8-K - KBR - Equibles

UNITED STATES

  SECURITIES AND EXCHANGE COMMISSION

  Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

  of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 14, 2021

KBR, Inc.

(Exact name of

    registrant as specified in its charter\)

Delaware	001-33146	20-4536774
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer<br><br> Identification No.)
601 Jefferson Street,<br> Suite 3400<br><br> <br>Houston, Texas		77002<br><br> <br>(Zip Code)
(Address of principal executive offices)

Registrant’s telephone number, including area code: (713) 753-2000

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant

  under any of the following provisions \(see General Instruction A.2. below\):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
---	---
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol	Name of each exchange on which registered
Common Stock, $0.001 par value	KBR	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 7.01 Regulation FD Disclosure.

On October 15, 2021, KBR, Inc. (the “Company”) issued a press release announcing that JKC Australia LNG Pty Ltd (“JKC”), a joint venture in which the Company has a 30% ownership interest, has entered into a binding settlement agreement that resolves outstanding claims and disputes between JKC and its client, ICHTHYS LNG PTY, Ltd. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference solely for purposes of this Item 7.01 disclosure.

The information in this Item 7.01, including the press release incorporated herein by reference, is deemed to have been furnished and shall not be deemed to be “filed” under the Securities Exchange Act of 1934.

ITEM 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	KBR, Inc. press release dated October 15, 2021, titled, “KBR Announces Final Settlement Agreement Between JKC and Ichthys LNG Client.”
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	KBR, INC.
Date: October 15, 2021		By:	/s/ Adam M. Kramer
		Name:<br><br> <br>Title:	Adam M. Kramer<br><br> <br>Vice President, Corporate Secretary & Sustainability

Exhibit 99.1

KBR Announces Final Settlement Agreement Between JKC and Ichthys LNG Client

HOUSTON – (October 15, 2021) – KBR (NYSE: KBR) announced that JKC Australia LNG Pty Ltd (“JKC”), a joint venture in which KBR has a 30% ownership interest, has entered into a binding settlement agreement (the “Settlement Agreement”) that resolves outstanding claims and disputes between JKC and its client, ICHTHYS LNG PTY, Ltd (collectively, “the Parties”).

“We are pleased to announce the resolution of disputes between JKC and its client. This settlement is a favorable milestone in our commitment to resolve legacy matters, and it reduces uncertainty, liquidity risk and commercial dispute costs,” said Stuart Bradie, KBR President and CEO.

As a result of the Settlement Agreement, the Parties agreed to withdraw all claims and terminate all ongoing arbitrations and court proceedings between the Parties. In connection with the Settlement Agreement, KBR recorded the majority of the impact in its 2^nd^ quarter 2021 results and expects to record a non-material charge for final warranty items in its quarterly earnings for the period ended September 30, 2021. Additional details will be provided in connection with our 3^rd^ quarter 2021 earnings report.

The Settlement Agreement does not impact pursuit of, or positions related to, JKC’s claim against its subcontractor associated with the combined cycle power plant, which KBR expects to result in a favorable cash award upon resolution.

About KBR

We deliver science, technology and engineering solutions to governments and companies around the world. KBR employs approximately 29,000 people worldwide with customers in more than 80 countries and operations in 40 countries.

KBR is proud to work with its customers across the globe to provide technology, value-added services, and long- term operations and maintenance services to ensure consistent delivery with predictable results. At KBR, We Deliver.

Visit www.kbr.com

Forward Looking Statement

The statements in this press release that are not historical statements, including statements regarding future financial performance, are forward-looking statements within the meaning of the federal securities laws. These statements are subject to numerous risks and uncertainties, many of which are beyond the company's control that could cause actual results to differ materially from the results expressed or implied by the statements. These risks and uncertainties include, but are not limited to: the significant adverse impacts on economic and market conditions of the COVID-19 pandemic and the company's ability to respond to the resulting challenges and business disruption; the recent dislocation of the global energy market;; the company's ability to manage its liquidity; the outcome of and the publicity surrounding audits and investigations by domestic and foreign government agencies and legislative bodies; potential adverse proceedings by such agencies and potential adverse results and consequences from such proceedings; changes in capital spending by the company's customers; the company's ability to obtain contracts from existing and new customers and perform under those contracts; structural changes in the industries in which the company operates; escalating costs associated with and the performance of fixed-fee projects and the company's ability to control its cost under its contracts; claims negotiations and contract disputes with the company's customers; changes in the demand for or price of oil and/or natural gas; protection of intellectual property rights; compliance with environmental laws; changes in government regulations and regulatory requirements; compliance with laws related to income taxes; unsettled political conditions, war and the effects of terrorism; foreign operations and foreign exchange rates and controls; the development and installation of financial systems; the possibility of cyber and malware attacks; increased competition for employees; the ability to successfully complete and integrate acquisitions; and operations of joint ventures, including joint ventures that are not controlled by the company.

KBR's most recently filed Annual Report on Form 10-K, any subsequent Form 10-Qs and 8-Ks, and other U.S. Securities and Exchange Commission filings discuss some of the important risk factors that KBR has identified that may affect the business, results of operations and financial condition. Except as required by law, KBR undertakes no obligation to revise or update publicly any forward-looking statements for any reason.

For further information, please contact:

Investors

Alison Vasquez

Vice President, Investor Relations

  713-753-5082

  Investors@kbr.com

Media

Philip Ivy

  Vice President, Global Communications and Marketing

  713-753-3800

  MediaRelations@kbr.com