8-K
Tutor Perini Corp (TPC)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): July 29, 2020
Tutor Perini Corporation
(Exact Name of Registrant as Specified in its Charter)
| Massachusetts<br><br>(State or Other Jurisdiction<br><br>of Incorporation) | 1-6314<br><br>(Commission<br><br>File Number) | 04-1717070<br><br>(IRS Employer<br><br>Identification No.) |
|---|
15901 Olden Street, Sylmar, California 91342-1093
(Address of Principal Executive Offices, and Zip Code)
(818) 362-8391
(Registrant’s Telephone Number, Including Area Code)
None
(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:
¨ 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))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $1.00 par value | TPC | The 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 2.02. Results of Operations and Financial Condition
On July 29, 2020 Tutor Perini Corporation issued a press release announcing its financial results for the quarter ended June 30, 2020. A copy of that press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information in this Current Report on Form 8-K, including Exhibit 99.1 hereto, is being furnished to the Securities and Exchange Commission and shall not be deemed “filed” for any purpose, including for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of such section. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, regardless of any general incorporation language in such filing.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
| Exhibit Number | Description |
|---|---|
| 99.1 | Press release |
| 104 | The cover page from this Current Report on Form 8-K formatted in Inline XBRL (included as Exhibit 101). |
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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.
| TUTOR PERINI CORPORATION | ||
|---|---|---|
| Date: July 29, 2020 | By: | /s/ Gary G. Smalley |
| Gary G. Smalley | ||
| Executive Vice President and Chief Financial Officer |
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Exhibit 991 Press Release - Q2 2020
News Release
Tutor Perini Reports Second Quarter 2020 Results
| · | Strong operating cash flow of $92.2 million, the highest second-quarter result since the merger in 2008 | | --- | --- | | · | Revenue of $1.3 billion in Q2-20, up 13% Y/Y, driven by 20% Y/Y growth on Civil segment projects | | --- | --- | | · | Double-digit revenue growth YTD across all segments despite COVID-19 impacts | | --- | --- | | · | Diluted earnings per share (“EPS”) of $0.37 in Q2-20, vastly improved Y/Y | | --- | --- | | · | Backlog remains robust at $10.0 billion with several large Civil segment projects bidding in the second half of 2020 | | --- | --- | | · | Affirming 2020 EPS guidance of $1.80 to $2.10 | | --- | --- |
LOS ANGELES – (BUSINESS WIRE) – July 29, 2020 – Tutor Perini Corporation (the “Company”) (NYSE: TPC), a leading civil, building and specialty construction company, reported results today for the three months ended June 30, 2020. Revenue was $1.3 billion, up 13% compared to $1.1 billion for the second quarter of last year. The Company experienced revenue growth across all segments despite impacts from the COVID-19 pandemic, which reduced the Company’s revenue for the second quarter by an estimated $130 million due to temporary project suspensions and reduced productivity that primarily impacted the Building and Specialty Contractors segments. The growth was driven by increased activities on large infrastructure projects that are progressing.
Income from construction operations for the second quarter of 2020 was $57.7 million compared to a loss from construction operations of $341.7 million for the second quarter of last year that resulted primarily from a $379.9 million pre-tax non-cash goodwill impairment charge recorded in that period. Income from construction operations for the second quarter of 2020 increased 51% compared to adjusted income from construction operations of $38.2 million for the same period last year. Net income attributable to the Company for the second quarter of 2020 was $18.7 million, or $0.37 per diluted share, compared to a net loss attributable to the Company of $320.5 million, or a loss of $6.38 per diluted share, and adjusted net income of $9.0 million, or adjusted diluted EPS of $0.18, for the second quarter of 2019. Adjusted income from construction operations, adjusted net income attributable to the Company and adjusted diluted EPS are non-GAAP financial measures and exclude the impact of the goodwill impairment charge. These non-GAAP financial measures are reconciled to the most nearly comparable GAAP financial measures in the financial tables below. The significant growth in adjusted income from construction operations and adjusted diluted EPS for the second quarter of 2020 was principally due to contributions from the above-mentioned infrastructure projects, partially offset by a $13.2 million (approximately $0.19 per diluted share) charge related to an unfavorable arbitration ruling pertaining to an electrical project in New York and the aforementioned COVID-19 impacts, which reduced income from construction operations and diluted EPS by approximately $9 million and $0.13, respectively.
