
          stock (net of Worley
          stock dividend) and
          certain foreign
          currency revaluations
          relating to the ECR
          sale in the 2020

         (e) the allocation to
          discontinued operations
          of estimated interest
          expense amounts in 2019
          related to long-term
          debt that was paid down
          in connection with the
          closing of the sale of
          the ECR business of
          $18.4 million,

         (f) the add-back of
          charges resulting from
          the revaluation of
          certain deferred tax
          assets/liabilities in
          connection with U.S.
          tax reform of $37
          million in the 2019
          period and

         (g) associated income
          tax expense adjustments
          for the above pre-tax
          adjustment items.


        Adjusted Net Earnings
         from Continuing
         Operations and EPS                   
              $186 million ($1.39 per share)     
            $166 million ($1.19 per share)

    ---



                            (note: earnings per share
                             amounts may not add due to
                             rounding)

Fiscal second quarter 2020 adjusted earnings per share from continuing operations reflect an adjusted effective tax rate of 20.7%, excluding discrete tax benefit items of $9.5 million, or $0.07 per share.

Jacobs is hosting a conference call at 4:45 P.M. ET on Wednesday May 6, 2020, which it is webcasting live at www.jacobs.com.

The conference call can also be accessed by dialing (833) 520-0069 and providing passcode 9842818.

John Wood Group's Nuclear Business Acquisition

On March 6, 2020, Jacobs completed the acquisition of John Wood Group's Nuclear consulting, remediation and program management business.

About Jacobs
At Jacobs, we're challenging today to reinvent tomorrow by solving the world's most critical problems for thriving cities, resilient environments, mission-critical outcomes, operational advancement, scientific discovery and cutting-edge manufacturing, turning abstract ideas into realities that transform the world for good. With $13 billion in annual revenue and a talent force of approximately 55,000, Jacobs provides a full spectrum of professional services including consulting, technical, scientific and project delivery for the government and private sectors. Visit jacobs.com and connect with Jacobs on LinkedIn, Twitter, Facebook and Instagram.

Forward-Looking Statements
Certain statements contained in this press release constitute forward-looking statements as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such statements are intended to be covered by the safe harbor provided by the same. Statements made in this press release that are not based on historical fact are forward-looking statements. Examples of forward-looking statements include, but are not limited to, statements we make concerning the potential effects of the COVID-19 pandemic on our business, financial condition and results of operations and our expectations as to our future growth, prospects, financial outlook and business strategy for fiscal 2020 or future fiscal years. Although such statements are based on management's current estimates and expectations, and currently available competitive, financial, and economic data, forward-looking statements are inherently uncertain, and you should not place undue reliance on such statements as actual results may differ materially. We caution the reader that there are a variety of risks, uncertainties and other factors that could cause actual results to differ materially from what is contained, projected or implied by our forward-looking statements. Such factors include the magnitude, timing, duration and ultimate impact of the COVID-19 pandemic and any resulting economic downturn on our results, prospects and opportunities. Such impact includes, but is not limited to, the possible reduction in demand for certain of our services and the delay or abandonment of ongoing or anticipated projects due to the financial condition of our clients and suppliers or to governmental budget constraints; the inability of our clients to meet their payment obligations in a timely manner or at all; potential issues and risks related to a significant portion of our employees working remotely; illness, travel restrictions and other workforce disruptions that could negatively affect our supply chain and our ability to timely and satisfactorily complete our clients' projects; difficulties associated with hiring additional employees or replacing any furloughed employees; increased volatility in the capital markets that may affect our ability to access sources of liquidity on acceptable pricing or borrowing terms or at all; and the inability of governments in certain of the countries in which we operate to effectively mitigate the financial or other impacts of the COVID-19 pandemic on their economies and workforces and our operations therein. The foregoing factors and potential future developments are inherently uncertain, unpredictable and, in many cases, beyond our control. For a description of these and additional factors that may occur that could cause actual results to differ from our forward-looking statements see our Annual Report on Form 10-K for the year ended September 27, 2019, and in particular the discussions contained under Item 1 - Business; Item 1A - Risk Factors; Item 3 - Legal Proceedings; and Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations, and our Quarterly Report on Form 10-Q for the quarter ended March 27, 2020, and in particular the discussions contained under Part I, Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations; Part II, Item 1 - Legal Proceedings; and Part II, Item 1A - Risk Factors, as well as the Company's other filings with the Securities and Exchange Commission. The Company is not under any duty to update any of the forward-looking statements after the date of this press release to conform to actual results, except as required by applicable law.

(1)Reflects continuing operations as reported in accordance with GAAP.
(2)Reconciliation of the adjusted EPS outlook and adjusted EBITDA outlook for the full fiscal year to the most directly comparable GAAP measure is not available without unreasonable efforts because the Company cannot predict with sufficient certainty all the components required to provide such reconciliation, including with respect to the costs and charges relating to transaction expenses, restructuring and integration to be incurred in fiscal 2020.

