Jacobs Reports Strong Fiscal Second Quarter 2025 Results

By PR Newswire | May 06, 2025, 6:45 AM

Backlog Grows by 20% Year-Over-Year with TTM Book-to-Bill Ratio of 1.3x

Repurchased $351 Million of Jacobs Shares During Q2 and $552 Million in First Half of FY25

Exited Company's Retained Stake in AMTM and Announced May 30th Distribution of Remaining Shares

Reaffirming FY 2025 Guidance

DALLAS, May 6, 2025 /PRNewswire/ -- Jacobs Solutions Inc. (NYSE: J) today announced its financial results for the fiscal second quarter ended March 28, 2025.

Q2 2025 Highlights1:

  • Gross revenue of $2.9 billion grew 2.2% y/y; adjusted net revenue2 up 3.1% y/y
  • Revenue and profit adversely impacted by a reserve following an interim ruling against a consolidated JV in Q2 2025
  • GAAP net earnings of $11.2 million; adjusted EBITDA2 of $287 million
  • Recorded $109.5 million in mark-to-market losses on Amentum (AMTM) investment, reducing Q2 2025 GAAP net income and EPS
  • EPS of $0.10; adjusted EPS2 of $1.43
  • Backlog of $22.2 billion, up 20.0% y/y; Q2 book-to-bill 1.1x (1.3x TTM)

Jacobs' Chair and CEO Bob Pragada commented, "We ended the first half of FY25 with solid performance across our business, led by strong Life Sciences, Transportation and Energy & Power revenue growth within Infrastructure & Advanced Facilities (I&AF). Additionally, we saw strong results in PA Consulting, with revenue growth increasing to 5% in the second quarter, driving 12% operating profit growth for the segment. As we look ahead to the second half of the fiscal year, we continue to see tailwinds in both segments from robust bookings as well as a healthy pipeline of opportunities across our end markets. Based on this performance, we are reaffirming our full-year fiscal 2025 guidance."

Jacobs' CFO Venk Nathamuni added, "We delivered strong second quarter results. We saw sequential improvement in GAAP EPS and net margin, with good year-over-year growth in adjusted EBITDA, adjusted EBITDA margin and adjusted EPS. We are pleased we were able to offset the bottom line impact from an adverse interim ruling against a consolidated JV in which the Company holds a 50% interest. This demonstrates our strong core operating performance during Q2 2025 and puts us on track to achieve our full-year targets.

"We returned record amounts of capital back to shareholders in the first half of the year, repurchasing $351 million of our shares in Q2 2025 and $552 million in H1 2025, demonstrating our commitment to capital returns. We also retired $312 million in debt via an equity for debt exchange using our stake in AMTM, and refinanced approximately $700 million of existing debt at a lower interest rate, putting our balance sheet in excellent shape exiting Q2 2025. Subsequent to Q2 2025 close, we successfully completed a key milestone in connection with the separation of the former CMS and C&I businesses by finalizing the post-closing adjustment to working capital, enabling incremental debt reduction during Q3 2025, and receiving Board approval to distribute the remaining Amentum shares to our shareholders on May 30th." 

Financial Outlook3

The Company reaffirms its fiscal 2025 outlook for adjusted net revenue to grow mid-to-high single digits over fiscal 2024, adjusted EBITDA margin to range from 13.8-14.0%, reported free cash flow (FCF) conversion to exceed 100% of net income and an adjusted EPS range of $5.85-$6.20.

1All data reflects continuing operations only.

2See Non-GAAP Financial Measures and Operating Metrics, and GAAP Reconciliations at the end of the press release for additional detail.

3Reconciliation of fiscal 2025 adjusted EBITDA margin, adjusted EPS and expectations for adjusted net revenue growth and reported FCF conversion 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 2025.

Second Quarter Review (in thousands, except per-share data)



Fiscal Q2 2025

Fiscal Q2 2024

Change

Revenue

$2,910,415

$2,847,179

$63,236

Adjusted Net Revenue1

$2,138,946

$2,074,492

$64,454

GAAP Net Earnings from Continuing Operations

$11,162

$92,236

($81,074)

GAAP Earnings Per Diluted Share (EPS) from

Continuing Operations

$0.10

$0.73

($0.63)

Adjusted Net Earnings from Continuing Operations1

$175,517

$147,740

$27,777

Adjusted EPS from Continuing Operations1

$1.43

$1.17

$0.26

U.S. GAAP effective tax rate from Continuing Operations

90.6 %

30.1 %

60.5 %

Adjusted effective tax rate from Continuing Operations1

26.0 %

27.3 %

(1.3) %



1See "Non-GAAP Financial Measures and Operating Metrics" and the GAAP Reconciliation tables that follow for additional detail. 

The Company's adjusted net earnings from continuing operations and adjusted EPS from continuing operations for the second quarter of fiscal 2025 and fiscal 2024 exclude certain adjustments that are further described in the section entitled "Non-GAAP Financial Measures" at the end of this release. For a reconciliation of Revenue to Adjusted Net Revenue, see "Segment Information" below.