Second quarter 2020 backlog remained robust at $10.0 billion compared to $11.4 billion reported for the same quarter last year. Backlog declined as a result of the higher current year revenue generated from near-record backlog at the end of 2019 outpacing current year new awards. In the second quarter of 2020, new awards totaled $0.7 billion and included more than $300 million of additional funding for certain Civil segment projects and over $235 million for various Building segment projects in California. The Company anticipates bidding on several large Civil segment projects in the second half of this year and expects that backlog will continue to support strong revenue growth.
The Company generated $92.2 million of operating cash in the second quarter of 2020, the largest second-quarter operating cash result since the merger in 2008 and nearly seven-fold better than the $13.3 million generated in the second quarter of 2019. Strong cash contributions driven by increased project execution activities on certain higher-margin projects were enhanced by progress made on the resolution and collection of disputed balances and a modest decrease in working capital in the second quarter of 2020. Settlements of certain disputed matters resulted in the collection of
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approximately $40 million in the quarter. Through the first half of 2020, the Company generated $58.2 million of operating cash, an improvement of nearly $170 million compared to the use of $111.5 million through the first half of 2019. The solid operating cash flow year-to-date resulted from the strong cash contributions associated with the increased project execution activities mentioned above and progress made on the resolution and collection of disputed balances, which more than offset an increase of $68.5 million in investment in working capital. Barring any significant impact on cash flows from the COVID-19 pandemic, the Company continues to anticipate that substantial cash collections associated with large projects and ongoing dispute resolution efforts will contribute to strong operating cash flow throughout the remainder of 2020.
The Company continues to evaluate options to address the spring-forward provision of its revolving credit facility and the refinancing or retirement of its outstanding Convertible Notes. New credit arrangements are expected to be finalized and announced in the third quarter of 2020.
Outlook and Guidance
“We delivered solid results for the second quarter and first half of 2020, highlighted by the largest second-quarter operating cash result since the merger in 2008 and double-digit revenue growth year-to-date across all segments,” commented Ronald Tutor, Chairman and Chief Executive Officer. Tutor continued, “Favorable execution on our large infrastructure projects is driving our strong revenue and earnings growth. Importantly, we produced these solid results despite the impacts of the COVID-19 pandemic. Finally, we have made good progress toward settlements of disputes with project owners and anticipate additional settlements and associated cash collections later this year and next year.”
As mentioned above, the COVID-19 pandemic reduced the Company’s revenue, income from construction operations and diluted EPS for the second quarter of 2020 by an estimated $130 million, $9 million and $0.13, respectively. Through the first half of 2020, we estimate that the COVID-19 impacts were $190 million, $12 million and $0.17, respectively. The vast majority of the Company’s projects, especially in the Civil segment, have been designated as essential business, which allows the Company to continue its work on those projects. However, due to the fluidity of the COVID-19 pandemic, the Company is unable at this time to accurately predict the pandemic’s future impact on the Company’s business, financial condition or performance.
Nonetheless, based on the Company’s results to date in 2020 and its current outlook for the remainder of the year, the Company is affirming its EPS guidance and still expects EPS to be in the range of $1.80 to $2.10. Earnings in 2020 are expected to be weighted more heavily to the second half of the year due to the anticipated continued progress of large infrastructure projects, as well as typical business seasonality.
Non-GAAP Financial Measures
To supplement our unaudited condensed consolidated financial statements presented under generally accepted accounting principles in the United States (“GAAP”), we are presenting certain non-GAAP financial measures. We are providing these non-GAAP financial measures to disclose additional information to facilitate the comparison of past and present operations, and they are among the indicators management uses as a basis for evaluating the Company’s financial performance as well as for forecasting future periods. We believe that these non-GAAP financial measures, when considered together with our GAAP financial results, provide management and investors with an additional understanding of our business operating results, including underlying trends.