Financial Highlights:



       
                
                  
             Results of Operations (in thousands, except per-share data):

    ---



                                                                                 For the Three Months Ended                                    For the Six Months Ended


                                    Unaudited                     March 27, 2020                                         March 29, 2019                    March 27, 2020              March 29, 2019

    ---


       Revenues                                                                   $
              3,427,180                                $
          3,091,596                 $
           6,787,229          $
         6,175,384


        Direct cost of contracts                                     (2,779,045)                            (2,474,755)                                     (5,494,522)          (4,990,023)



       Gross profit                                                     648,135                                 616,841                                       1,292,707            1,185,361


        Selling, general and
         administrative expenses                                       (480,357)                              (514,160)                                      (973,582)           (969,551)



       Operating Profit                                                 167,778                                 102,681                                         319,125              215,810



       Other (Expense) Income:



       Interest income                                                      985                                   1,670                                           1,931                3,774



       Interest expense                                                (15,154)                               (29,423)                                       (29,971)            (54,749)


        Miscellaneous (expense)
         income, net                                                   (330,414)                                 36,904                                       (213,719)              39,186


        Total other (expense)
         income, net                                                   (344,583)                                  9,151                                       (241,759)            (11,789)


        (Loss) Earnings from
         Continuing Operations
         Before Taxes                                                  (176,805)                                111,832                                          77,366              204,021


        Income Tax Benefit (Expense)
         for Continuing Operations                                        61,122                                   7,947                                         (7,368)            (14,811)


        Net (Loss) Earnings of the
         Group from Continuing
         Operations                                                    (115,683)                                119,779                                          69,998              189,210


        Net Earnings (Loss) of the
         Group from Discontinued
         Operations                                                       29,880                                (57,006)                                        107,468                3,153


        Net (Loss) Earnings of the
         Group                                                          (85,803)                                 62,773                                         177,466              192,363


        Net Earnings Attributable to
         Noncontrolling Interests
         from Continuing Operations                                      (6,284)                                (5,024)                                       (12,540)             (9,562)


        Net (Loss) Earnings
         Attributable to Jacobs from
         Continuing Operations                                         (121,967)                                114,755                                          57,458              179,648


        Net Earnings Attributable to
         Noncontrolling Interests
         from Discontinued
         Operations                                                            -                                  (832)                                                            (1,588)


        Net Earnings (Loss)
         Attributable to Jacobs from
         Discontinued Operations                                          29,880                                (57,838)                                        107,468                1,565


        Net (Loss) Earnings
         Attributable to Jacobs                                                     $
              (92,087)                                  $
          56,917                   $
           164,926            $
         181,213



       Net (Loss) Earnings Per Share:


        Basic Net (Loss) Earnings
         from Continuing Operations
         Per Share                                                                    $
              (0.92)                                    $
          0.83                      $
           0.43               $
         1.28


        Basic Net Earnings (Loss)
         from Discontinued
         Operations Per Share                                                           $
              0.23                                   $
          (0.42)                     $
           0.81               $
         0.01


        Basic (Loss) Earnings Per
         Share                                                                        $
              (0.69)                                    $
          0.41                      $
           1.24               $
         1.29




        Diluted Net (Loss) Earnings
         from Continuing Operations
         Per Share                                                                    $
              (0.92)                                    $
          0.82                      $
           0.43               $
         1.27


        Diluted Net Earnings (Loss)
         from Discontinued
         Operations Per Share                                                           $
              0.23                                   $
          (0.41)                     $
           0.80               $
         0.01


        Diluted (Loss) Earnings Per
         Share                                                                        $
              (0.69)                                    $
          0.41                      $
           1.23               $
         1.28



       
                
                 
             Segment Information (in thousands):

    ---



                                                                                  Three Months Ended                                    
           
              Six Months Ended


                                   Unaudited                     March 27, 2020                                   March 29, 2019                     March 27, 2020         March 29, 2019

    ---

        Revenues from External
         Customers:


        Critical Mission Solutions                                               $
              1,243,378                           $
           1,059,508                                      $
          2,425,835  $
       2,094,537


        People & Places Solutions                                     2,183,802                         2,032,088                                      4,361,394                                  4,080,847


        Pass Through Revenue                                          (641,393)                        (632,359)                                    (1,343,147)                                (1,306,637)


        People & Places Solutions
         Net Revenue                                                             $
              1,542,409                           $
           1,399,729                                      $
          3,018,247  $
       2,774,210



       Total Revenue                                                            $
              3,427,180                           $
           3,091,596                                      $
          6,787,229  $
       6,175,384



       Net Revenue                                                              $
              2,785,787                           $
           2,459,237                                      $
          5,444,082  $
       4,868,747







                                                                                  Three Months Ended                                   
           
              Six Months Ended


                                                                 March 27, 2020                                   March 29, 2019                     March 27, 2020         March 29, 2019


        Segment Operating Profit:


        Critical Mission Solutions                                                  $
              84,293                              $
           73,831                                        $
          174,715    $
       145,982


        People & Places Solutions                                       189,082                           172,689                                        367,411                                    332,148


        Total Segment Operating
         Profit                                                         273,375                           246,520                                        542,126                                    478,130


        Other Corporate Expenses
         (1)                                                          (61,216)                         (49,901)                                     (127,934)                                 (121,149)


        Restructuring, Transaction
         and Other Charges                                             (44,381)                         (93,938)                                      (95,067)                                 (141,171)


        Total U.S. GAAP Operating
         Profit                                                         167,778                           102,681                                        319,125                                    215,810


        Total Other (Expense)
         Income, net (2)                                              (344,583)                            9,151                                      (241,759)                                  (11,789)


        (Loss) Earnings from
         Continuing Operations
         Before Taxes                                                            $
              (176,805)                            $
           111,832                                         $
          77,366    $
       204,021



               (1) Other corporate expenses
                include costs that were
                previously allocated to the ECR
                segment prior to discontinued
                operations presentation in
                connection with the ECR sale in
                the approximate amount of $6.4
                million and $12.8 million for
                the three and six month periods
                ended March 29, 2019. Other
                corporate expenses also include
                intangibles amortization of
                $22.1 million and $18.7 million
                for the three-month periods
                ended March 27, 2020 and March
                29, 2019, respectively, and
                $43.9 million and $37.3 million
                for the six months ended March
                27, 2020 and March 29, 2019,
                respectively.


