[Glossary of Terms](index=4&type=section&id=Glossary%20of%20Terms) - This section provides a comprehensive list of abbreviations and definitions for Fluor-specific terms and other general terms used throughout the filing, ensuring clarity and consistency in financial reporting[6](index=6&type=chunk)[7](index=7&type=chunk)[8](index=8&type=chunk) [Part I: Financial Information](index=5&type=section&id=Part%20I:%20Financial%20Information) [Item 1. Condensed Consolidated Financial Statements (Unaudited)](index=5&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements and accompanying notes, detailing financial position, performance, cash flows, and equity changes for the specified periods [Condensed Consolidated Statement of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statement%20of%20Operations) | (in millions, except per share amounts) | 3ME June 30, 2025 | 3ME June 30, 2024 | 6ME June 30, 2025 | 6ME June 30, 2024 | | :-------------------------------------- | :---------------- | :---------------- | :---------------- | :---------------- | | Revenue | $3,978 | $4,227 | $7,959 | $7,961 | | Gross profit | $56 | $178 | $197 | $278 | | Operating profit (loss) | $(26) | $176 | $65 | $228 | | Net earnings attributable to Fluor | $2,460 | $169 | $2,219 | $228 | | Basic EPS | $14.93 | $0.99 | $13.30 | $1.33 | | Diluted EPS | $14.81 | $0.97 | $13.19 | $1.32 | [Condensed Consolidated Statement of Comprehensive Income (Loss)](index=6&type=section&id=Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income%20(Loss)) | (in millions) | 3ME June 30, 2025 | 3ME June 30, 2024 | 6ME June 30, 2025 | 6ME June 30, 2024 | | :---------------------------------- | :---------------- | :---------------- | :---------------- | :---------------- | | Net earnings | $2,438 | $153 | $2,206 | $194 | | Total OCI, net of taxes | $46 | $(8) | $72 | $(58) | | Comprehensive income attributable to Fluor | $2,506 | $160 | $2,291 | $169 | [Condensed Consolidated Balance Sheet](index=7&type=section&id=Condensed%20Consolidated%20Balance%20Sheet) | (in millions) | June 30, 2025 | December 31, 2024 | | :---------------------------- | :------------ | :---------------- | | Total current assets | $5,027 | $5,175 | | Total noncurrent assets | $6,761 | $3,968 | | Total assets | $11,788 | $9,143 | | Total current liabilities | $3,102 | $3,071 | | Long-term debt | $1,070 | $1,104 | | Total equity | $5,978 | $3,992 | [Condensed Consolidated Statement of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) | (in millions) | 6ME June 30, 2025 | 6ME June 30, 2024 | | :------------------------------------------ | :---------------- | :---------------- | | OPERATING CASH FLOW | $(307) | $171 | | INVESTING CASH FLOW | $(61) | $(38) | | FINANCING CASH FLOW | $(341) | $6 | | Increase (decrease) in cash and cash equivalents | $(657) | $110 | | Cash and cash equivalents at end of period | $2,172 | $2,629 | [Condensed Consolidated Statement of Changes in Equity](index=9&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) | (in millions) | June 30, 2025 | December 31, 2024 | | :---------------------------- | :------------ | :---------------- | | Total Shareholders' Equity | $5,949 | $3,949 | | Total Equity | $5,978 | $3,992 | | Repurchase of common stock (6ME) | $(295) | $0 | [Notes to Financial Statements](index=10&type=section&id=Notes%20to%20Financial%20Statements) [1. Principles of Consolidation](index=10&type=section&id=1.%20Principles%20of%20Consolidation) - The financial statements are unaudited and rely on management's estimates, which may not be indicative of full-year results[22](index=22&type=chunk) Quarterly reporting periods are typically 13 weeks, ending on the Sunday nearest March 31, June 30, and September 30[23](index=23&type=chunk)[24](index=24&type=chunk) [2. Recent Accounting Pronouncements](index=10&type=section&id=2.%20Recent%20Accounting%20Pronouncements) - Fluor adopted ASU 2023-05 in 2025, which had **no impact on consolidated results**[25](index=25&type=chunk) ASU 2023-09 (effective 2025) and ASU 2024-03 (effective 2027/2028) are **not expected to impact consolidated results**[26](index=26&type=chunk)[27](index=27&type=chunk) A proposed ASU on internal use software is expected in 2025, and ASU 2025-03 (effective 2027) on identifying accounting acquirers in VIE transactions is **not expected to have an impact**[28](index=28&type=chunk)[29](index=29&type=chunk) [3. Earnings Per Share](index=11&type=section&id=3.