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x	ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 30, 2011
OR
o	TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Delaware	94-1381538
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
600 Montgomery Street, 26th Floor
San Francisco, California	94111-2728
(Address of principal executive offices)	(Zip Code)

 

 

Title of each class:		Name of each exchange on which registered:
Common Shares, par value $.01 per share		New York Stock Exchange

 

 

 

 

 

 

 

 

 

 

 

 

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PART I
Item 1.	Business		3
Item 1A.	Risk Factors		18
Item 1B.	Unresolved Staff Comments		36
Item 2.	Properties		36
Item 3.	Legal Proceedings		36
Item 4.	Mine Safety Disclosure		36
PART II
Item 5.	Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities		37
Item 6.	Selected Financial Data		38
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		40
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk		84
Item 8.	Consolidated Financial Statements and Supplementary Data		85
	Consolidated Balance Sheets
		December 30, 2011 and December 31, 2010	87
	Consolidated Statements of Operations
		Years ended December 30, 2011, December 31, 2010, and January 1, 2010	88
	Consolidated Statements of Comprehensive Income
		Years ended December 30, 2011, December 31, 2010, and January 1, 2010	89
	Consolidated Statements of Changes in Stockholders’ Equity
		Years ended December 30, 2011, December 31, 2010, and January 1, 2010	90
	Consolidated Statements of Cash Flows
		Years ended December 30, 2011, December 31, 2010, and January 1, 2010	93

	Notes to Consolidated Financial Statements		95
Item 9.	Changes in and Disagreements With Accountants on Accounting and Financial Disclosures		155
Item 9A.	Controls and Procedures		155
Item 9B.	Other Information		156
PART III
Item 10.	Directors, Executive Officers and Corporate Governance		157
Item 11.	Executive Compensation		157
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters		157
Item 13.	Certain Relationships and Related Transactions, and Director Independence		157
Item 14.	Principal Accountant Fees and Services		157
PART IV
Item 15.	Exhibits and Financial Statement Schedules		158

 

 

 

 

 

 

 

 

 

 

 

 

		Market Sector
Representative Services		Power		Infrastructure		Federal		Industrial & Commercial
Program Management		ü		ü		ü		ü
Planning, Design and Engineering		ü		ü		ü		ü
Systems Engineering and Technical Assistance		—		—		ü		—
Information Technology Services		—		—		ü		—
Construction and Construction Management		ü		ü		ü		ü
Operations and Maintenance		ü		ü		ü		ü
Decommissioning and Closure		ü		—		ü		ü

 

 

 

 

		Division
Market Sector		Infrastructure & Environment		Federal Services		Energy & Construction
Power		ü		—		ü
Infrastructure		ü		—		ü
Federal		ü		ü		ü
Industrial & Commercial		ü		—		ü

 

 

 

 

·	Fossil fuel power generating facilities;

 

·	Nuclear power generating facilities;

 

·	Hydroelectric power generating facilities;

 

·	Alternative and renewable energy sources, including biomass, geothermal, solar energy and wind systems;

 

·	Transmission and distribution systems; and

 

·	Emissions control systems.

 

 

 

 

 

·	Highways, interchanges, bridges, tunnels and toll road facilities;

 

·	Intelligent transportation systems, such as traffic management centers;

 

·	Airport terminals, hangars, cargo facilities and people movers;

 

·	Air traffic control towers, runways, taxiways and aircraft fueling systems;

 

·	Baggage handling, baggage screening and other airport security systems;

 

·	Light rail, subways, bus rapid transit systems, commuter/intercity railroads, heavy rail and high-speed rail systems;

 

·	Rail transportation structures, including terminals, stations, multimodal facilities, parking facilities, bridges and tunnels;

 

·	Piers, wharves, seawalls, recreational marinas and small craft harbors;

 

·	Container terminals, liquid and dry bulk terminals and storage facilities;

 

·	Water supply, storage, distribution and treatment systems;

 

·	Municipal wastewater treatment and sewer systems;

 

 

·	Dams, levees, watershed and stormwater management, flood control systems and coastal restoration;

 

·	Education, judicial, correctional, healthcare, retail, sports and recreational facilities; and

 

·	Industrial, manufacturing, research and office facilities.

 

 

 

 

 

·	Operation and maintenance of complex government installations, including military bases and test ranges;

 

·	Logistics support for government supply and distribution networks, including warehousing, packaging, delivery and traffic management;

 

·	Weapons system design, maintenance and modernization, including acquisition support for new defense systems, and engineering and technical assistance for the modernization of existing systems;

 

·	Maintenance planning to extend the service life of weapons systems and other military equipment;

 

·	Maintenance, modification and overhaul of military aircraft and ground vehicles;

 

·	Training military pilots;

 

·	Management and operations and maintenance services for complex DOE and NDA programs and facilities;

 

·	Deactivation, decommissioning and disposal of nuclear weapons stockpiles and other nuclear waste;

 

·	Safety analyses for high-hazard facilities and licensing for DOE sites;

 

·	Threat assessments of public facilities and the development of force protection and security systems;

 

·	Planning and conducting emergency preparedness exercises;

 

·	First responder training for the military and other government agencies;

 

·	Management and operations and maintenance of chemical agent and chemical weapon disposal facilities;

 

·	Installation of monitoring technology to detect the movement of nuclear and radiological materials across national borders;

 

 

·	Planning, design and construction of aircraft hangars, barracks, military hospitals and other government buildings;

 

·	Environmental remediation and restoration for the redevelopment of military bases and other government installations; and

 

·	Network and communications engineering, software engineering, IT infrastructure design and implementation, cyber defense and cloud computing technologies.