               (2) For the three and six month
                periods ended March 27, 2020,
                includes revenues under the
                Company's TSA with Worley of
                $2.2 million and $14.2 million,
                respectively, $(341.0) million
                and $(241.9) million in fair
                value adjustments related to
                our investment in Worley stock
                (net of Worley stock dividend)
                and certain foreign currency
                revaluations relating to the
                ECR sale, respectively, the
                amortization of deferred
                financing fees related to the
                CH2M acquisition of $0.1
                million and $0.7 million,
                respectively, and the loss on
                settlement of the U.S. pension
                plan of $0 and $2.7 million
                respectively. For the three and
                six month periods ended March
                29, 2019, includes the
                amortization of deferred
                financing fees related to the
                CH2M acquisition of $0.5
                million and $1.0 million,
                respectively and the gain on
                settlement of the CH2M portion
                of the U.S. pension plan of
                $32.4 million and $34.6
                million, respectively.



       
                
         
               Other Operational Information (in thousands):

    ---



                           Unaudited                                               For the Six Months Ended

    ---

                           Continuing
                            Operations                                 March 27, 2020                       March 29, 2019


        Depreciation (pre-
         tax)                                                                           $
              44,718           $
        41,702


        Amortization of
         Intangibles (pre-
         tax)                                                                           $
              43,939           $
        37,349


        Capital
         Expenditures                                                                   $
              61,337           $
        58,909



       
                
                  
                    Balance Sheet (in thousands):

    ---



                                    Unaudited                                      March 27, 2020                           September 27, 2019

    ---


       
                ASSETS



       Current Assets:



       Cash and cash equivalents                                                                  $
      1,655,879                           $
         631,068



       Receivables and contract assets                                                 3,178,580                 2,840,209



       Prepaid expenses and other                                                        332,395                   639,539



       Current assets held for sale                                                                                   952



       Total current assets                                                            5,166,854                 4,111,768


        Property, Equipment and Improvements, net                                         330,505                   308,143



       Other Noncurrent Assets:



       Goodwill                                                                        5,596,156                 5,432,544



       Intangibles, net                                                                  689,795                   665,076



       Miscellaneous                                                                   1,351,303                   918,202



       Noncurrent assets held for sale                                                                             26,978



       Total other noncurrent assets                                                   7,637,254                 7,042,800


                                                                                                  $
      13,134,613                        $
         11,462,711


                     LIABILITIES AND STOCKHOLDERS' EQUITY



       Current Liabilities:



       Short-term debt                                                              
              $                                         $
         199,901



       Accounts payable                                                                1,030,263                 1,072,645



       Accrued liabilities                                                             1,178,612                 1,384,379



       Contract liabilities                                                              416,009                   414,208


        Current liabilities held for sale                                                                            2,573



       Total current liabilities                                                       2,624,884                 3,073,706



       Long-term Debt                                                                  3,099,456                 1,201,245



       Other Deferred Liabilities                                                      1,797,290                 1,419,005


        Noncurrent Liabilities Held for Sale                                                                            97



       Commitments and Contingencies



       Stockholders' Equity:



       Capital stock:


        Preferred stock, $1 par value, authorized
         -1,000,000 shares; issued and
         outstanding -none


        Common stock, $1 par value, authorized -
         240,000,000 shares; issued and
         outstanding -129,984,887 shares and
         132,879,395 shares as of March 27, 2020
         and September 27, 2019, respectively                                             129,985                   132,879



       Additional paid-in capital                                                      2,569,417                 2,559,450



       Retained earnings                                                               3,808,698                 3,939,174


        Accumulated other comprehensive loss                                            (946,317)                (916,812)


        Total Jacobs stockholders' equity                                               5,561,783                 5,714,691



       Noncontrolling interests                                                           51,200                    53,967


        Total Group stockholders' equity                                                5,612,983                 5,768,658


                                                                                                  $
      13,134,613                        $
         11,462,711



       
                
                  
                  Statement of Cash Flow (in thousands):

    ---



                                                                                          For the Three Months Ended                                              For the Six Months Ended


                                    Unaudited                               March 27, 2020                                      March 29, 2019                              March 27, 2020     March 29, 2019

    ---

        Cash Flows from Operating Activities:


        Net (loss) earnings attributable to
         the Group                                                                            $
              (85,803)                          $
     62,773                                       $
           177,466   $
      192,363


        Adjustments to reconcile net earnings
         to net cash flows (used for)
         provided by operations:


        Depreciation and amortization:


        Property, equipment and improvements                                        22,566                               23,491                             44,718                                      43,812



       Intangible assets                                                           22,094                               18,678                             43,939                                      37,963


        Gain on sale of ECR business                                              (19,967)                                                              (81,910)


        Loss on investment in equity
         securities                                                                375,544                                                                270,225



       Stock based compensation                                                     9,557                               13,322                             23,835                                      28,916


        Equity in (loss) earnings of
         operating ventures, net                                                       950                              (2,184)                               235                                     (5,325)


        (Gain) Loss on disposals of assets,
         net                                                                         (283)                               3,219                              (247)                                      3,730