Jacobs is hosting a conference call at 10:00 A.M. ET on Tuesday, May 6, 2025, which it is webcasting live at www.jacobs.com.

Forward-Looking Statements

Certain statements contained in this press release constitute forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that do not directly relate to any historical or current fact. When used herein, words such as "expects," "anticipates," "believes," "seeks," "estimates," "plans," "intends," "future," "will," "would," "could," "can," "may," "target," "goal" and similar words are intended to identify forward-looking statements. Examples of forward-looking statements include, but are not limited to, statements we make concerning our expectations as to our future growth, prospects, financial outlook and business strategy, including our expectations for our fiscal year 2025 adjusted EBITDA margin and adjusted EPS, adjusted net revenue growth, and reported free cash flow conversion, as well as our expectations for our effective tax rates. Although such statements are based on management's current estimates and expectations, and/or 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:

  • general economic conditions, including inflation and the actions taken by monetary authorities in response to inflation, changes in interest rates and foreign currency exchange rates, changes in capital markets and stock market volatility, instability in the banking industry, labor shortages, or the impact of a possible recession or economic downturn or changes to monetary or fiscal policies or priorities in the U.S. and the other countries where we do business on our results, prospects and opportunities;
  • competition from existing and future competitors in our target markets, as well as the possible reduction in demand for certain of our product solutions and services, including delays in the timing of the award of projects or reduction in funding, or the abandonment of ongoing or anticipated projects due to the financial condition of our clients and suppliers or due to governmental budget constraints or changes to governmental budgetary priorities, or the inability of our clients to meet their payment obligations in a timely manner or at all;
  • our ability to fully execute on our corporate strategy, including the impact of acquisitions, strategic alliances, divestitures, and other strategic events resulting from evolving business strategies, including on our ability to maintain our culture and retain key personnel, customers or suppliers, or our ability to achieve the cost-savings and synergies contemplated by our recent acquisitions within the expected time frames or to achieve them fully and to successfully integrate acquired businesses while retaining key personnel, and our ability to invest in the tools needed to implement our strategy;
  • financial market risks that may affect us, including by affecting our access to capital, the cost of such capital and/or our funding obligations under defined benefit pension and postretirement plans;
  • legislative changes, including potential changes to the amounts provided for under the Infrastructure Investment and Jobs Act, as well as other legislation and executive orders related to governmental spending, including any directive to federal agencies to reduce federal spending or the size of the federal workforce, and changes in U.S. or foreign tax laws, statutes, rules, regulations or ordinances, including the impact of, and changes to tariffs and retaliatory tariffs or trade policies, that may adversely impact our future financial positions or results of operations;
  • increased geopolitical uncertainty and risks, including policy risks and potential civil unrest, relating to the outcome of elections across our key markets and elevated geopolitical tension and conflicts, including the Russia-Ukraine and Israel-Hamas conflicts and the escalating tensions in the Middle East, among others; and
  • the impact of any pandemic, and any resulting economic downturn on our results, prospects and opportunities, measures or restrictions imposed by governments and health officials in response to the pandemic, as well as the inability of governments in certain of the countries in which we operate to effectively mitigate the financial or other impacts of any future pandemics or infectious disease outbreaks 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 the Company's filings with the U.S. Securities and Exchange Commission, including in particular the discussions contained in our fiscal 2024 Annual Report on Form 10-K 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 in our most recently filed Quarterly Report on Form 10-Q under Part I, Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations, and Part II, Item 1 - Legal Proceedings and Item 1A - Risk Factors. 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.

About Jacobs

At Jacobs, we're challenging today to reinvent tomorrow – delivering outcomes and solutions for the world's most complex challenges. With approximately $12 billion in annual revenue and a team of almost 45,000, we provide end-to-end services in advanced manufacturing, cities & places, energy, environmental, life sciences, transportation and water. From advisory and consulting, feasibility, planning, design, program and lifecycle management, we're creating a more connected and sustainable world. See how at jacobs.com and connect with us on LinkedIn, Instagram, X and Facebook.

 Financial Highlights:



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





For the Three Months Ended



For the Six Months Ended

Unaudited

March 28, 2025



March 29, 2024



March 28, 2025



March 29, 2024

Revenues

$        2,910,415



$        2,847,179



$        5,843,371



$        5,657,406

Direct cost of contracts

(2,172,070)



(2,135,217)



(4,383,759)



(4,280,715)

Gross profit

738,345



711,962



1,459,612



1,376,691

Selling, general and administrative expenses

(529,697)



(528,718)



(1,042,546)



(1,051,448)

Operating Profit

208,648



183,244



417,066



325,243

Other Income (Expense):















Interest income

9,525



8,702



19,181



16,221

Interest expense

(38,580)



(44,232)



(73,399)



(87,583)