%20Earnings%20Per%20Share) | (in millions, except per share amounts) | 3ME June 30, 2025 | 3ME June 30, 2024 | 6ME June 30, 2025 | 6ME June 30, 2024 | | :-------------------------------------- | :---------------- | :---------------- | :---------------- | :---------------- | | Net earnings attributable to Fluor | $2,460 | $169 | $2,219 | $228 | | Weighted average common shares outstanding | 165 | 171 | 167 | 171 | | Weighted average diluted shares outstanding | 166 | 174 | 168 | 173 | | Basic EPS | $14.93 | $0.99 | $13.30 | $1.33 | | Diluted EPS | $14.81 | $0.97 | $13.19 | $1.32 | - Potentially dilutive securities include convertible debt, stock options, RSUs, and performance-based award units[31](index=31&type=chunk) The conversion feature of 2029 Notes has a dilutive impact when the average market price of common stock exceeds **$45.37 per share**, which was **not the case** during the 2025 and 2024 Quarters[32](index=32&type=chunk) [4. Operating Information by Segment and Geographic Area](index=12&type=section&id=4.%20Operating%20Information%20by%20Segment%20and%20Geographic%20Area) | (in millions) | 3ME June 30, 2025 | 3ME June 30, 2024 | 6ME June 30, 2025 | 6ME June 30, 2024 | | :------------ | :---------------- | :---------------- | :---------------- | :---------------- | | **Revenue** | | | | | | Urban Solutions | $2,070 | $1,831 | $4,227 | $3,309 | | Energy Solutions | $1,143 | $1,595 | $2,349 | $3,028 | | Mission Solutions | $762 | $704 | $1,358 | $1,305 | | Other | $3 | $97 | $25 | $319 | | Total revenue | $3,978 | $4,227 | $7,959 | $7,961 | | **Segment profit (loss)** | | | | | | Urban Solutions | $29 | $105 | $99 | $155 | | Energy Solutions | $15 | $75 | $63 | $143 | | Mission Solutions | $35 | $41 | $40 | $63 | | Other | $(1) | $(27) | $8 | $(49) | | Total segment profit | $78 | $194 | $210 | $312 | | (in millions) | June 30, 2025 | December 31, 2024 | | :------------ | :------------ | :---------------- | | **Total assets by segment** | | | | Urban Solutions | $1,906 | $1,472 | | Energy Solutions | $737 | $729 | | Mission Solutions | $886 | $734 | | Other | $6 | $72 | | Corporate | $3,253 | $3,870 | | Investment in NuScale | $5,000 | $2,266 | | Total assets | $11,788 | $9,143 | | (in millions) | 3ME June 30, 2025 | 3ME June 30, 2024 | 6ME June 30, 2025 | 6ME June 30, 2024 | | :------------ | :---------------- | :---------------- | :---------------- | :---------------- | | **Revenue by project location** | | | | | | North America | $2,757 | $2,929 | $5,410 | $5,299 | | Asia Pacific | $306 | $558 | $622 | $1,001 | | Europe | $723 | $558 | $1,564 | $1,333 | | Central and South America | $146 | $136 | $285 | $203 | | Middle East and Africa | $46 | $46 | $78 | $125 | | Total revenue | $3,978 | $4,227 | $7,959 | $7,961 | - Urban Solutions segment profit in 2025 was impacted by **$54 million in forecast adjustments** for cost growth on infrastructure projects, partially offset by increased execution on life sciences projects[34](index=34&type=chunk)[35](index=35&type=chunk) Energy Solutions segment profit declined due to projects nearing completion and a **$31 million arbitration ruling loss**[37](index=37&type=chunk) Mission Solutions segment profit declined due to reduced DOD project activity and a **$28 million reserve** for a long-standing claim[34](index=34&type=chunk) [5. Income Taxes](index=14&type=section&id=5.%20Income%20Taxes) | (in millions) | 3ME June 30, 2025 | 3ME June 30, 2024 | 6ME June 30, 2025 | 6ME June 30, 2024 | | :------------ | :---------------- | :---------------- | :---------------- | :---------------- | | Effective tax rate (including equity method earnings) | 24% | 29% | 24% | 36% | | Total income tax expense | $765 | $61 | $712 | $111 | [6. Partnerships and Joint Ventures](index=14&type=section&id=6.%20Partnerships%20and%20Joint%20Ventures) | (in millions) | June 30, 2025 | December 31, 2024 | | :------------------------------------------ | :------------ | :---------------- | | Investments in a loss position | $181 | $292 | | Accounts receivable for unconsolidated partnerships and joint ventures | $238 | $175 | | Aggregate carrying value of unconsolidated VIEs (net asset) | $5,300 | $2,400 | | Future funding commitments for unconsolidated VIEs | $48 | N/A | [7. Guarantees](index=14&type=section&id=7.%20Guarantees) | (in millions) | June 30, 2025 | | :------------------------------------------ | :------------ | | Maximum potential future payments under outstanding performance guarantees | $14,000 | [8. Contingencies and Commitments](index=16&type=section&id=8.%20Contingencies%20and%20Commitments) - Fluor Australia is involved in a lawsuit with Santos Ltd., where a panel recommended judgment for Santos on claims valued at approximately **AUD $790 million**, despite a contractual liability cap of **AUD $236 million**[46](index=46&type=chunk) Court decisions on Fluor's application to set aside the reference and Santos's application to adopt the panel's report are pending[46](index=46&type=chunk) - A joint venture, Prairie Link Constructors JV (PLC), settled a lawsuit with NTTA for approximately **$415 million** (including interest and costs) after a jury verdict[47](index=47&type=chunk) Fluor recognized an **$84 million impact to earnings** in Q1 2025 and paid **$33 million to NTTA** in June 2025[47](index=47&type=chunk) [9. Contract Assets and Liabilities](index=17&type=section&id=9.