        (Gain) Loss on pension and retiree
         medical plan changes                                                                                         (32,449)                             2,651                                    (34,621)



       Deferred income taxes                                                     (29,047)                             (4,928)                            73,440                                    (31,008)


        Changes in assets and liabilities,
         excluding the effects of businesses
         acquired:


        Receivables and contract assets, net
         of contract liabilities                                                 (117,610)                            (15,430)                         (213,685)                                   (194,850)


        Prepaid expenses and other current
         assets                                                                    (4,625)                               8,535                            (8,777)                                     47,733



       Accounts payable                                                         (117,285)                            (25,645)                         (152,665)                                     (6,754)



       Accrued liabilities                                                        182,523                              112,185                           (53,567)                                   (57,763)



       Other deferred liabilities                                                (92,946)                              31,678                          (153,508)                                    (48,761)



             Other, net                                                             6,486                             (23,776)                            42,818                                    (30,667)


                  Net cash provided by (used for)
                   operating activities                                            152,154                              169,469                             14,968                                    (55,232)


        Cash Flows from Investing Activities:


        Additions to property and equipment                                       (39,077)                            (40,759)                          (61,337)                                   (61,480)


        Disposals of property and equipment
         and other assets                                                               38                                7,035                                 38                                       7,240


        Distributions of capital from
         (contributions to) equity investees                                         (358)                             (2,938)                          (12,358)                                    (3,904)


        Acquisitions of businesses, net of
         cash acquired                                                           (286,534)                                                             (286,534)


        Proceeds (payments) related to sales
         of businesses                                                             (5,061)                                                               (5,061)


        Purchases of noncontrolling interests                                                                                                                                                       (1,113)


                   Net cash (used for) provided by
                    investing activities                                         (330,992)                            (36,662)                         (365,252)                                    (59,257)


        Cash Flows from Financing Activities:


        Net proceeds from borrowings                                             1,500,755                              168,514                          1,711,371                                     695,571



       Debt issuance costs                                                        (1,807)                             (3,741)                           (1,807)                                    (3,741)


        Proceeds from issuances of common
         stock                                                                      12,719                               18,363                             18,920                                      25,945



       Common stock repurchases                                                 (285,822)                           (346,636)                          (285,822)                                   (488,435)


        Taxes paid on vested restricted stock                                        (407)                             (1,805)                          (24,742)                                   (20,317)


        Cash dividends, including to
         noncontrolling interests                                                 (37,913)                            (27,787)                          (63,530)                                   (56,390)


        Net cash provided by (used for)
         financing activities                                                    1,187,525                            (193,092)                          1,354,390                                     152,633


        Effect of Exchange Rate Changes                                             27,980                              (2,979)                            20,705                                      19,136


        Net Increase (decrease) in Cash and
         Cash Equivalents                                                        1,036,667                             (63,264)                         1,024,811                                      57,280


        Cash and Cash Equivalents at the
         Beginning of the Period                                                   619,212                              913,902                            631,068                                     793,358


        Cash and Cash Equivalents at the End
         of the Period                                                           1,655,879                              850,638                          1,655,879                                     850,638


        Less Cash and Cash Equivalents
         included in Assets held for Sale                                                                            (176,090)                                                                     (176,090)


        Cash and Cash Equivalents of
         Continuing Operations at the End of
         the Period                                                                          $
              1,655,879                          $
     674,548                                     $
           1,655,879   $
      674,548



       
               
        
     Backlog (in millions):

    ---



                              March 27, 2020                     March 29, 2019


         Critical
         Mission
         Solutions                              $
      9,135                   $
       7,285


         People
         &
         Places
         Solutions                    14,156              13,428


                   Total                       $
      23,291                  $
       20,713

Non-GAAP Financial Measures:

In this press release, the Company has included certain non-GAAP financial measures as defined in Regulation G promulgated under the Securities Exchange Act of 1934, as amended. The non-GAAP financial measures included in this press release are net revenue, adjusted net earnings from continuing operations, adjusted EPS from continuing operations and adjusted EBITDA.