These non-GAAP financial measures, which exclude the non-cash goodwill impairment charge incurred in the second quarter of 2019 (as well as the tax benefit associated with that charge), include adjusted income (loss) from construction operations, adjusted net income attributable to Tutor Perini Corporation, adjusted diluted EPS and adjusted effective income tax rate. These non-GAAP financial measures are not intended to replace the presentation of our financial results in accordance with GAAP, and they may not be comparable to other similarly titled non-GAAP financial measures presented by other companies. Reconciliations of these non-GAAP financial measures to the most nearly comparable GAAP financial measures are presented below. There were no adjustments for the three and six months ended June 30, 2020; therefore, the non-GAAP financial measures do not differ from GAAP results in those periods.
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| | | | | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | | | | | | | | | | | Reconciliation of Non-GAAP Financial Measures | | | | | | | | | | | | | | | | | Specialty | | | | Consolidated | | | (in millions) | Civil | | | Building | Contractors | | Corporate | | Total | | | Three Months Ended June 30, 2019 | | | | | | | | | | | | Income (loss) from construction operations, as reported | $ | (164.5) | $ | (3.8) | $ | (159.8) | $ | (13.6) | $ | (341.7) | | Plus: Goodwill impairment charge | | 210.2 | | 13.5 | | 156.2 | | — | | 379.9 | | Adjusted income (loss) from construction operations | $ | 45.7 | $ | 9.7 | $ | (3.6) | $ | (13.6) | $ | 38.2 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Specialty | | | | Consolidated | | | | Civil | | | Building | Contractors | | Corporate | | Total | | | Six Months Ended June 30, 2019 | | | | | | | | | | | | Income (loss) from construction operations, as reported | $ | (122.7) | $ | (0.7) | $ | (167.3) | $ | (28.1) | $ | (318.8) | | Plus: Goodwill impairment charge | | 210.2 | | 13.5 | | 156.2 | | — | | 379.9 | | Adjusted income (loss) from construction operations | $ | 87.5 | $ | 12.8 | $ | (11.1) | $ | (28.1) | $ | 61.1 |
| | | | | | | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Three Months Ended | | | | | | Six Months Ended | | | | | | | | June 30, | | | | | | June 30, | | | | | | | (in millions, except per common share amounts and percentages) | 2020 | | | 2019 | | | 2020 | | | 2019 | | | | Net income (loss) attributable to Tutor Perini Corporation, as reported | $ | 18.7 | | $ | (320.5) | | $ | 36.1 | | $ | (320.9) | | | Plus: Goodwill impairment charge | | — | | | 379.9 | | | — | | | 379.9 | | | Less: Tax benefit provided on goodwill impairment charge | | — | | | (50.4) | | | — | | | (50.4) | | | Adjusted net income attributable to Tutor Perini Corporation | $ | 18.7 | | $ | 9.0 | | $ | 36.1 | | $ | 8.6 | | | | | | | | | | | | | | | | | Diluted earnings (loss) per common share, as reported | $ | 0.37 | | $ | (6.38) | | $ | 0.71 | | $ | (6.40) | | | Plus: Goodwill impairment charge | | — | | | 7.56 | | | — | | | 7.57 | | | Less: Tax benefit provided on goodwill impairment charge | | — | | | (1.00) | | | — | | | (1.00) | | | Adjusted diluted earnings per common share | $ | 0.37 | | $ | 0.18 | | $ | 0.71 | | $ | 0.17 | | | | | | | | | | | | | | | | | Effective income tax rate, as reported | | 23.7 | % | | (12.0) | % | | 20.5 | % | | (11.6) | % | | Tax effect of goodwill impairment charge | | — | % | | 46.7 | % | | — | % | | 45.6 | % | | Adjusted effective income tax rate | | 23.7 | % | | 34.7 | % | | 20.5 | % | | 34.0 | % |
Second Quarter 2020 Conference Call
The Company will host a conference call at 2:00 PM Pacific Time on Wednesday, July 29, 2020, to discuss the second quarter 2020 results. To participate in the conference call, please dial 877-407-8293 five to ten minutes prior to the scheduled time. International callers should dial +1-201-689-8349.