%20Contract%20Assets%20and%20Liabilities) | (in millions) | June 30, 2025 | December 31, 2024 | | :------------------------------------------ | :------------ | :---------------- | | Contract assets: | | | | Unbilled receivables - reimbursable contracts | $1,394 | $1,050 | | Contract work in progress - lump-sum contracts | $95 | $88 | | Total contract assets | $1,489 | $1,138 | | Revenue associated with claims | $233 | $244 | | Back charges that may be disputed | $85 | $23 | | Revenue recognized from contract liabilities as of January 1 | $481 | $430 | [10. Remaining Unsatisfied Performance Obligations](index=17&type=section&id=10.%20Remaining%20Unsatisfied%20Performance%20Obligations) | (in millions) | June 30, 2025 | | :------------ | :------------ | | Within 1 year | $14,830 | | 1 to 2 years | $6,872 | | Thereafter | $5,135 | | Total RUPO | $26,837 | [11. Debt and Letters of Credit](index=17&type=section&id=11.%20Debt%20and%20Letters%20of%20Credit) | (in millions) | June 30, 2025 | December 31, 2024 | | :------------ | :------------ | :---------------- | | Total debt | $1,070 | $1,104 | | 2028 Notes | $507 | $543 | | 2029 Notes | $575 | $575 | - As of June 30, 2025, **$463 million in letters of credit** were outstanding under the **$2.2 billion credit facility**, with a borrowing capacity of **$852 million**[54](index=54&type=chunk)[55](index=55&type=chunk) An additional **$941 million in letters of credit** were outstanding under uncommitted lines[56](index=56&type=chunk) The company redeemed **$36 million of 2028 Notes** during the 2025 Period[56](index=56&type=chunk) [12. Fair Value Measurements](index=18&type=section&id=12.%20Fair%20Value%20Measurements) | (in millions) | June 30, 2025 | December 31, 2024 | | :------------------------------------------ | :------------ | :---------------- | | **Assets measured at fair value (Level 1)** | | | | Investment in NuScale | $5,000 | $2,266 | | Trading securities | $8 | $18 | | **Financial instruments not measured at fair value** | | | | Cash (Level 1) | $1,482 | $1,613 | | Cash equivalents (Level 2) | $690 | $1,216 | | Marketable securities (Level 2) | $99 | $130 | | 2028 Senior Notes (Carrying Value) | $505 | $541 | | 2028 Senior Notes (Fair Value) | $499 | $517 | | 2029 Senior Notes (Carrying Value) | $565 | $563 | | 2029 Senior Notes (Fair Value) | $755 | $725 | - The company recognized pre-tax gains of **$3.2 billion** for the 2025 Quarter and **$2.7 billion** for the 2025 Period from the mark-to-market valuation of its investment in NuScale[57](index=57&type=chunk) [13. Stock-Based Compensation](index=19&type=section&id=13.%20Stock-Based%20Compensation) | Performance-based Award Units Granted in 2025 | Units Granted | Weighted Average Grant Date Fair Value Per Share | | :-------------------------------------------- | :------------ | :----------------------------------------------- | | 2025 Performance Award Plan | 140,597 | $37.07 | | 2024 Performance Award Plan | 68,794 | $39.75 | | 2023 Performance Award Plan | 69,169 | $39.99 | | (in millions) | 3ME June 30, 2025 | 3ME June 30, 2024 | 6ME June 30, 2025 | 6ME June 30, 2024 | | :------------------------------------------ | :---------------- | :---------------- | :---------------- | :---------------- | | SGI awards expense | $12 | $7 | $9 | $12 | | Performance-based awards for non-Section 16 executives expense | $0 | $2 | $2 | $10 | | **Liabilities** | June 30, 2025 | December 31, 2024 | | | | SGI awards liability | $28 | $51 | | | | Performance-based awards for non-Section 16 executives liability | $19 | $30 | | | - Performance-based award units generally cliff vest after **3 years**, with **70% (2025 plan)** or **80% (2024/2023 plans)** earned based on earnings before taxes targets and the remainder on 3-year cumulative TSR relative to S&P 500 companies[63](index=63&type=chunk)[64](index=64&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=21&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on financial performance, condition, and future outlook, including segment analysis, critical accounting policies, and liquidity and capital resources [CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS](index=21&type=section&id=CAUTIONARY%20STATEMENT%20REGARDING%20FORWARD-LOOKING%20STATEMENTS) - Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially[73](index=73&type=chunk) Key