Net revenue is calculated excluding pass-through revenue of the Company's People & Places Solutions segment from the Company's revenue from continuing operations. Adjusted net earnings from continuing operations and adjusted EPS from continuing operations are non-GAAP financial measures that are calculated by (i) excluding the costs related to the 2015 restructuring activities, which included involuntary terminations, the abandonment of certain leased offices, combining operational organizations and the co-location of employees into other existing offices; and charges associated with our Europe, U.K. and Middle East region, which included write-offs on contract accounts receivable and charges for statutory redundancy and severance costs (collectively, the "2015 Restructuring and other items"); (ii) excluding costs and other charges associated with restructuring activities implemented in connection with the KeyW, CH2M and John Wood Group nuclear business acquisitions, the sale of the ECR business and other related cost reduction initiatives, which included involuntary terminations, costs associated with co-locating Jacobs, KeyW and CH2M offices, separating physical locations of ECR and continuing operations, costs and expenses of the Integration Management Office and Separation Management Office, including professional services and personnel costs, costs and charges associated with the divestiture of joint venture interests to resolve potential conflicts arising from the CH2M acquisition, expenses relating to certain commitments and contingencies relating to discontinued operations of the CH2M business, charges associated with certain operations in India, which included write-offs on contract accounts receivable and other accruals, and similar costs and expenses (collectively referred to as the "Restructuring and other charges"); (iii) excluding transaction costs and other charges incurred in connection with closing of the KeyW, CH2M and John Wood Group nuclear business acquisitions, and sale of the ECR business (to the extent incurred prior to the closing), including advisor fees, change in control payments, costs and expenses relating to the registration and listing of Jacobs stock issued in connection with the CH2M acquisition, and similar transaction costs and expenses (collectively referred to as "transaction costs"); (iv) adding back amortization of intangible assets; (v) allocating to discontinued operations estimated stranded corporate costs that will be reimbursed or otherwise eliminated in connection with the sale of the ECR business; (vi) the reclassification of revenue under the Company's transition services agreement (TSA) included in other income for U.S. GAAP reporting purposes to SG&A and the exclusion of remaining unreimbursed costs associated with the TSA; (vii) allocating to discontinued operations estimated interest expense relating to long-term debt that was paid down with the proceeds of the ECR sale; (viii) the removal of fair value adjustments and dividend income related to the Company's investment in Worley stock and certain foreign currency revaluations relating to ECR sale proceeds; (ix) the exclusion of a one-time favorable adjustment in the fiscal 2019 period associated with a reduction of deferred income taxes for permanently reinvested earnings from non-U.S. subsidiaries in connection with the sale of the ECR business; (x) excluding charges resulting from the revaluation of certain deferred tax assets/liabilities in connection with U.S. tax reform; (xi) adding back depreciation and amortization relating to the ECR business of the Company that was ceased as a result of the application of held-for-sale accounting; and (xii) other income tax adjustments. Adjustments to derive adjusted net earnings from continuing operations and adjusted EPS from continuing operations are calculated on an after-tax basis. We believe that net revenue, adjusted net earnings from continuing operations, adjusted EPS from continuing operations and adjusted EBITDA are useful to management, investors and other users of our financial information in evaluating the Company's operating results and understanding the Company's operating trends by excluding or adding back the effects of the items described above, the inclusion or exclusion of which can obscure underlying trends. Additionally, management uses such measures in its own evaluation of the Company's performance, particularly when comparing performance to past periods, and believes these measures are useful for investors because they facilitate a comparison of our financial results from period to period.

Adjusted EBITDA for prior periods is calculated by adding depreciation expense to adjusted operating profit from continuing operations. For fiscal 2020 outlook, the Company calculated adjusted EBITDA by adding income tax expense, depreciation expense and interest expense, and deducting interest income from adjusted net earnings from continuing operations.

The Company provides non-GAAP measures to supplement U.S. GAAP measures, as they provide additional insight into the Company's financial results. However, non-GAAP measures have limitations as analytical tools and should not be considered in isolation and are not in accordance with, or a substitute for, U.S. GAAP measures. In addition, other companies may define non-GAAP measures differently, which limits the ability of investors to compare non-GAAP measures of the Company to those used by our peer companies.

The following tables reconcile the components and values of U.S. GAAP revenue, net earnings from continuing operations, EPS from continuing operations and revenue to the corresponding "adjusted" amounts. For the comparable periods presented below, such adjustments consist of amounts incurred in connection with the items described above. Amounts are shown in thousands, except for per-share data (note: earnings per share amounts may not add across due to rounding). Reconciliation of the adjusted EPS and adjusted EBITDA outlook for the full fiscal year to the most directly comparable GAAP measure is not available without unreasonable efforts because the Company cannot predict with sufficient certainty all the components required to provide such reconciliation (note: earnings per share amounts may not add across due to rounding).



       
                
           
             U.S. GAAP Reconciliation for the second quarter of fiscal 2020 and 2019

    ---



                                                                                                  
              
                Three Months Ended


                                                                                                    
              
                March 27, 2020


                             Unaudited                     U.S. GAAP                                                      Effects of                           Other                               Adjusted
                                                                                                            Restructuring,                         Adjustments
                                                                                                                                                                 (1)
                                                                                                                       Transaction and
                                                                                                            Other Charges

    ---


       Revenues                                                       $
              3,427,180                                                                
           $                                   
       $                     $
           3,427,180


        Pass through revenue                                                                                                                                                      (641,393)                           (641,393)


        Net revenue                                        3,427,180                                                                                                               (641,393)                           2,785,787


        Direct cost of
         contracts                                       (2,779,045)                                                                                                                641,393                         (2,137,652)


        Gross profit                                         648,135                                                                                                                                                    648,135


        Selling, general and
         administrative
         expenses                                          (480,357)                                                                       44,381                                     24,359                           (411,617)


        Operating Profit                                     167,778                                                                        44,381                                     24,359                             236,518


        Total other
         (expense) income,
         net                                               (344,583)                                                                        (200)                                   338,797                             (5,986)


        (Loss) Earnings from
         Continuing
         Operations Before
         Taxes                                             (176,805)                                                                       44,181                                    363,156                             230,532


        Income Tax Benefit
         (Expense) for
         Continuing
         Operations                                           61,122                                                                      (11,349)                                   (87,833)                           (38,060)


        Net (Loss) Earnings
         of the Group from
         Continuing
         Operations                                        (115,683)                                                                       32,832                                    275,323                             192,472


        Net Earnings
         Attributable to
         Noncontrolling
         Interests from
         Continuing
         Operations                                          (6,284)                                                                                                                                                   (6,284)


        Net (Loss) Earnings
         from Continuing
         Operations
         attributable to
         Jacobs                                            (121,967)                                                                       32,832                                    275,323                             186,188