The conference call will be webcast live over the Internet and can be accessed by all interested parties on Tutor Perini's website at www.tutorperini.com. For those unable to participate during the live call, the webcast will be available for replay shortly after the call on the website.
About Tutor Perini Corporation
Tutor Perini Corporation is a leading civil, building and specialty construction company offering diversified general contracting and design-build services to private customers and public agencies throughout the world. We have provided construction services since 1894 and have established a strong reputation within our markets by executing large, complex projects on time and within budget, while adhering to strict quality control measures. We offer general contracting, pre-construction planning and comprehensive project management services, including planning and scheduling of manpower, equipment, materials and subcontractors required for a project. We also offer self-performed construction services including site work, concrete forming and placement, steel erection, electrical, mechanical, plumbing and heating,
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ventilation and air conditioning (HVAC). We are known for our major complex building project commitments, as well as our capacity to perform large and complex transportation and heavy civil construction for government agencies and private customers throughout the world.
Forward-Looking Statements
The statements contained in this release, including those set forth in the section “Outlook and Guidance,” that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including without limitation, statements regarding the Company’s expectations, hopes, beliefs, intentions or strategies regarding the future and statements regarding future guidance or estimates and non-historical performance. These forward-looking statements are based on the Company’s current expectations and beliefs concerning future developments and their potential effects on the Company. While the Company’s expectations, beliefs and projections are expressed in good faith and the Company believes there is a reasonable basis for them, there can be no assurance that future developments affecting the Company will be those that we have anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond the control of the Company) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to: the impact of the COVID-19 pandemic and related events that are beyond our control, including possible effects on our business and operations, customers and suppliers, and employees, contractors and subcontractors, which could affect adversely our projects and the geographic regions in which we conduct business; a significant slowdown or decline in economic conditions; revisions of estimates of contract risks, revenue or costs, the timing of new awards or the pace of project execution, which may result in losses or lower than anticipated profit; unfavorable outcomes of existing or future litigation or dispute resolution proceedings against customers (project owners, developers, general contractors, etc.), subcontractors or suppliers, as well as failure to promptly recover significant working capital invested in projects subject to such matters; the requirement to perform extra, or change order, work resulting in disputes or claims or adversely affecting our working capital, profits and cash flows; risks and other uncertainties associated with assumptions and estimates used to prepare financial statements; inability to retain key members of our management, to hire and retain personnel required to complete projects or implement succession plans for key officers; client cancellations of, or reductions in scope under, contracts reported in our backlog; failure to meet contractual schedule requirements, which could result in higher costs and reduced profits or, in some cases, exposure to financial liability for liquidated damages and/or damages to customers; failure to meet our