factors include cyclical markets, failure to receive new contract awards, inaccurate cost/schedule estimates, intense competition, inability to retain personnel, joint venture partner non-performance, cybersecurity breaches, political/economic risks, project cancellations, and earnings volatility from NuScale investment fair value measurements[75](index=75&type=chunk) [Results of Operations](index=22&type=section&id=Results%20of%20Operations) - Revenue decreased slightly in the 2025 Quarter due to projects nearing completion and slowed progress at a Mexico joint venture pending customer payment[82](index=82&type=chunk) Earnings before taxes decreased due to cost growth on infrastructure projects, slowed execution in Mexico, and an arbitration loss, partially offset by increased life sciences project activity[83](index=83&type=chunk) | (in millions) | 3ME June 30, 2025 | 3ME June 30, 2024 | 6ME June 30, 2025 | 6ME June 30, 2024 | | :------------ | :---------------- | :---------------- | :---------------- | :---------------- | | Revenue | $3,978 | $4,227 | $7,959 | $7,961 | | Segment profit | $78 | $194 | $210 | $312 | | Earnings (loss) before taxes | $(9) | $214 | $99 | $305 | | Net earnings attributable to Fluor | $2,460 | $169 | $2,219 | $228 | | New awards | $1,768 | $3,098 | $7,577 | $10,116 | | Total backlog (June 30) | $28,205 | $32,304 | $28,205 | $32,304 | - The effective tax rate on earnings, including equity method earnings, was **24%** for both the 2025 Quarter and Period, down from **29% and 36%** in the comparable 2024 periods[84](index=84&type=chunk) The OBBB Act (July 2025) is **not expected to have a material impact**, and Pillar Two global minimum tax changes are **not expected to materially impact** the 2025 Quarter's tax provision[85](index=85&type=chunk) [Segment Operations](index=25&type=section&id=Segment%20Operations) - Urban Solutions revenue increased due to life sciences and mining projects, but segment profit was impacted by **$54 million in cost growth** on infrastructure projects[87](index=87&type=chunk)[88](index=88&type=chunk) Energy Solutions saw revenue and profit decline due to projects nearing completion, issues with a Mexico joint venture, and a **$31 million arbitration loss**[89](index=89&type=chunk)[90](index=90&type=chunk)[91](index=91&type=chunk) Mission Solutions revenue increased from DOE projects and FEMA relief, but segment profit declined due to reduced DOD project activity and a **$28 million reserve** for a long-standing claim[92](index=92&type=chunk)[93](index=93&type=chunk)[94](index=94&type=chunk) The 'Other' segment's results are expected to be **immaterial for 2025** following the deconsolidation of NuScale and the sale of Stork's U.K. operations[95](index=95&type=chunk)[96](index=96&type=chunk) [G&A](index=26&type=section&id=G%26A) | (in millions) | 3ME June 30, 2025 | 3ME June 30, 2024 | 6ME June 30, 2025 | 6ME June 30, 2024 | | :------------ | :---------------- | :---------------- | :---------------- | :---------------- | | G&A | $52 | $50 | $88 | $110 | | Compensation | $27 | $37 | $50 | $80 | - The decrease in compensation expense in the 2025 Quarter and Period was primarily driven by **lower performance-based compensation**[97](index=97&type=chunk) [Critical Accounting Policies and Estimates](index=26&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) - There have been **no material changes** in critical accounting policies and estimates from those disclosed in the 2024 10-K[98](index=98&type=chunk) [Recent Accounting Pronouncements](index=26&type=section&id=Recent%20Accounting%20Pronouncements) - Information regarding recent accounting pronouncements is described more fully in the Notes to Financial Statements[99](index=99&type=chunk) [LIQUIDITY AND CAPITAL RESOURCES](index=26&type=section&id=LIQUIDITY%20AND%20CAPITAL%20RESOURCES) - The company's liquidity is supported by cash, operations, credit facility, and capital markets[100](index=100&type=chunk) It believes current liquidity is **sufficient for the next 12 months**[101](index=101&type=chunk) The credit facility includes covenants like a debt-to-capitalization ratio limit of **0.60 to 1.00** and a minimum liquidity threshold of **$1.1 billion**, with potential collateral requirements if credit ratings are downgraded[102](index=102&type=chunk) | (in millions) | June 30, 2025 | December 31, 2024 | | :------------------------------------------ | :------------ | :---------------- | | Cash and cash equivalents combined with marketable securities | $2,300 | $3,000 | | Non-U.S. cash and cash equivalents | $880 | $1,100 | | Cash and cash equivalents held by consolidated VIEs | $401 | $333 | | Client advances | $46 | $79 | - During the 2025 Period, the company repurchased **7.6 million shares** of common stock for **$295 million**[106](index=106&type=chunk) Between July 1 and July 25, 2025, an additional **0.8 million shares** were repurchased for **$41 million**[106](index=106&type=chunk) The company targets repurchasing **$150 million to $200 million** of stock in the latter half of 2025[106](index=106&type=chunk) | (in millions) | 6ME June 30, 2025 | 6ME June 30, 2024 | | :------------------------------------------ | :---------------- | :---------------- | | Operating Cash Flow | $(307) | $171 | | Investing Cash Flow | $(61) | $(38) | | Financing Cash Flow | $(341) | $6 | | Increase (decrease) in cash and cash equivalents | $(657) | $110 | | Cash and cash equivalents at end of period | $2,172 | $2,629 | | Cash paid for interest | $19 | $22 | | Cash paid for income taxes (net of refunds) | $83 | $31 | - Operating cash flow for the 2025 Period was negatively impacted by increases in working capital on several large projects and is typically lower in the first half due to employee incentive award payouts[109](index=109&type=chunk)[110](index=110&type=chunk) Investing cash flow included **$61 million** from the sale of Stork's U.K. operations and **$135 million** in investments in partnerships and joint ventures[112](index=112&type=chunk)[113](index=113&type=chunk] Financing cash flow was primarily driven by common stock repurchases and debt retirement[114](index=114&type=chunk)[115](index=115&type=chunk) - As of June 30, 2025, **$463 million in letters of credit** were outstanding under committed lines and **$941 million** under uncommitted lines[116](index=116&type=chunk) The maximum potential future payments under outstanding performance guarantees were estimated at **$14 billion**[117](index=117&type=chunk) [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=29&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) No material changes to market risk occurred during the 2025 Period, maintaining consistency with 2024 10-K disclosures - No material changes to market risk occurred during the 2025 Period, and relevant disclosures are consistent with the 2024 10-K[119](index=119&type=chunk) [Item 4. Controls and Procedures](index=30&type=section&id=Item%204.%20Controls%20and%20Procedures) This section confirms the effectiveness of disclosure controls and procedures and reports no material changes to internal control over financial reporting [Evaluation of Disclosure Controls and Procedures](index=30&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) - The principal executive officer and principal financial officer concluded that the company's disclosure controls and procedures were effective as of the end of the reporting period[120](index=120&type=chunk) [Changes in Internal Control over Financial Reporting](index=30&type=section&id=Changes%20in%20Internal%20Control%20over%20Financial%20Reporting) - There were **no changes** to the company's internal control over financial reporting that materially affected, or are reasonably likely to materially affect, ICFR during the period[121](index=121&type=chunk) [Changes in Consolidated Backlog (Unaudited)](index=31&type=section&id=Changes%20in%20Consolidated%20Backlog%20(Unaudited)) This section provides an unaudited summary of changes in consolidated backlog, detailing new awards, adjustments, cancellations, and work performed for the specified periods | (in millions) | 3ME June 30, 2025 | 3ME June 30, 2024 | 6ME June 30, 2025 | 6ME June 30, 2024 | | :------------ | :---------------- | :---------------- | :---------------- | :---------------- | | Backlog, April 1 / January 1 | $28,718 | $32,739 | $28,484 | $29,441 | | New awards | $1,768 | $3,098 | $7,577 | $10,116 | | Adjustments and cancellations, net | $1,671 | $663 | $54 | $646 | | Work performed | $(3,952) | $(4,196) | $(7,910) | $(7,899) | | Backlog, June 30 | $28,205 | $32,304 | $28,205 | $32,304 | [Part II: Other Information](index=32&type=section&id=Part%20II:%20Other%20Information) [Item 1. Legal Proceedings](index=32&type=section&id=Item%201.%20Legal%20Proceedings) This section confirms the company's involvement in various legal proceedings, with material matters detailed in Part I, Item 1 - The company is party to a number of legal proceedings and other matters, with material pending legal proceedings disclosed pursuant to SEC rules and further details available in Part I, Item 1 of this 10-Q[126](index=126&type=chunk)[127](index=127&type=chunk) [Item 1A. Risk Factors](index=32&type=section&id=Item%201A.