        Net Earnings
         Attributable to
         Discontinued
         Operations                                           29,880                                                                                                                                                     29,880


        Net (Loss) Earnings
         attributable to
         Jacobs                                                         $
              (92,087)                                                                          $
       32,832                             $
            275,323      $
           216,068


        Diluted Net (Loss)
         Earnings from
         Continuing
         Operations Per
         Share                                                            $
              (0.92)                                                                            $
       0.25                                $
            2.06         $
           1.39


        Diluted Net Earnings
         (Loss) from
         Discontinued
         Operations Per
         Share                                                              $
              0.23                                                                
           $                                   
       $                          $
           0.22


        Diluted (Loss)
         Earnings Per Share                                               $
              (0.69)                                                                            $
       0.25                                $
            2.06         $
           1.62


        Operating profit
         margin                                        4.9
            %                                                                                                                          8.5
     %



               (1) Includes (a) the removal of pass
                through revenues and costs for the
                People & Places Solutions line of
                business for the calculation of
                operating profit margin as a percentage
                of net revenue of $641.4 million, (b)
                the removal of amortization of
                intangible assets of $22.1 million, (c)
                the reclassification of revenues under
                the Company's TSA of $2.2 million
                included in other income for U.S. GAAP
                reporting purposes to SG&A, (d) the
                removal of $341.0 million in fair value
                adjustments related to our investment
                in Worley stock (net of Worley stock
                dividend) and certain foreign currency
                revaluations relating to the ECR sale
                and (e) associated income tax expense
                adjustments for the above pre-tax
                adjustment items.


               (2) Because GAAP net (loss) earnings
                from continuing operations was a loss,
                the effect of antidilutive securities
                of 1,032 was excluded from the
                denominator in calculating diluted EPS.
                Because adjusted net (loss) earnings
                from continuing operations was income,
                the effective of the securities was
                dilutive and was included in the
                denominator in calculating adjusted
                diluted EPS.


                                                                        
        
                Three Months Ended


                                                                          
        
                March 29, 2019


                             Unaudited      U.S. GAAP                                     Effects of                         Other                                Adjusted
                                                                            Restructuring,                       Adjustments
                                                                            Transaction and                                    (1)
                                                                             Other Charges

    ---


       Revenues                                      $
          3,091,596                                                   
           $                                     
      $                    $
           3,091,596


        Pass through revenue                                                                                                                    (632,359)                           (632,359)


        Net revenue                         3,091,596                                                                                            (632,359)                           2,459,237


        Direct cost of
         contracts                        (2,474,755)                                                   (3,383)                                   632,359                         (1,845,779)


        Gross profit                          616,841                                                    (3,383)                                                                      613,458


        Selling, general and
         administrative
         expenses                           (514,160)                                                    97,321                                     25,078                           (391,761)


        Operating Profit                      102,681                                                     93,938                                     25,078                             221,697


        Total other income
         (expense), net                         9,151                                                   (26,602)                                     18,403                                 952


        Earnings from
         Continuing
         Operations Before
         Taxes                                111,832                                                     67,336                                     43,481                             222,649


        Income Tax Benefit
         (Expense) for
         Continuing
         Operations                             7,947                                                   (11,949)                                   (48,097)                           (52,099)


        Net Earnings (Loss)
         of the Group from
         Continuing
         Operations                           119,779                                                     55,387                                    (4,616)                            170,550


        Net Earnings
         Attributable to
         Noncontrolling
         Interests from
         Continuing
         Operations                           (5,024)                                                                                                                                (5,024)


        Net Earnings from
         Continuing
         Operations
         attributable to
         Jacobs                               114,755                                                     55,387                                    (4,616)                            165,526


        Net (Loss) Earnings
         Attributable to
         Discontinued
         Operations                          (57,838)                                                     3,783                                   (24,489)                           (78,544)


        Net earnings
         attributable to
         Jacobs                                          $
          56,917                                                             $
       59,170                              $
           (29,105)      $
           86,982


        Diluted Net Earnings
         (Loss) from
         Continuing
         Operations Per
         Share                                             $
          0.82                                                               $
       0.39                                $
           (0.03)        $
           1.19


        Diluted Net Earnings
         (Loss) from
         Discontinued
         Operations Per
         Share                                           $
          (0.41)                                                              $
       0.02                                $
           (0.18)      $
           (0.56)


        Diluted Earnings Per
         Share                                             $
          0.41                                                               $
       0.43                                $
           (0.21)        $
           0.62


        Operating profit
         margin                        3.32
            %                                                                                                       9.01
      %



               (1) Includes (a) the removal of pass
                through revenues and costs for the
                People & Places Solutions line of
                business for the calculation of
                operating profit margin as a
                percentage of net revenue of $632.4
                million, (b) the removal of
                amortization of intangible assets of
                $18.7 million, (c) the allocation to
                discontinued operations of estimated
                stranded corporate costs of $6.4
                million that would have been
                reimbursed under the ECR transition
                services agreement (TSA) with Worley
                Parsons or otherwise eliminated from
                the ongoing operations in connection
                with the sale of the ECR business,
                (d) the allocation to discontinued
                operations of estimated interest
                expense for the full period related
                to long-term debt that was paid down
                as a result of the closing of the
                sale of the ECR business of $18.4
                million, (e) the exclusion of
                approximately $37.0 million in one-
                time favorable income tax adjustment
                associated with reduction of deferred
                income taxes for permanently
                reinvested earnings from non-U.S.
                subsidiaries in connection with the
                sale of the ECR business, (f) the
                add-back of depreciation relating to
                the ECR business that was ceased as a
                result of the application of held-
                for-sale accounting of $(5.8)
                million and (g) associated income tax
                expense adjustments for all the above
                pre-tax adjustment items.