obligations under our debt agreements; decreases in the level of government spending for infrastructure and other public projects; downgrades in our credit ratings; failure of our joint venture partners to perform their venture obligations, which could impose additional financial and performance obligations on us, resulting in reduced profits or losses; increased competition and failure to secure new contracts; impairment of our goodwill or other indefinite-lived intangible assets; economic, political and other risks, including civil unrest, security issues, labor conditions, corruption and other unforeseeable events in countries where we do business, resulting in unanticipated losses; possible systems and information technology interruptions, including due to cyberattack, systems failures or other similar events; the impact of inclement weather conditions on projects; failure to comply with laws and regulations related to government contracts; potential dilutive impact of our Convertible Notes in our EPS calculation; uncertainty from the expected discontinuance of the London Interbank Offered Rate and transition to any other interest rate benchmark; conversion of our outstanding Convertible Notes that could dilute ownership interests of existing stockholders and could adversely affect the market price of our common stock; and other risks and uncertainties discussed under the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2019 filed on February 26, 2020 and in other reports that we file with the Securities and Exchange Commission from time to time. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
Contact:
Tutor Perini Corporation Jorge Casado, 818-362-8391 Vice President, Investor Relations & Corporate Communications
www.tutorperini.com
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| Tutor Perini Corporation | ||||||||
| Condensed Consolidated Statements of Operations | ||||||||
| Unaudited | ||||||||
| | ||||||||
| | Three Months Ended | Six Months Ended | ||||||
| | June 30, | June 30, | ||||||
| (in thousands, except per common share amounts) | 2020 | 2019 | 2020 | 2019 | ||||
| REVENUE | $ | 1,276,427 | $ | 1,125,275 | $ | 2,527,156 | $ | 2,083,762 |
| COST OF OPERATIONS | (1,158,673) | (1,024,332) | (2,298,322) | (1,894,349) | ||||
| GROSS PROFIT | 117,754 | 100,943 | 228,834 | 189,413 | ||||
| General and administrative expenses | (60,058) | (62,797) | (123,911) | (128,354) | ||||
| Goodwill impairment | — | (379,863) | — | (379,863) | ||||
| INCOME (LOSS) FROM CONSTRUCTION OPERATIONS | 57,696 | (341,717) | 104,923 | (318,804) | ||||
| Other income (expense) | (797) | 900 | (316) | 1,322 | ||||
| Interest expense | (16,464) | (17,522) | (32,900) | (33,947) | ||||
| INCOME (LOSS) BEFORE INCOME TAXES | 40,435 | (358,339) | 71,707 | (351,429) | ||||
| Income tax (expense) benefit | (9,576) | 42,900 | (14,710) | 40,712 | ||||
| NET INCOME (LOSS) | 30,859 | (315,439) | 56,997 | (310,717) | ||||
| LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS | 12,150 | 5,091 | 20,917 | 10,169 | ||||
| NET INCOME (LOSS) ATTRIBUTABLE TO TUTOR PERINI CORPORATION | $ | 18,709 | $ | (320,530) | $ | 36,080 | $ | (320,886) |
| BASIC EARNINGS (LOSS) PER COMMON SHARE | $ | 0.37 | $ | (6.38) | $ | 0.71 | $ | (6.40) |
| DILUTED EARNINGS (LOSS) PER COMMON SHARE | $ | 0.37 | $ | (6.38) | $ | 0.71 | $ | (6.40) |
| WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING: | ||||||||
| BASIC | 50,667 | 50,224 | 50,502 | 50,161 | ||||
| DILUTED | 50,935 | 50,224 | 50,885 | 50,161 |