%20Risk%20Factors) No material changes to the company's risk factors have occurred since those disclosed in the 2024 10-K - No material changes to the company's risk factors have occurred since those disclosed in the 2024 10-K[128](index=128&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=32&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section details the company's purchases of its own equity securities under the share repurchase program during the quarter ended June 30, 2025 | Period | Total Number of Shares Purchased | Average Price Paid per Share | Maximum Number of Shares that May Yet Be Purchased Under the Plans or Program | | :---------------------- | :------------------------------- | :--------------------------- | :---------------------------------------------------------------------------- | | April 1 — April 30, 2025 | 1,646,339 | $34.12 | 22,936,729 | | May 1 — May 31, 2025 | 1,318,230 | $37.68 | 21,618,499 | | June 1 — June 30, 2025 | 1,010,427 | $46.87 | 20,608,072 | | Total | 3,974,996 | $38.54 | | - The share repurchase program, originally announced in November 2011 and incrementally authorized for an additional **20 million shares** in November 2024, had **20,608,072 shares remaining** for purchase as of June 30, 2025[131](index=131&type=chunk) [Item 4. Mine Safety Disclosures](index=32&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) Information concerning mine safety violations and other regulatory matters is provided in Exhibit 95.1 of this report - Information concerning mine safety violations or other regulatory matters is included in Exhibit 95.1 to this report[132](index=132&type=chunk) [Item 5. Other Information](index=32&type=section&id=Item%205.%20Other%20Information) No director or officer adopted or terminated any Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during the quarter ended June 30, 2025 - No director or officer adopted or terminated any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements during the quarter ended June 30, 2025[133](index=133&type=chunk) [Item 6. Exhibits](index=33&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including corporate documents, certifications, and XBRL data - The exhibit index includes corporate documents (Certificate of Incorporation, Bylaws), a Consulting Agreement, CEO/CFO certifications (Sarbanes-Oxley Act Sections 302 and 906), Mine Safety Disclosure, and Inline XBRL documents[136](index=136&type=chunk) [Signatures](index=34&type=section&id=Signatures) - The report was signed on July 31, 2025, by John C. Regan, Chief Financial Officer (Principal Financial & Accounting Officer) of Fluor Corporation[139](index=139&type=chunk)

Core Viewpoint - Fluor Corporation (FLR) is set to report its second-quarter 2025 results on August 1, with expectations of revenue growth driven by strong demand in various sectors, despite a projected decline in earnings per share [1][3][9]. Financial Performance - In the last reported quarter, Fluor's adjusted earnings per share (EPS) exceeded the Zacks Consensus Estimate by 46%, while revenues fell short by 6.3%. Year-over-year, EPS grew by 55.3% and revenues by 7% [1]. - The Zacks Consensus Estimate for the second-quarter EPS is unchanged at 59 cents, reflecting a 30.6% decline from 85 cents a year ago. Revenue estimates are at $4.82 billion, indicating a 13.9% increase from $4.23 billion in the previous year [3]. Revenue Drivers - The anticipated revenue growth is attributed to robust demand for infrastructure projects in sectors such as data centers, semiconductors, pharmaceuticals, energy transition, fuel production, and mining and metals. Additionally, strength in environmental remediation and national security is expected to contribute positively [4]. - The Urban Solutions segment is projected to generate revenues of $2.47 billion, a 35% increase from $1.83 billion a year ago. The Mission Solutions segment is expected to see revenues of $718 million, reflecting a 2% growth. Conversely, the Energy Solutions segment is estimated to decline by 4.4% to $1.53 billion from $1.6 billion [6]. Earnings Outlook - Fluor's bottom line is expected to decline year-over-year due to unfavorable currency translation, tariff-related uncertainties, and inflationary pressures. Challenges from commodity price volatility and the cyclical nature of its business lines are also anticipated to impact profitability [8]. - The projected segment profits for Urban, Energy, and Mission Solutions are expected to decline year-over-year, with estimates of $79 million, $61 million, and $36 million, respectively, compared to $105 million, $75 million, and $41 million in the previous year [10]. Earnings Prediction Model - The current model does not predict an earnings beat for Fluor, as the company has an Earnings ESP of 0.00% and a Zacks Rank of 3 (Hold) [11][12].