Loss on extinguishment of debt

(20,510)





(20,510)



Miscellaneous expense

(103,260)



(3,705)



(233,367)



(6,668)

Total other expense, net

(152,825)



(39,235)



(308,095)



(78,030)

Earnings from Continuing Operations Before Taxes

55,823



144,009



108,971



247,213

Income Tax Expense from Continuing Operations

(50,576)



(43,364)



(107,725)



(11,754)

Net Earnings of the Group from Continuing Operations

5,247



100,645



1,246



235,459

Net (Loss) Earnings of the Group from Discontinued

Operations, net of tax

(5,550)



72,889



(6,551)



119,530

Net (Loss) Earnings of the Group

(303)



173,534



(5,305)



354,989

Net Loss (Earnings) Attributable to Noncontrolling

Interests from Continuing Operations

11,731



(4,327)



5,651



(8,179)

Net Earnings Attributable to Redeemable Noncontrolling interests

(5,816)



(4,082)



(12,863)



(6,700)

Net Earnings (Loss) Attributable to Jacobs from

Continuing Operations

11,162



92,236



(5,966)



220,580

Net Earnings Attributable to Noncontrolling Interests

from Discontinued Operations



(3,013)



$                  —



(6,388)

Net (Loss) Earnings Attributable to Jacobs from

Discontinued Operations

(5,550)



69,876



(6,551)



113,142

Net Earnings (Loss) Attributable to Jacobs

$                 5,612



$            162,112



$             (12,517)



$            333,722

Net Earnings Per Share:















Basic Net Earnings from Continuing Operations Per Share

$                    0.10



$                    0.73



$                        —



$                    1.77

Basic Net (Loss) Earnings from Discontinued

Operations Per Share

$                  (0.05)



$                    0.56



$                  (0.05)



$                    0.90

Basic Earnings (Loss) Per Share

$                    0.06



$                    1.29



$                  (0.05)



$                    2.66

















Diluted Net Earnings from Continuing Operations Per Share

$                    0.10



$                    0.73



$                        —



$                    1.76

Diluted Net (Loss) Earnings from Discontinued

Operations Per Share

$                  (0.05)



$                    0.55



$                  (0.05)



$                    0.89

Diluted Earnings (Loss) Per Share

$                    0.06



$                    1.28



$                  (0.05)



$                    2.65

















 

Segment Information (in thousands):





Three Months Ended



Six Months Ended

Unaudited

March 28, 2025



March 29, 2024



March 28, 2025



March 29, 2024

Revenues from External Customers:















Infrastructure & Advanced Facilities (1)

$         2,602,753



$         2,553,212



$         5,228,961



$         5,057,438

PA Consulting

307,662



293,967



614,410



599,968

Total Revenue

$         2,910,415



$         2,847,179



$         5,843,371



$         5,657,406

















Infrastructure & Advanced Facilities Pass

Through Revenue

(771,469)



(772,687)



(1,621,928)



(1,601,938)

Infrastructure & Advanced Facilities Adjusted

Net Revenue

1,831,284



1,780,525



3,607,033



3,455,500

Total Adjusted Net Revenue

$         2,138,946



$         2,074,492



$         4,221,443



$         4,055,468





Three Months Ended



Six Months Ended



March 28, 2025



March 29, 2024



March 28, 2025



March 29, 2024

Segment Operating Profit:















Infrastructure & Advanced Facilities (1)

$             203,265



$             204,101



$             413,539



$             371,489

PA Consulting

67,347



60,169



134,084



114,624

Total Segment Operating Profit

270,612



264,270



547,623



486,113

Restructuring, Transaction and Other Charges (2)

(23,924)



(42,550)



(53,856)



(85,463)

Amortization of Intangible Assets

(38,040)



(38,476)



(76,701)



(75,407)

Total U.S. GAAP Operating Profit

208,648



183,244



417,066



325,243

Total Other Expense, net (3)

(152,825)



(39,235)



(308,095)



(78,030)

Earnings Before Taxes from Continuing Operations

$               55,823



$             144,009



$             108,971



$             247,213



(1)

The three and six months ended March 28, 2025 I&AF revenue and operating profit were impacted by a reserve in connection with an unfavorable interim ruling against a consolidated joint venture in which the Company holds a 50% interest, with the noncontrolling partner's share included in noncontrolling interests in the Consolidated Statements of Earnings for the respective periods.

(2)

The three and six months ended March 28, 2025 and March 29, 2024 included $10.2 million and $25.1 million, respectively, and $32.4 million and $69.5 million, respectively, in restructuring and other charges mainly relating to the Separation Transaction (primarily professional services and employee separation costs), as well as certain subsidiary level compensation based agreements. The three and six months ended March 28, 2025 included approximately $8.4 million and $16.2 million in charges associated with the Company's TSA with Amentum.