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| | | | | | | | | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | | | | | | | | | | | | | | | Tutor Perini Corporation | | | | | | | | | | | | | | | | Segment Information | | | | | | | | | | | | | | | | Unaudited | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Reportable Segments | | | | | | | | | | | | | | | | | | | | Specialty | | | | | | | | Consolidated | | | (in thousands) | Civil | | Building | | Contractors | | Total | | | Corporate | | | Total | | | Three Months Ended June 30, 2020 | | | | | | | | | | | | | | | | Total revenue | $ | 644,685 | $ | 490,317 | $ | 234,497 | $ | 1,369,499 | | $ | — | | $ | 1,369,499 | | Elimination of intersegment revenue | | (75,709) | | (17,296) | | (67) | | (93,072) | | | — | | | (93,072) | | Revenue from external customers | $ | 568,976 | $ | 473,021 | $ | 234,430 | $ | 1,276,427 | | $ | — | | $ | 1,276,427 | | Income (loss) from construction operations | $ | 65,398 | $ | 17,789 | $ | (11,388) | $ | 71,799 | (a) | $ | (14,103) | (b) | $ | 57,696 | | Capital expenditures | $ | 18,951 | $ | 186 | $ | 255 | $ | 19,392 | | $ | 301 | | $ | 19,693 | | Depreciation and amortization(c) | $ | 21,775 | $ | 428 | $ | 995 | $ | 23,198 | | $ | 2,767 | | $ | 25,965 | | | | | | | | | | | | | | | | | | Three Months Ended June 30, 2019 | | | | | | | | | | | | | | | | Total revenue | $ | 541,117 | $ | 433,559 | $ | 223,299 | $ | 1,197,975 | | $ | — | | $ | 1,197,975 | | Elimination of intersegment revenue | | (67,459) | | (5,241) | | — | | (72,700) | | | — | | | (72,700) | | Revenue from external customers | $ | 473,658 | $ | 428,318 | $ | 223,299 | $ | 1,125,275 | | $ | — | | $ | 1,125,275 | | Income (loss) from construction operations | $ | (164,472) | $ | (3,810) | $ | (159,795) | $ | (328,077) | (d) | $ | (13,640) | (b) | $ | (341,717) | | Capital expenditures | $ | 24,439 | $ | 150 | $ | 110 | $ | 24,699 | | $ | 235 | | $ | 24,934 | | Depreciation and amortization(c) | $ | 10,285 | $ | 497 | $ | 1,061 | $ | 11,843 | | $ | 2,754 | | $ | 14,597 | | (a) | During the three months ended June 30, 2020, income (loss) from construction operations was impacted by $13.2 million (an unfavorable after-tax impact of $9.5 million, or $0.19 per diluted share) due to an adverse arbitration ruling pertaining to an electrical project in New York in the Specialty Contractors segment. | | --- | --- | | (b) | Consists primarily of corporate general and administrative expenses. | | --- | --- | | (c) | Depreciation and amortization is included in income (loss) from construction operations. | | --- | --- | | (d) | During the three months ended June 30, 2019, the Company recorded a non-cash goodwill impairment charge of $379.9 million in income (loss) from construction operations (an unfavorable after-tax impact of $329.5 million, or $6.56 per diluted share) resulting from an interim impairment test the Company performed as of June 1, 2019. | | --- | --- | | | | | | | | | | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Reportable Segments | | | | | | | | | | | | | | | | | | | | Specialty | | | | | | | | Consolidated | | | (in thousands) | Civil | | Building | | Contractors | | Total | | | Corporate | | | Total | | | Six Months Ended June 30, 2020 | | | | | | | | | | | | | | | | Total revenue | $ | 1,224,771 | $ | 995,400 | $ | 516,949 | $ | 2,737,120 | | $ | — | | $ | 2,737,120 | | Elimination of intersegment revenue | | (169,166) | | (40,615) | | (183) | | (209,964) | | | — | | | (209,964) | | Revenue from external customers | $ | 1,055,605 | $ | 954,785 | $ | 516,766 | $ | 2,527,156 | | $ | — | | $ | 2,527,156 | | Income (loss) from construction operations | $ | 111,519 | $ | 21,305 | $ | (3,109) | $ | 129,715 | (a) | $ | (24,792) | (b) | $ | 104,923 | | Capital expenditures | $ | 30,143 | $ | 198 | $ | 728 | $ | 31,069 | | $ | 317 | | $ | 31,386 | | Depreciation and amortization(c) | $ | 40,391 | $ | 855 | $ | 1,988 | $ | 43,234 | | $ | 5,542 | | $ | 48,776 | | | | | | | | | | | | | | | | | | Six Months Ended June 30, 2019 | | | | | | | | | | | | | | | | Total revenue | $ | 924,739 | $ | 869,802 | $ | 414,826 | $ | 2,209,367 | | $ | — | | $ | 2,209,367 | | Elimination of intersegment revenue | | (117,587) | | (8,018) | | — | | (125,605) | | | — | | | (125,605) | | Revenue from external customers | $ | 807,152 | $ | 861,784 | $ | 414,826 | $ | 2,083,762 | | $ | — | | $ | 2,083,762 | | Income (loss) from construction operations | $ | (122,727) | $ | (677) | $ | (167,283) | $ | (290,687) | (d) | $ | (28,117) | (b) | $ | (318,804) | | Capital expenditures | $ | 38,451 | $ | 205 | $ | 233 | $ | 38,889 | | $ | 457 | | $ | 39,346 | | Depreciation and amortization(c) | $ | 19,655 | $ | 1,000 | $ | 2,125 | $ | 22,780 | | $ | 5,534 | | $ | 28,314 | | (a) | During the six months ended June 30, 2020, income (loss) from construction operations was impacted by $13.2 million (an unfavorable after-tax impact of $9.5 million, or $0.19 per diluted share) due to an adverse arbitration ruling pertaining to an electrical project in New York in the Specialty Contractors segment. | | --- | --- | | (b) | Consists primarily of corporate general and administrative expenses. | | --- | --- | | (c) | Depreciation and amortization is included in income (loss) from construction operations. | | --- | --- | | (d) | During the six months ended June 30, 2019, the Company recorded a non-cash goodwill impairment charge of $379.9 million in income (loss) from construction operations (an unfavorable after-tax impact of $329.5 million, or $6.57 per diluted share) resulting from an interim impairment test the Company performed as of June 1, 2019. | | --- | --- |
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| Tutor Perini Corporation | |||
| Condensed Consolidated Balance Sheets | |||
| Unaudited | |||
| | |||
| | As of December 31, | ||
| (in thousands, except share and per share amounts) | 2019 | ||
| | |||
| ASSETS | |||
| CURRENT ASSETS: | |||
| Cash and cash equivalents (92,056 and 103,850 related to variable interest entities ("VIEs")) | 182,599 | $ | 193,685 |
| Restricted cash | 8,892 | 8,416 | |
| Restricted investments | 75,382 | 70,974 | |
| Accounts receivable (129,081 and 91,090 related to VIEs) | 1,586,560 | 1,354,519 | |
| Retainage receivable (98,304 and 89,132 related to VIEs) | 581,495 | 562,375 | |
| Costs and estimated earnings in excess of billings (26,392 and 22,764 related to VIEs) | 1,149,103 | 1,123,544 | |
| Other current assets (55,286 and 58,128 related to VIEs) | 222,392 | 197,473 | |
| Total current assets | 3,806,423 | 3,510,986 | |
| PROPERTY AND EQUIPMENT ("P&E"), net of accumulated depreciation of 417,575 and 388,147 (net P&E of 34,669 and 49,919 related to VIEs) | 504,722 | 509,685 | |
| GOODWILL | 205,143 | 205,143 | |
| INTANGIBLE ASSETS, NET | 140,674 | 155,270 | |
| OTHER ASSETS | 106,641 | 104,693 | |
| TOTAL ASSETS | 4,763,603 | $ | 4,485,777 |
| | |||
| LIABILITIES AND EQUITY | |||
| CURRENT LIABILITIES: | |||
| Current maturities of long-term debt, net of unamortized discount and debt issuance costs totaling 11,911 and 0 | 320,790 | $ | 124,054 |
| Accounts payable (110,676 and 93,848 related to VIEs) | 770,515 | 682,699 | |
| Retainage payable (19,589 and 13,967 related to VIEs) | 278,045 | 252,181 | |
| Billings in excess of costs and estimated earnings (434,608 and 422,847 related to VIEs) | 962,446 | 844,389 | |
| Accrued expenses and other current liabilities (16,212 and 25,402 related to VIEs) | 209,576 | 206,533 | |
| Total current liabilities | 2,541,372 | 2,109,856 | |
| LONG-TERM DEBT, less current maturities, net of unamortized discount and debt issuance costs totaling 5,190 and 23,343 | 515,629 | 710,422 | |
| DEFERRED INCOME TAXES | 41,329 | 35,686 | |
| OTHER LONG-TERM LIABILITIES | 201,132 | 199,288 | |
| TOTAL LIABILITIES | 3,299,462 | 3,055,252 | |
| COMMITMENTS AND CONTINGENCIES | |||
| EQUITY | |||
| Stockholders' equity: | |||
| Preferred stock - authorized 1,000,000 shares (1 par value), none issued | — | — | |
| Common stock - authorized 75,000,000 shares (1 par value), issued and outstanding 50,771,288 and 50,278,816 shares | 50,771 | 50,279 | |
| Additional paid-in capital | 1,124,672 | 1,117,972 | |
| Retained earnings | 350,071 | 313,991 | |
| Accumulated other comprehensive loss | (40,597) | (42,100) | |
| Total stockholders' equity | 1,484,917 | 1,440,142 | |
| Noncontrolling interests | (20,776) | (9,617) | |
| TOTAL EQUITY | 1,464,141 | 1,430,525 | |
| TOTAL LIABILITIES AND EQUITY | 4,763,603 | $ | 4,485,777 |
All values are in US Dollars.