                                                                        
         
                Six Months Ended


                                                                         
         
                March 27, 2020


                             Unaudited      U.S. GAAP                                    Effects of                         Other                                  Adjusted
                                                                           Restructuring,                       Adjustments
                                                                           Transaction and                                    (1)
                                                                            Other Charges

    ---


       Revenues                                      $
          6,787,229                                                  
           $                                         
     $                     $
           6,787,229


        Pass through revenue                                                                                                                   (1,343,147)                           (1,343,147)


        Net revenue                         6,787,229                                                                                           (1,343,147)                             5,444,082


        Direct cost of
         contracts                        (5,494,522)                                                                                            1,343,147                           (4,151,375)


        Gross profit                        1,292,707                                                                                                                                  1,292,707


        Selling, general and
         administrative
         expenses                           (973,582)                                                   95,067                                       58,879                             (819,636)


        Operating Profit                      319,125                                                    95,067                                       58,879                               473,071


        Total other
         (expense) income,
         net                                (241,759)                                                    2,799                                      227,691                              (11,269)


        Earnings from
         Continuing
         Operations Before
         Taxes                                 77,366                                                    97,866                                      286,570                               461,802


        Income Tax Expense
         for Continuing
         Operations                           (7,368)                                                 (24,782)                                     (69,193)                            (101,343)


        Net Earnings of the
         Group from
         Continuing
         Operations                            69,998                                                    73,084                                      217,377                               360,459


        Net (Earnings) Loss
         Attributable to
         Noncontrolling
         Interests from
         Continuing
         Operations                          (12,540)                                                                                                                                  (12,540)


        Net Earnings from
         Continuing
         Operations
         attributable to
         Jacobs                                57,458                                                    73,084                                      217,377                               347,919


        Net Earnings
         Attributable to
         Discontinued
         Operations                           107,468                                                                                                                                    107,468


        Net earnings
         attributable to
         Jacobs                                         $
          164,926                                                            $
       73,084                                 $
             217,377     $
            455,387


        Diluted Net Earnings
         from Continuing
         Operations Per
         Share                                             $
          0.43                                                              $
       0.54                                    $
             1.62        $
            2.59


        Diluted Net Earnings
         from Discontinued
         Operations Per
         Share                                             $
          0.80                                                  
           $                                         
     $                         $
            0.80


        Diluted Earnings Per
         Share                                             $
          1.23                                                              $
       0.54                                    $
             1.62        $
            3.39


        Operating profit
         margin                        4.70
            %                                                                                                        8.69
        %




               (1) Includes (a) the removal of pass
                through revenues and costs for the
                People & Places Solutions line of
                business for the calculation of
                operating profit margin as a percentage
                of net revenue of $1.3 billion, (b) the
                removal of amortization of intangible
                assets of $43.9 million, (c) the
                reclassification of revenues under the
                Company's TSA of $14.2 million included
                in other income for U.S. GAAP reporting
                purposes to SG&A, (d) the removal of
                $241.9 million in fair value
                adjustments related to our investment
                in Worley stock (net of Worley stock
                dividend) and certain foreign currency
                revaluations relating to the ECR sale
                and (e) associated income tax expense
                adjustments for the above pre-tax
                adjustment items.


                                                                      
      
                Six Months Ended


                                                                       
      
                March 29, 2019


                             Unaudited      U.S. GAAP                                     Effects of                         Other                                  Adjusted
                                                                            Restructuring,                       Adjustments
                                                                            Transaction and                                    (1)
                                                                             Other Charges

    ---


       Revenues                                      $
          6,175,384                                                   
           $                                         
     $                     $
            6,175,384


        Pass through revenue                                                                                                                    (1,306,637)                           (1,306,637)


        Net revenue                         6,175,384                                                                                            (1,306,637)                             4,868,747


        Direct cost of
         contracts                        (4,990,023)                                                     (512)                                   1,306,637                           (3,683,898)


        Gross profit                        1,185,361                                                      (512)                                                                        1,184,849


        Selling, general and
         administrative
         expenses                           (969,551)                                                   141,683                                       50,149                             (777,719)


        Operating Profit                      215,810                                                    141,171                                       50,149                               407,130


        Total other
         (expense) income,
         net                                 (11,789)                                                  (28,262)                                       36,470                               (3,581)


        Earnings from
         Continuing
         Operations Before
         Taxes                                204,021                                                    112,909                                       86,619                               403,549


        Income Tax Expense
         for Continuing
         Operations                          (14,811)                                                  (21,769)                                     (47,959)                             (84,539)


        Net Earnings of the
         Group from
         Continuing
         Operations                           189,210                                                     91,140                                       38,660                               319,010


        Net (Earnings) Loss
         Attributable to
         Noncontrolling
         Interests from
         Continuing
         Operations                           (9,562)                                                                                                                                    (9,562)


        Net Earnings from
         Continuing
         Operations
         attributable to
         Jacobs                               179,648                                                     91,140                                       38,660                               309,448


        Net Earnings
         Attributable to
         Discontinued
         Operations                             1,565                                                      3,855                                     (47,799)                             (42,379)


        Net earnings
         attributable to
         Jacobs                                         $
          181,213                                                             $
       94,995                                 $
             (9,139)     $
            267,069