(3)

The three and six months ended March 28, 2025 included $109.5 million and $254.7 million, respectively, mainly related to mark-to-market losses associated with our investment in Amentum stock in connection with the Separation Transaction, and $20.5 million in discounts and expenses associated with the equity for debt exchange.

 

Balance Sheets (in thousands):





March 28, 2025



September 27, 2024



Unaudited





ASSETS







Current Assets:







Cash and cash equivalents

$                 1,204,649



$                  1,144,795

Receivables and contract assets

2,895,491



2,845,452

Prepaid expenses and other

168,186



155,865

Investment in equity securities

175,859



749,468

Total current assets

4,444,185



4,895,580

Property, Equipment and Improvements, net

293,643



315,630

Other Noncurrent Assets:







Goodwill

4,726,919



4,788,181

Intangibles, net

774,596



874,894

Deferred income tax assets

229,975



195,406

Operating lease right-of-use assets

281,568



303,856

Miscellaneous

459,809



385,458

Total other noncurrent assets

6,472,867



6,547,795



$              11,210,695



$                11,759,005

LIABILITIES AND STOCKHOLDERS' EQUITY







Current Liabilities:







Current maturities of long-term debt

$                               —



$                     875,760

Accounts payable

991,668



1,029,140

Accrued liabilities

910,785



1,087,764

Operating lease liabilities

110,000



119,988

Contract liabilities

947,007



967,089

Total current liabilities

2,959,460



4,079,741

Long-term debt

2,633,620



1,348,594

Liabilities relating to defined benefit pension and retirement plans

275,170



298,221

Deferred income tax liabilities

144,002



116,655

Long-term operating lease liabilities

371,585



407,826

Other deferred liabilities

132,157



120,483

Total other noncurrent liabilities

3,556,534



2,291,779

Commitments and Contingencies







Redeemable Noncontrolling interests

821,541



820,182

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 - 120,379,245 shares and 124,253,511 shares as of March 28, 2025 and

September 27, 2024, respectively

120,379



124,084

Additional paid-in capital

2,699,690



2,758,064

Retained earnings

1,824,418



2,366,769

Accumulated other comprehensive loss

(780,043)



(699,450)

Total Jacobs stockholders' equity

3,864,444



4,549,467

Noncontrolling interests

8,716



17,836

Total Group stockholders' equity

3,873,160



4,567,303



$              11,210,695



$                11,759,005

 

Statements of Cash Flows (in thousands):





For the Three Months Ended



For the Six Months Ended

Unaudited

March 28,

2025



March 29,

2024



March 28,

2025



March 29,

2024

Cash Flows from Operating Activities:















Net (loss) earnings of the Group

$               (303)



$         173,534



$            (5,305)



$         354,989

Adjustments to reconcile net earnings to net cash flows provided by operations:















Depreciation and amortization:















Property, equipment and improvements

20,039



24,554



40,961



49,723

Intangible assets

38,040



52,644



76,701



103,763

Loss on extinguishment of debt

20,510





20,510



Loss on investment in equity securities

109,462





254,677



Stock based compensation

21,283



15,866



34,342



35,176

Equity in earnings of operating ventures, net of return on capital distributions

1,412



(8,853)



(824)



(6,983)

(Gain) loss on disposals of assets, net

(274)



602



(896)



1,210

Deferred income taxes

(21,056)



(15,727)



(803)



(73,966)

Changes in assets and liabilities:















Receivables and contract assets, net of contract liabilities

(44,855)



(121,037)



(102,608)



(18,332)

Prepaid expenses and other current assets

(35,859)



(29,305)



(26,242)



20,911

Miscellaneous other assets

24,006



15,096



41,249



43,481

Accounts payable

3,838



50,607



(33,387)



14,764

Accrued liabilities

(245,653)



(204,224)



(277,051)



(166,640)

Other deferred liabilities

5,710



12,738



7,573



11,073

      Other, net

7,268



(9,318)



(17,872)



6,369

          Net cash (used for) provided by operating activities

(96,432)



(42,823)



11,025



375,538

Cash Flows from Investing Activities:















Additions to property and equipment

(17,270)



(27,802)



(27,603)



(45,108)

Disposals of property and equipment and other assets

847



102



2,328



145

Capital contributions to equity investees, net of return of capital distributions



394



932



1,660

Acquisitions of businesses, net of cash acquired



(14,000)





(14,000)

          Net cash used for investing activities

(16,423)



(41,306)



(24,343)



(57,303)

Cash Flows from Financing Activities:















Net proceeds of borrowings

383,765



119,143



746,420



85,530

Debt issuance costs

(92)





(92)



(1,606)

Proceeds from issuances of common stock

9,203



11,305



17,186



22,660

Common stock repurchases

(350,776)



(95,446)



(552,402)



(195,462)

Taxes paid on vested restricted stock

(6,684)



(10,785)



(21,088)



(33,172)

Cash dividends to shareholders

(39,397)



(36,771)



(75,878)



(70,137)

Net dividends associated with noncontrolling interests

(1,201)



(9,541)