Core Viewpoint - The nuclear power sector is gaining momentum, with President Trump aiming to quadruple U.S. nuclear power output by 2050, creating a favorable environment for investment in nuclear stocks, particularly Fluor [1]. Industry Overview - The U.S. government is accelerating nuclear power development through executive orders, including a commitment to approve new reactor licenses within 18 months and a pilot program for three experimental reactors by July 2026 [5]. - The Department of Energy plans to deploy advanced small modular reactors by the end of 2027 and aims for at least one operational nuclear reactor on a military base by September 2028 [5]. Company Analysis: Fluor - Fluor is identified as a strong investment opportunity in the nuclear sector, with a 19% stock increase over the past year, outperforming the S&P 500 [4]. - The company holds a majority interest in NuScale, which has a market capitalization of $10.3 billion, while Fluor's market cap is only $8.7 billion, indicating a potential undervaluation [7]. - Analysts project Fluor's earnings to be $470 million in 2026, $530 million in 2027, and $638 million in 2028, suggesting a stable earnings growth trajectory [8]. - Fluor's price-to-earnings ratio is estimated at 18.5 times forward earnings, which is considered reasonable given the expected earnings growth [9]. - The company is expected to generate positive free cash flow of $343 million this year, with a forecasted growth rate of over 20% annually for the next three years [10]. - Fluor's enterprise-value-to-free-cash-flow ratio is projected to be 21, indicating a favorable valuation compared to other nuclear companies that are not profitable [11].

Core Viewpoint - Fluor Corporation (FLR) has experienced a significant share price increase of 54.8% over the past three months, outperforming its industry peers and the broader market indices [1][4]. Group 1: Company Performance - The company is benefiting from strong demand trends in various sectors, including infrastructure projects for data centers, semiconductors, pharmaceuticals, energy transition, fuel production, and mining and metals [3][20]. - Fluor's backlog has reached $28.7 billion, with 79% classified as reimbursable, which reduces project risks and supports long-term margin growth [7][8]. - In Q1 2025, Fluor secured new awards totaling $5.8 billion, indicating a healthy book-to-burn ratio of 1.5x [7][8]. Group 2: Business Strategy - Fluor is transitioning its strategy from "fix and build" to "grow and execute" for the 2025-2028 period, focusing on generating cash and earnings while maintaining financial discipline [9][10]. - The company aims to diversify its business portfolio to stabilize its operations and capitalize on cyclical markets at appropriate times [10]. Group 3: Shareholder Returns - Fluor has committed to returning capital to shareholders, having repurchased $193 million in shares in Q1 2025 and planning additional buybacks totaling $450 million for the year [11][12]. - The stock is currently trading at a discount compared to industry peers, presenting an attractive entry point for investors [13]. Group 4: Market Trends and Risks - The favorable market trends are expected to continue, driven by increased public infrastructure demand and technological advancements [6][20]. - However, Fluor faces challenges such as project delays, currency translation risks, and inflationary pressures, which could impact its growth [5][18][19].

Group 1 - Fluor Corporation (FLR) is positioned for solid revenue growth, supported by a robust backlog of $28.7 billion [1] - Approximately 79% of the backlog is reimbursable, providing good visibility and reducing future performance risks [1] - The company is receiving new awards, indicating a positive trend in its project pipeline [1]

Core Insights - Ramaco Resources, Inc. has released a summary of the independent Preliminary Economic Assessment (PEA) for its Brook Mine, prepared by Fluor Corporation, indicating the mine's commercial and technological feasibility [1][2] - The company is optimistic about the future, with a ribbon-cutting ceremony for the Brook Mine scheduled, marking a significant milestone for both Ramaco and the nation [2] Company Overview - Ramaco Resources, Inc. operates and develops high-quality, low-cost metallurgical coal in southern West Virginia and southwestern Virginia, and is also involved in coal, rare earth, and critical minerals production in Wyoming [3] - The company has four active metallurgical coal mining complexes in Central Appalachia and is in the initial stages of production for a coal mine and rare earth development in Wyoming [3] - In 2023, Ramaco discovered a major deposit of primary magnetic rare earths and critical minerals at its Wyoming mine, and operates a carbon research facility related to advanced carbon products from coal [3] Future Prospects - The results of the PEA suggest that the Brook Mine will contribute positively to the company's growth and operational capabilities, aligning with its strategic objectives in the coal and rare earth sectors [2][3]

Company Overview - Fluor Corporation (NYSE: FLR) is an engineering company that specializes in large projects, particularly in infrastructure construction [1]. Business Segments - The company operates in various segments, including Energy Solutions, which focuses on energy-related projects, particularly in the oil and gas sector [1]. Investment Philosophy - The company emphasizes diversification not only in assets but also in investment methods and philosophies, aiming to meet both short-term and long-term investment goals [1].