        Diluted Net Earnings
         from Continuing
         Operations Per
         Share                                             $
          1.27                                                               $
       0.65                                    $
             0.27         $
            2.18


        Diluted Net Earnings
         from Discontinued
         Operations Per
         Share                                             $
          0.01                                                               $
       0.03                                  $
             (0.34)      $
            (0.30)


        Diluted Earnings Per
         Share                                             $
          1.28                                                               $
       0.67                                  $
             (0.06)        $
            1.88


        Operating profit
         margin                        3.49
            %                                                                                                         8.36
        %



               (1) Includes (a) the removal of pass
                through revenues and costs for the
                People & Places Solutions line of
                business for the calculation of
                operating profit margin as a percentage
                of net revenue of $1.31 billion, (b) the
                removal of amortization of intangible
                assets of $37.3 million, (c) the
                allocation to discontinued operations of
                estimated stranded corporate costs of
                $12.8 million that will be reimbursed
                under the ECR  transition services
                agreement (TSA) with Worley Parsons or
                otherwise eliminated from the ongoing
                operations in connection with the sale
                of the ECR business, (d) the allocation
                to discontinued operations of estimated
                interest expense for the full period
                related to long-term debt that has been
                paid down as a result of the ECR sale
                of$36.5 million, (e) the exclusion of
                approximately $37.0 million in one-time
                favorable income tax adjustment
                associated with reduction of deferred
                income taxes for permanently reinvested
                earnings from non-U.S. subsidiaries in
                connection with the sale of the ECR
                business, (f) the add-back of charges
                resulting from the revaluation of
                certain deferred tax assets/liabilities
                in connection with U.S. tax reform from
                the first quarter of $11.0 million and
                (g) the add-back of depreciation
                relating to the ECR business that was
                ceased as a result of the application of
                held-for-sale accounting of $(11.0)
                million and (h) associated income tax
                expense adjustments for all the above
                pre-tax adjustment items.



       
                
                  Earnings Per Share:

    ---



                                                                       Three Months Ended                                              Six Months Ended


                                    Unaudited           March 27, 2020                               March 29, 2019                  March 27, 2020     March 29, 2019

    ---

                     Numerator for Basic and
                      Diluted EPS:


        Net (loss) earnings
         attributable to Jacobs
         from continuing
         operations                                                    $
              (121,967)                        $
        114,755                                  $
        57,458   $
        179,648


        Net earnings from
         continuing operations
         allocated to
         participating securities                                                             (191)                                 (20)                                 (338)


                     Net (loss) earnings from
                      continuing operations
                      allocated to common
                      stock for EPS
                      calculation                                      $
              (121,967)                        $
        114,564                                  $
        57,438   $
        179,310




        Net earnings (loss)
         attributable to Jacobs
         from discontinued
         operations                                                       $
              29,880                        $
        (57,838)                                $
        107,468     $
        1,565


        Net (earnings) loss from
         discontinued operations
         allocated to
         participating securities                                                                96                                  (38)                                   (3)


                     Net earnings (loss) from
                      discontinued operations
                      allocated to common
                      stock for EPS
                      calculation                                         $
              29,880                        $
        (57,742)                                $
        107,430     $
        1,562




                     Net (loss) earnings
                      allocated to common
                      stock for EPS
                      calculation                                       $
              (92,087)                         $
        56,822                                 $
        164,868   $
        180,872




                     Denominator for Basic and
                      Diluted EPS:


        Weighted average basic
         shares                                                132,556                       138,566                               132,879                                140,509


        Shares allocated to
         participating securities                                 (25)                        (231)                                 (47)                                 (264)


                     Shares used for
                      calculating basic EPS
                      attributable to common
                      stock                                    132,531                       138,335                               132,832                                140,245




                     Effect of dilutive
                      securities:


        Stock compensation plans
         (1)                                                                                   981                                 1,258                                  1,202


                     Shares used for
                      calculating diluted EPS
                      attributable to common
                      stock                                    132,531                       139,316                               134,090                                141,447




                     Net Earnings Per Share:


        Basic Net (Loss) Earnings
         from Continuing
         Operations Per Share                                             $
              (0.92)                           $
        0.83                                    $
        0.43      $
        1.28


        Basic Net Earnings from
         Discontinued Operations
         Per Share                                                          $
              0.23                          $
        (0.42)                                   $
        0.81      $
        0.01


                     Basic (Loss) Earnings Per
                      Share                                               $
              (0.69)                           $
        0.41                                    $
        1.24      $
        1.29


        Diluted Net (Loss)
         Earnings from Continuing
         Operations Per Share                                             $
              (0.92)                           $
        0.82                                    $
        0.43      $
        1.27


        Diluted Net Earnings from
         Discontinued Operations
         Per Share                                                          $
              0.23                          $
        (0.41)                                   $
        0.80      $
        0.01


                     Diluted (Loss) Earnings
                      Per Share                                           $
              (0.69)                           $
        0.41                                    $
        1.23      $
        1.28



               (1) For the three months ended
                March 27, 2020, because net
                (loss) earnings from continuing
                operations was a loss, the
                effect of antidilutive
                securities of 1,032 was
                excluded from the denominator
                in calculating diluted EPS.

For additional information contact:

Investors:
Jonathan Doros, 214-583-8596
jonathan.doros@jacobs.com

Media:
Marietta Hannigan, 214-920-8035
marietta.hannigan@jacobs.com

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SOURCE Jacobs