PART I. FINANCIAL INFORMATION Financial Statements (Unaudited) Unaudited consolidated financial statements for Q1/H1 FY2025 are presented, detailing financial position and performance, impacted by impairment and legal costs Consolidated Balance Sheets The balance sheet as of March 30, 2025, shows total assets of $4.18 billion, a slight decrease, with reduced cash and goodwill, and increased liabilities Consolidated Balance Sheet Highlights (in thousands) | Account | March 30, 2025 | September 29, 2024 | | :--- | :--- | :--- | | Cash and cash equivalents | $179,433 | $232,689 | | Goodwill | $1,913,134 | $2,046,569 | | Total Assets | $4,184,304 | $4,192,676 | | Total Current Liabilities | $1,516,515 | $1,219,527 | | Total Stockholders' Equity | $1,573,781 | $1,830,413 | Consolidated Statements of Income H1 FY2025 revenue grew 10.6% to $2.74 billion, but net income plummeted due to significant impairment and legal costs Statement of Income Summary (in thousands, except per share data) | Metric | Six Months Ended Mar 30, 2025 | Six Months Ended Mar 31, 2024 | | :--- | :--- | :--- | | Revenue | $2,742,674 | $2,479,883 | | Gross Profit | $435,659 | $397,993 | | Income from Operations | $62,129 | $228,764 | | Net Income Attributable to Tetra Tech | $6,135 | $151,418 | | Diluted EPS | $0.02 | $0.56 | - Significant charges in the six months ended March 30, 2025 include a $115.0 million legal contingency cost and a $92.4 million goodwill impairment, which severely impacted income from operations and net income9 Consolidated Statements of Cash Flows Net cash from operating activities significantly decreased to $7.2 million in H1 FY2025, impacted by a legal settlement and working capital changes Cash Flow Summary (in thousands) | Activity | Six Months Ended Mar 30, 2025 | Six Months Ended Mar 31, 2024 | | :--- | :--- | :--- | | Net cash provided by operating activities | $7,240 | $112,181 | | Net cash used in investing activities | ($12,768) | ($79,161) | | Net cash provided by (used in) financing activities | ($37,437) | $5,633 | | Net decrease in cash and cash equivalents | ($53,256) | $41,463 | Notes to Unaudited Consolidated Financial Statements Detailed notes explain financial results, including revenue growth, goodwill impairment, a major legal settlement, and stock repurchase activities - On July 29, 2024, the Board of Directors approved a five-for-one stock split, effective September 6, 2024. All prior-period share and per-share amounts have been retroactively adjusted24 Revenue by Client Sector (Six Months Ended, in thousands) | Client Sector | March 30, 2025 | March 31, 2024 | | :--- | :--- | :--- | | U.S. federal government | $915,270 | $789,078 | | U.S. state and local government | $410,425 | $298,476 | | U.S. commercial | $444,676 | $423,837 | | International | $490,168 | $495,656 | - A non-cash goodwill impairment charge of $92.4 million was recorded in Q2 2025, triggered by the cancellation of most USAID contracts impacting the Global Development Services (GDS) reporting unit525355 - A $115.0 million charge was recorded in Q1 2025 related to a settlement agreement with the U.S. government over claims at the Hunters Point Naval Shipyard, including $97.0 million for the settlement and an $18.0 million estimate for ancillary claims102103108 - In H1 FY2025, the company repurchased 5.2 million shares for $175.0 million. Subsequently, on May 5, 2025, the Board authorized an additional $500 million stock repurchase program5859 Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses 10.6% revenue growth, operating income impact from impairment and legal charges, and changes in backlog and liquidity Revenue by Client Sector (Six Months Ended, in thousands) | Client Sector | March 30, 2025 | March 31, 2024 | Change $ | Change % | | :--- | :--- | :--- | :--- | :--- | | U.S. federal government | $915,270 | $789,078 | $126,192 | 16.0% | | U.S. state and local government | $410,425 | $298,476 | $111,949 | 37.5% | | U.S. commercial | $444,676 | $423,837 | $20,839 | 4.9% | | International | $972,303 | $968,492 | $3,811 | 0.4% | | Total | $2,742,674 | $2,479,883 | $262,791 | 10.6% | - The cancellation of 83% of USAID programs following Executive Order 14169 led to the termination of nearly all of the company's USAID contracts, which had accounted for $409.3 million in revenue in H1 FY2025128 Reconciliation of GAAP to Non-GAAP Adjusted EPS (Six Months Ended) | Metric | March 30, 2025 | March 31, 2024 | Change $ | Change % | | :--- | :--- | :--- | :--- | :--- | | GAAP Diluted EPS | $0.02 | $0.56 | ($0.54) | (96.4)% | | Legal contingency costs | $0.35 | - | | | | Impairment of goodwill | $0.31 | - | | | | Adjusted EPS (Non-GAAP) | $0.68 | $0.56 | $0.12 | 21.4% | - Backlog decreased by $1.07 billion (19.9%) from fiscal year-end 2024 to $4.3 billion at March 30, 2025, primarily due to the cancellation of USAID contracts145 - Subsequent to the quarter end, on May 5, 2025, the company entered into a new Fourth Amended and Restated Credit Agreement, increasing total borrowing capacity to $1.5 billion and extending the maturity to May 2030159 Quantitative and Qualitative Disclosures About Market Risk The company faces interest rate risk on variable-rate debt and foreign currency risk from international operations, with mitigation efforts in place - The company is exposed to interest rate risk on its $450 million in outstanding borrowings under the Third Amended Credit Agreement, which have variable rates tied to SOFR or a base rate. The weighted-average interest rate for H1 FY2025 was 5.78%172 - Foreign currency exposure exists from operations in Canadian dollars, Australian dollars, the Euro, and British Pound. In H1 FY2025, foreign exchange rate translation resulted in a $74.3 million decrease in equity173174 Controls and Procedures Management concluded disclosure controls and procedures were effective as of March 30, 2025, with no material changes to internal controls - 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 period covered by the report176 - There were no changes in internal control over financial reporting during the quarter that materially affected, or are reasonably likely to materially affect, internal controls177 PART II. OTHER INFORMATION Legal Proceedings Legal proceedings information is incorporated by reference, detailing a $115.0 million charge for a settlement related to the Hunters Point Naval Shipyard - Information regarding legal proceedings is incorporated by reference from Note 17, "Commitments and Contingencies" in the financial statements178 Risk Factors No material changes to risk factors from the 2024 Annual Report on Form 10-K are reported, with updated interest and exchange rate risk disclosures - There have been no material changes in risk factors from those disclosed in the 2024 Annual Report on Form 10-K179 Unregistered Sales of Equity Securities and Use of Proceeds Details of stock repurchase activity are provided, including 5.2 million shares repurchased for $175.0 million in H1 FY2025 Stock Repurchase Summary (H1 FY2025) | Metric | Value | | :--- | :--- | | Shares Repurchased | 5,165,715 | | Average Price Paid per Share | $33.87 | | Total Cost | $175.0 million | | Remaining Authorization (at Mar 30, 2025) | $172.8 million | Mine Safety Disclosures Information concerning mine safety violations, as required by the Dodd-Frank Act, is included in Exhibit 95 - Information concerning mine safety violations required by the Dodd-Frank Act is included in Exhibit 95182 Other Information No directors or officers adopted, modified, or terminated any Rule 10b5-1 trading plans during the second quarter of fiscal 2025 - No directors or officers adopted, modified, or terminated any Rule 10b5-1 trading plans during the second quarter of fiscal 2025183 Exhibits This section lists filed exhibits, including CEO/CFO certifications, mine safety disclosures, and financial data in Inline XBRL format - Filed exhibits include CEO and CFO certifications (Exhibits 31.1, 31.2, 32.1, 32.2), Mine Safety Disclosure (Exhibit 95), and financial statements formatted in Inline XBRL (Exhibits 101, 104)184186
Tetra Tech(TTEK) - 2025 Q2 - Quarterly Report