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