(3,446)



(14,249)

Repurchase of redeemable noncontrolling interests

(337)





(4,066)



(24,360)

            Net cash (used for) provided by financing activities

(5,519)



(22,095)



106,634



(230,796)

Effect of Exchange Rate Changes

23,407



(16,517)



(34,773)



17,631

Net (Decrease) Increase in Cash and Cash Equivalents and Restricted Cash

(94,967)



(122,741)



58,543



105,070

Cash and Cash Equivalents, including Restricted Cash, at the Beginning of the Period

1,300,441



1,157,256



1,146,931



929,445

Cash and Cash Equivalents, including Restricted Cash, at the End of the Period

$      1,205,474



$      1,034,515



$      1,205,474



$      1,034,515

Less Cash and Cash Equivalents included in Assets held for spin

$                   —



$        (178,529)



$                   —



$        (178,529)

Cash and Cash Equivalents, including Restricted Cash of Continuing Operations

at the End of the Period

$      1,205,474



$         855,986



$      1,205,474



$         855,986

 

Backlog (in millions):





March 28, 2025



March 29, 2024

Infrastructure & Advanced Facilities

$                         21,768



$                       18,130

PA Consulting

392



344

            Total

$                         22,160



$                       18,474

Non-GAAP Financial Measures and Operating Metrics:

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. These non-GAAP measures are described below.

As a result of the spin-off of the SpinCo Business and merger of the SpinCo Business with Amentum Parent Holdings LLC to form an independent, publicly traded company, Amentum Holdings, Inc. (NYSE: AMTM) (the "Separation Transaction"), substantially all CMS and C&I (the "SpinCo Business") related assets and liabilities were separated on September 27, 2024. As such, the financial results of the SpinCo Business are reflected as discontinued operations for all periods presented and therefore excluded from the non-GAAP measures described below.

Adjusted net revenue is calculated by adjusting revenue from continuing operations to exclude amounts we bill to clients on projects where we are procuring subcontract labor or third-party materials and equipment on behalf of the client (referred to as "pass throughs"). These amounts are considered pass throughs because we receive no or only a minimal mark-up associated with the billed amounts. In 2023, we amended our name and convention for revenue, excluding pass-through costs from "net revenue" to "adjusted net revenue." This name change is intended to make the non-GAAP nature of this measure more prominent and does not impact measurement. We sometimes refer to our GAAP revenue as "gross revenue." 

Jacobs adjusted operating profit, adjusted earnings from continuing operations before taxes, adjusted income tax expenses from continuing operations, adjusted net earnings from continuing operations and adjusted EPS from continuing operations are calculated by:

1.

Excluding items collectively referred to as Restructuring, Transaction and Other Charges, which include:



a.

costs and other charges associated with our Focus 2023 Transformation initiatives, including activities associated with the re-scaling and repurposing of physical office space, employee separations, contractual termination fees and related expenses, referred to as "Focus 2023 Transformation, mainly real estate rescaling efforts";



b.

transaction costs and other charges incurred in connection with mergers, acquisitions, strategic investments and divestitures, including advisor fees, change in control payments, and the impact of the quarterly adjustment to the estimated performance based payout of contingent consideration to certain sellers in connection with certain acquisitions and similar transaction costs and expenses (collectively referred to as "Transaction Costs");



c.

recoveries, costs and other charges associated with restructuring activities and other cost reduction initiatives implemented in connection with mergers, acquisitions, strategic investments and divestitures, including the separation of the CMS/C&I business, such as advisor fees, involuntary terminations and related costs, costs associated with co-locating offices of acquired companies, separating physical locations of continuing operations, professional services and other personnel costs; involuntary terminations of management and employees and related transition and legal costs (clauses (a) – (c) collectively referred to as "Restructuring, integration, separation and other charges").





2.

Excluding items collectively referred to as "Other adjustments", which include:



a.

intangible assets amortization and impairment charges;



b.

impact of certain subsidiary level contingent equity-based agreements in connection with the transaction structure of our PA Consulting investment;



c.

impacts related to tax rate increases in the UK in a prior period;



d.

revenue under the Company's transition services agreement (TSA) included in other income for U.S. GAAP reporting purposes, and any SG&A costs associated with the provision of such services;



e.

pretax mark-to-market and other related gains or losses associated with the Company's investment in Amentum stock recorded in connection with the Separation Transaction;



f.

discounts and expenses related to the one-time exchange of the Company's investment in Amentum shares for a portion of the Company's outstanding term loans, which term loans were canceled; and



g.

impacts resulting from the EPS numerator adjustment relating to the redeemable noncontrolling interests preference share repurchase and reissuance activities.

We eliminate the impact of "Restructuring, integration, separation and other charges" because we do not consider these to be indicative of ongoing operating performance. Actions taken by the Company to enhance efficiencies are subject to significant fluctuations from period to period. The Company's management believes the exclusion of the amounts relating to the above-listed items improves the period-to-period comparability and analysis of the underlying financial performance of the business.