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| | ||||
|---|---|---|---|---|
| | ||||
| Tutor Perini Corporation | ||||
| Condensed Consolidated Statements of Cash Flows | ||||
| Unaudited | ||||
| | ||||
| | Six Months Ended June 30, | |||
| (in thousands) | 2020 | 2019 | ||
| Cash Flows from Operating Activities: | ||||
| Net income (loss) | $ | 56,997 | $ | (310,717) |
| Adjustments to reconcile net income (loss) to net cash provided by (used) in operating activities: | ||||
| Goodwill impairment | — | 379,863 | ||
| Depreciation | 34,180 | 26,543 | ||
| Amortization of intangible assets | 14,596 | 1,771 | ||
| Share-based compensation expense | 8,264 | 10,078 | ||
| Change in debt discount and deferred debt issuance costs | 7,046 | 6,442 | ||
| Deferred income taxes | 5,423 | (50,321) | ||
| Loss (gain) on sale of property and equipment | 31 | (1,479) | ||
| Changes in other components of working capital | (68,471) | (177,471) | ||
| Other long-term liabilities | 1,295 | 3,209 | ||
| Other, net | (1,131) | 596 | ||
| NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES | 58,230 | (111,486) | ||
| | ||||
| Cash Flows from Investing Activities: | ||||
| Acquisition of property and equipment | (31,386) | (39,346) | ||
| Proceeds from sale of property and equipment | 1,082 | 3,629 | ||
| Investment in securities | (13,319) | (13,660) | ||
| Proceeds from maturities and sales of investments in securities | 10,985 | 8,131 | ||
| NET CASH USED IN INVESTING ACTIVITIES | (32,638) | (41,246) | ||
| | ||||
| Cash Flows from Financing Activities: | ||||
| Proceeds from debt | 752,843 | 716,139 | ||
| Repayment of debt | (757,141) | (527,159) | ||
| Cash payments related to share-based compensation | (994) | (2,363) | ||
| Distributions paid to noncontrolling interests | (30,910) | (4,000) | ||
| Contributions from noncontrolling interests | — | 5,379 | ||
| Debt modification costs | — | (504) | ||
| NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES | (36,202) | 187,492 | ||
| | ||||
| Net increase (decrease) in cash, cash equivalents and restricted cash | (10,610) | 34,760 | ||
| Cash, cash equivalents and restricted cash at beginning of period | 202,101 | 119,863 | ||
| Cash, cash equivalents and restricted cash at end of period | $ | 191,491 | $ | 154,623 |
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| | ||||||||
|---|---|---|---|---|---|---|---|---|
| | ||||||||
| Tutor Perini Corporation | ||||||||
| Backlog Information | ||||||||
| Unaudited | ||||||||
| | ||||||||
| | Revenue | |||||||
| | New Awards in the | Recognized in the | ||||||
| | Backlog at | Three Months Ended | Three Months Ended | Backlog at | ||||
| (in millions) | March 31, 2020 | June 30, 2020(a) | June 30, 2020 | June 30, 2020 | ||||
| Civil | $ | 5,729.1 | $ | 376.8 | $ | (569.0) | $ | 5,536.9 |
| Building | 2,491.5 | 260.0 | (473.0) | 2,278.5 | ||||
| Specialty Contractors | 2,337.0 | 80.6 | (234.4) | 2,183.2 | ||||
| Total | $ | 10,557.6 | $ | 717.4 | $ | (1,276.4) | $ | 9,998.6 |
| | ||||||||
| | Revenue | |||||||
| | New Awards in the | Recognized in the | ||||||
| | Backlog at | Six Months Ended | Six Months Ended | Backlog at | ||||
| (in millions) | December 31, 2019 | June 30, 2020(a) | June 30, 2020 | June 30, 2020 | ||||
| Civil | $ | 6,037.2 | $ | 555.3 | $ | (1,055.6) | $ | 5,536.9 |
| Building | 2,790.3 | 443.0 | (954.8) | 2,278.5 | ||||
| Specialty Contractors | 2,393.6 | 306.4 | (516.8) | 2,183.2 | ||||
| Total | $ | 11,221.1 | $ | 1,304.7 | $ | (2,527.2) | $ | 9,998.6 |
| (a) New awards consist of the original contract price of projects added to our backlog plus or minus subsequent changes to the estimated total contract price of existing contracts. |
9