Core Insights - Ramaco Resources, Inc. will receive a Preliminary Economic Assessment (PEA) of its Brook Mine from Fluor Corporation on July 9, 2025, which will be presented to the Board of Directors [1] - Following the presentation, Ramaco expects to release a summary of the updated information on its website within the week [1] Company Overview - Ramaco Resources, Inc. operates and develops high-quality, low-cost metallurgical coal in southern West Virginia and southwestern Virginia, and is also a developing producer of coal, rare earth, and critical minerals in Wyoming [2] - The company has four active metallurgical coal mining complexes in Central Appalachia and is in the initial stages of production at a coal mine and rare earth development near Sheridan, Wyoming [2] - In 2023, a major deposit of primary magnetic rare earths and critical minerals was discovered at the Wyoming mine [2] - Ramaco operates a carbon research and pilot facility related to the production of advanced carbon products and materials from coal, holding approximately 76 intellectual property patents and various licensing agreements [2]

Core Insights - The Fluor Corporation will deliver a full Preliminary Economic Assessment (PEA) of Ramaco Resources' Brook Mine by July 8, 2025, indicating a significant advancement in the project [1][2] - The Brook Mine is believed to contain the largest unconventional deposit of rare earth elements and critical minerals sourced from coal, which is commercially and technologically feasible [2][4] Economic Viability - The updated PEA confirms the viability of the Brook Mine project, validating Ramaco's development strategy and providing momentum for future phases [4] - The PEA outlines a net present value (NPV) of $1.197 billion at an 8% discount rate and $898 million at a 10% discount rate, with an internal rate of return (IRR) of 38% and an initial capital cost estimate of $473 million [8][15] Production and Revenue Projections - The project anticipates an adjusted EBITDA of $134 million by 2028, reaching $143 million by 2029, with annual revenue projected at $378 million [8][15] - The Brook Mine is expected to produce 1,242 short tons of rare earth oxides annually, including 456 tons of various critical minerals [11][12] Cost Structure - The total initial capital cost is estimated at $579 million, including a 22% contingency [9] - Annual steady-state costs are projected at $235 million, with mining costs at $27 million and processing costs at $195 million [12][15] Unique Geological Profile - The Brook Mine's geological profile allows for a more efficient extraction process with lower capital intensity compared to traditional hard rock mining, significantly reducing operational complexity and costs [5][6] Strategic Importance - The Brook Mine will be one of only two domestic sources of rare earth elements and the only source of heavy rare earth elements and critical minerals vital for the U.S. defense industry [18][19] - The mine is projected to support 3-5% of total U.S. permanent magnet demand and over 30% of the demand for U.S. defense applications [18] Development Timeline - Initial mining activities have commenced to procure ore for pilot-scale testing, with a pilot plant expected to be operational by mid-2026 [16]

Company Overview - Fluor (FLR) is a notable stock in the Construction sector, which consists of 88 individual stocks and currently holds a Zacks Sector Rank of 14 out of 16 groups [2] - Fluor has a Zacks Rank of 1 (Strong Buy), indicating a positive earnings outlook based on earnings estimates and revisions [3] Performance Analysis - The Zacks Consensus Estimate for Fluor's full-year earnings has increased by 0.4% over the past quarter, reflecting improved analyst sentiment [4] - Year-to-date, Fluor has returned approximately 4.2%, outperforming the average loss of 1.7% in the Construction sector [4] - In comparison, Granite Construction (GVA) has also returned 4.2% this year, with an 8.2% increase in the consensus EPS estimate over the past three months, and holds a Zacks Rank of 2 (Buy) [5] Industry Context - Fluor is part of the Engineering - R and D Services industry, which includes 17 companies and is currently ranked 74 in the Zacks Industry Rank, with an average gain of 8.5% this year, indicating that Fluor is slightly underperforming its industry [6] - Granite Construction belongs to the Building Products - Heavy Construction industry, which is ranked 3 and has seen an increase of 11.8% this year [7]