Adjustments to derive adjusted net earnings from continuing operations and adjusted EPS from continuing operations are calculated on an after-tax basis.

Free cash flow (FCF) is calculated as net cash provided by operating activities from continuing operations as reported on the statement of cash flows less additions to property and equipment.



Adjusted EBITDA is calculated by adding income tax expense, depreciation expense and interest expense to, and deducting interest income from, adjusted net earnings attributable to Jacobs from continuing operations.

I&AF Operating Margin is a ratio of I&AF operating profit for the segment to the segment's adjusted net revenue. For a reconciliation of revenue to adjusted net revenue, see "Segment Information".

Jacobs Adjusted Operating Margin is a ratio of adjusted operating profit for the Company to the Company's adjusted net revenue. For a reconciliation of revenue to adjusted net revenue, see "Segment Information".

We believe that the measures listed above 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 and below, 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.

This press release also contains certain financial and operating metrics which management believes are useful in evaluating the Company's performance. Backlog represents revenue or gross profit, as applicable, we expect to realize for work to be completed by our consolidated subsidiaries and our proportionate share of work to be performed by unconsolidated joint ventures. Gross margin in backlog refers to the ratio of gross profit in backlog to gross revenue in backlog. For more information on how we determine our backlog, see our Backlog Information in our most recent annual report filed with the Securities and Exchange Commission. Adjusted EBITDA margin refers to a ratio of adjusted EBITDA to adjusted net revenue. Cash conversion refers to a ratio of cash flow from operations to GAAP net earnings from continuing operations. Reported FCF conversion refers to a ratio of FCF to GAAP net earnings from continuing operations. Book-to-bill ratio is an operational measure representing the ratio of change in backlog since the prior reporting period plus reported revenue for the reporting period to the reported revenues for the same period. We regularly monitor these operating metrics to evaluate our business, identify trends affecting our business, and make strategic decisions.

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 earnings from continuing operations before taxes, income taxes from continuing operations, net earnings attributable to Jacobs from continuing operations, Diluted Net Earnings from Continuing Operations Per Share (which we refer to as EPS from continuing operations), to the corresponding "adjusted" amount, net cash provided by operating activities to reported free cash flow and revenue to adjusted net revenue. For the comparable period 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 total due to rounding).

Reconciliation of Earnings from Continuing Operations Before Taxes to Adjusted Earnings from Continuing Operations

Attributable to Jacobs Before Taxes (in thousands)





Three Months Ended



Six Months Ended



March 28, 2025



March 29, 2024



March 28, 2025



March 29, 2024

Earnings from Continuing Operations Before Taxes

$                55,823



$             144,009



$              108,971



$             247,213

Restructuring, Transaction and Other

Charges (1):















Focus 2023 Transformation, mainly real estate

rescaling efforts







49

Transaction costs

(3,058)



1,948



(1,702)



4,943

Restructuring, integration, separation and

other charges

10,663



35,362



25,403



73,667

Other Adjustments (2):















Transition Services Agreement, net

(1,897)





(5,469)



Amortization of intangibles

38,040



38,476



76,701



75,407

Mark-to-market and other related losses on

investment in Amentum stock

109,462





254,677



Other

29,481



5,240



35,462



6,805

Adjusted Earnings from Continuing

Operations Before Taxes

$              238,514



$              225,035



$              494,043



$              408,084

Adjusted Noncontrolling Interests from

Continuing Operations

(1,037)



(15,819)



(20,537)



(28,122)

Adj. Earnings from Continuing Operations

attributable to Jacobs before Taxes

$              237,477



$              209,216



$              473,506



$              379,962



(1) Includes pre-tax charges primarily relating to the Separation Transaction for the three and six months ended March 28, 2025 and March 29, 2024. Includes real estate impairments charges associated with the Company's Focus 2023 Transformation program for the six months ended March 29, 2024, as well as charges associated with various transaction costs and activity associated with Company restructuring and integration programs for the three and six months ended March 28, 2025 and March 29, 2024.

(2) Includes pre-tax charges for the removal of amortization of intangible assets, pretax mark-to-market losses associated with our investment in Amentum stock and other related adjustments in connection with the Separation Transaction, discounts and expenses associated with the non-cash equity for debt exchange, the impact of certain subsidiary level compensation based agreements and the removal of revenues under the Company's TSA with Amentum for the three and six months ended March 28, 2025 and March 29, 2024.

 

Reconciliation of Income Tax Expense from Continuing Operations to Adjusted Income Tax Expense from Continuing

Operations (in thousands)





Three Months Ended



Six Months Ended



March 28, 2025



March 29, 2024



March 28, 2025



March 29, 2024

Income Tax Expense from Continuing Operations

$            (50,576)



$            (43,364)



$            (107,725)



$               (11,754)

Tax Effects of Restructuring, Transaction

and Other Charges (1):















Focus 2023 Transformation, mainly real estate

rescaling efforts







(12)

Transaction costs

780



(257)



532



(703)

Restructuring, integration, separation and

other charges

(2,593)



(8,129)



(6,399)



(17,285)

Tax Effects of Other Adjustments (2):















Transition Services Agreement, net

485





1,394



Amortization of intangibles

(9,730)



(9,712)



(19,622)



(19,040)

Other

(326)



(14)



(341)



(13)

Adjusted Income Tax Expense from

Continuing Operations

$            (61,960)



$            (61,476)



$         (132,161)



$            (48,807)

Adjusted effective tax rate from Continuing Operations

26.0 %



27.3 %



26.8 %



12.0 %



(1) Includes income tax impacts on restructuring activities primarily relating to the Separation Transaction for the three and six months ended March 28, 2025 and March 29, 2024, along with impacts on real estate impairments associated with the Company's Focus 2023 Transformation program for the six months ended March 29, 2024.

(2) Includes income tax impacts on amortization of intangible assets, on certain subsidiary level compensation based agreements, the removal of revenues under the Company's TSA with Amentum and discounts and expenses associated with the non-cash equity for debt exchange for the three and six months ended March 28, 2025 and March 29, 2024.

 

Reconciliation of Net Earnings Attributable to Jacobs from Continuing Operations to Adjusted Net Earnings Attributable

to Jacobs from Continuing Operations (in thousands)





Three Months Ended



Six Months Ended



March 28, 2025



March 29, 2024



March 28, 2025



March 29, 2024

Net Earnings (Loss) Attributable to Jacobs

from Continuing Operations

$                11,162



$                92,236



$                 (5,966)



$              220,580

After-tax effects of Restructuring,

Transaction and Other Charges (1):















Focus 2023 Transformation, mainly real estate

rescaling efforts







37

Transaction costs

(2,795)



1,352



(1,276)



3,542

Restructuring, integration, separation and

other charges

7,924



26,334



18,928



55,126

After-tax effects of Other Adjustments (2):















Transition Services Agreement, net

(1,413)





(4,075)



Amortization of intangibles

24,359



24,153



48,023



47,115

Mark-to-market and other related losses on

investment in Amentum stock

109,462





254,677



Other

26,818



3,665



31,035



4,755

Adjusted Net Earnings Attributable to

Jacobs from Continuing Operations

$              175,517



$              147,740



$              341,346



$              331,155



(1) Includes after-tax charges primarily relating to the Separation Transaction for the three and six months ended March 28, 2025 and March 29, 2024. Includes non-cash real estate impairment charges associated with the Company's Focus 2023 Transformation program and charges associated with various transaction costs and activity associated with Company restructuring and integration programs for the six months ended March 29, 2024.

(2) Includes after-tax and noncontrolling interest charges from amortization of intangible assets, mark-to-market losses associated with our investment in Amentum stock and other related adjustments in connection with the Separation Transaction, discounts and expenses associated with the non-cash equity for debt exchange, certain subsidiary level compensation based agreements and the removal of after-tax revenues under the Company's TSA with Amentum for the three and six months ended March 28, 2025 and March 29, 2024.

 

Reconciliation of Diluted Net Earnings from Continuing Operations Per Share to Adjusted Diluted Net Earnings from

Continuing Operations Per Share (in thousands)





Three Months Ended



Six Months Ended



March 28, 2025



March 29, 2024



March 28, 2025



March 29, 2024

Diluted Net Earnings from Continuing

Operations Per Share

$                     0.10



$                     0.73



$                         —



$                     1.76

After-tax effects of Restructuring,

Transaction and Other Charges (1):















Focus 2023 Transformation, mainly real estate

rescaling efforts







Transaction costs

(0.02)



0.01



(0.01)



0.03

Restructuring, integration, separation and

other charges

0.06



0.21



0.15



0.44

After-tax effects of Other Adjustments (2):















Transition Services Agreement, net

(0.01)





(0.03)



Amortization of intangibles

0.20



0.19



0.39



0.37

Mark-to-market and other related losses on

investment in Amentum stock

0.89





2.06



Other

0.21



0.03



0.20



0.02

Adjusted Diluted Net Earnings from

Continuing Operations Per Share

$                      1.43



$                      1.17



$                      2.76



$                      2.62



(1) Includes per-share impact charges primarily relating to the Separation Transaction for the three and six months ended March 28, 2025 and March 29, 2024, along with charges associated with various transaction costs and activity associated with Company restructuring and integration programs for the three and six months ended March 29, 2024.

(2) Includes per-share impacts from the amortization of intangible assets, mark-to-market losses associated with our investment in Amentum stock and other related adjustments in connection with the Separation Transaction, discounts and expenses associated with the non-cash debt for equity exchange, certain subsidiary level compensation based agreements and the removal of revenues under the Company's TSA with Amentum for the three and six months ended March 28, 2025 and March 29, 2024.

 

Reconciliation of Noncontrolling Interests from Continuing Operations to Adjusted Noncontrolling Interests from

Continuing Operations (in thousands)





Three Months Ended



Six Months Ended



March 28, 2025



March 29, 2024



March 28, 2025



March 29, 2024

Noncontrolling Interests from

Continuing Operations

$                  5,915



$               (8,409)



$               (7,212)



$            (14,879)

Restructuring, Transaction and

Other Charges (1):















Transaction costs

(517)



(339)



(105)



(697)

Restructuring, integration and

separation charges

(146)



(899)



(76)



(1,255)

Other Adjustments (2):















Amortization of intangibles

(3,950)



(4,611)



(9,055)



(9,252)

Other

(2,339)



(1,561)



(4,089)



(2,039)

Adjusted Noncontrolling Interests

from Continuing Operations

$               (1,037)



$            (15,819)



$            (20,537)



$            (28,122)



1) Includes noncontrolling interests amounts associated with the costs incurred with Company acquisition related activity costs.

2) Includes noncontrolling interests impacts from the amortization of intangible assets and estimated tax impacts on certain subsidiary level compensation based agreements for the three and six months ended March 28, 2025 and March 29, 2024.

 

Reconciliation of Net Earnings Attributable to Jacobs from Continuing Operations to Adjusted EBITDA (in thousands):





Three Months Ended



Six Months Ended



March 28, 2025



March 29, 2024



March 28, 2025



March 29, 2024

Net Earnings (Loss) Attributable to Jacobs from

Continuing Operations

$              11,162



$              92,236



$                (5,966)



$            220,580

After-tax effects of Restructuring,

Transaction and Other Charges

5,129



27,686



17,652



58,705

After-tax effects of Other Adjustments

159,226



27,818



329,660



51,870

Adj. Net earnings attributable to Jacobs from Continuing Operations

175,517



147,740



341,346



331,155

Adj. Income Tax Expense from Continuing Operations

61,960



61,476



132,161



48,807

Adj. Earnings from Continuing Operations

attributable to Jacobs before Taxes

237,477



209,216



473,507



379,962

Depreciation expense

20,039



20,238



40,961



41,932

Interest income

(9,525)



(8,702)



(19,181)



(16,221)

Adjusted Interest expense

38,580



44,232



73,399



87,583

Adjusted EBITDA

$            286,571



$            264,984



$            568,686



$            493,256



Certain amounts may not agree to other non-GAAP schedules due to rounding.

 

Earnings Per Share:





Three Months Ended



Six Months Ended

Unaudited

March 28, 2025



March 29, 2024



March 28, 2025



March 29, 2024

Numerator for Basic and Diluted EPS:















Net earnings (loss) attributable to Jacobs from

continuing operations

$               11,162



$               92,236



$               (5,966)



$            220,580

Preferred Redeemable Noncontrolling interests

redemption value adjustment

1,244





5,812



1,766

Net earnings (loss) from continuing operations

allocated to common stock for EPS calculation

$               12,406



$               92,236



$                   (154)



$            222,346

















Net (loss) earnings from discontinued operations

allocated to common stock for EPS calculation

$               (5,550)



$               69,876



$               (6,551)



$            113,142

















Net earnings (loss) allocated to common stock for

EPS calculation

$                 6,856



$            162,112



$               (6,705)



$            335,488

















Denominator for Basic and Diluted EPS:































Shares used for calculating basic EPS attributable to

common stock

122,257



125,712



123,156



125,909

















Effect of dilutive securities:















Stock compensation plans (1)

367



499





603

Shares used for calculating diluted EPS attributable

to common stock

122,624



126,211



123,156



126,512

















Net Earnings Per Share:















Basic Net Earnings from Continuing Operations Per Share

$                    0.10



$                    0.73



$                        —



$                    1.77

Basic Net (Loss) Earnings from Discontinued

Operations Per Share

$                  (0.05)



$                    0.56



$                  (0.05)



$                    0.90

Basic Earnings (Loss) Per Share

$                    0.06



$                    1.29



$                  (0.05)



$                    2.66

Diluted Net Earnings from Continuing Operations

Per Share

$                    0.10



$                    0.73



$                        —



$                    1.76

Diluted Net (Loss) Earnings from Discontinued

Operations Per Share

$                  (0.05)



$                    0.55



$                  (0.05)



$                    0.89

Diluted Earnings (Loss) Per Share

$                    0.06



$                    1.28



$                  (0.05)



$                    2.65

















Note: Per share amounts may not add due to rounding.

















(1) For the three months ended March 28, 2025, because net (loss) earnings from continuing operations was a loss, the effect of antidilutive securities of 472 was excluded from the denominator in calculating diluted EPS.

For additional information contact:

Investors:

Bert Subin

[email protected] 

Media:

Louise White

[email protected] 

469-724-0810

Jacobs Logo (PRNewsfoto/Jacobs)

 

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SOURCE Jacobs

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