 

 

 

 

 

·	Oil and gas refineries, processing and storage facilities, and pipelines;

 

·	Biotechnology and pharmaceutical research laboratories, pilot plants and production facilities;

 

·	Petrochemical, specialty chemical and polymer facilities;

 

·	Consumer products and food and beverage production facilities;

 

·	Automotive and other manufacturing facilities;

 

·	Pulp and paper production facilities; and

 

·	Mines and mining facilities for base and precious metals, industrial minerals and energy fuels.

 

 

 

 

		Division
Services		Infrastructure & Environment		Federal Services		Energy & Construction
Program Management		ü		ü		ü
Planning, Design and Engineering		ü		ü		ü
Systems Engineering and Technical Assistance		—		ü		—
Information Technology Services		—		ü		—
Construction and Construction Management		ü		ü		ü
Operations and Maintenance		ü		ü		ü
Decommissioning and Closure		ü		ü		ü

 

ü	the division provides the listed service.

—	the division does not provide the listed service.

 

 

 

·	Master planning;

 

·	Land-use planning;

 

·	Transportation planning;

 

·	Technical and economic feasibility studies;

 

·	Environmental impact assessments;

 

·	Project development/design;

 

·	Permitting;

 

·	Quality assurance and validation;

 

·	Integrated safety management and analysis;

 

·	Alternative design analysis;

 

·	Conceptual and final design documents;

 

·	Technical specifications; and

 

 

·	Process engineering and design.

 

 

 

·	Defining operational requirements and developing specifications for new weapons systems;

 

·	Reviewing hardware and software design data; and

 

·	Developing engineering documentation for these systems.

 

 

 

·	Assisting government agencies in developing, implementing and managing secure, federally compliant cloud computing technologies;

 

·	Cyber defense services, including vulnerability assessments, policy development and management, compliance, incident response, disaster recovery and continuity of operations;

 

·	Engineering, procuring, installing, certifying and operating IT networks; and

 

·	Developing software applications for complex, multi-user, multi-platform systems.

 

 

·	Procuring specified materials and equipment;

 

·	Managing project logistics;

 

·	Supervising and completing physical construction;

 

·	Managing project milestone and completion schedules;

 

·	Managing project cost controls and accounting;

 

·	Negotiating and expediting change orders;

 

·	Administering job site safety, security and quality control programs; and

 

 

·	Preparing and delivering as-built drawings.

 

 

·	Contract administration;

 

·	Change order management;

 

·	Cost and schedule management;

 

·	Safety program and performance monitoring;

 

·	Inspection;

 

·	Quality control and quality assurance;

 

·	Document control; and

 

·	Claims and dispute resolution.

 

 

·	Management of military base logistics, including overseeing the operation of government warehousing and distribution centers, as well as government property and asset management;

 

·	Maintenance, modification, overhaul and life service extension services for military vehicles, vessels and aircraft;

 

·	Management, maintenance and operation of chemical agent and chemical weapons disposal systems;

 

·	Comprehensive military flight training services;

 

·	Development and maintenance of high-security systems;

 

·	Management of high-risk, technically complex chemical and nuclear processing facilities;

 

·	Integrated facilities and logistics management for industrial and manufacturing facilities;

 

·	Toll road, light rail and airport operations;

 

·	Operating mine and metal and mineral processing facilities; and

 

·	Other miscellaneous services such as staffing, repair, renovation, predictive and preventive maintenance, and health and safety services.

 

 

·	Planning, scoping surveys and cost estimating;

 

·	Due diligence and permitting;

 

·	Environmental remediation;

 

·	Hazardous chemical and nuclear waste stabilization treatment and disposition;

 

·	Construction/demolition management; and

 

·	Redevelopment and reuse.

 

 

 

 

 

		Year Ended
		December 30,				December 31,				January 1,
(In millions, except percentages)		2011				2010				2010
The U.S. Army (1)
Infrastructure & Environment		$	141.7			$	167.0			$	145.0
Federal Services			1,351.1				1,408.7				1,403.1
Energy & Construction			199.5				346.6				117.3
Total U.S. Army		$	1,692.3			$	1,922.3			$	1,665.4
Revenues from the U.S. Army as a percentage of our consolidated revenues			18	%			21	%			18	%
DOE
Infrastructure & Environment		$	5.9			$	7.2			$	9.5
Federal Services			26.8				13.7				37.4
Energy & Construction			1,236.3				1,182.6				785.3
Total DOE		$	1,269.0			$	1,203.5			$	832.2
Revenues from DOE as a percentage of our consolidated revenues			13	%			13	%			9	%
Revenues from the federal market sector as a percentage of our consolidated revenues			49	%			49	%			45	%

(1)	The U.S. Army includes U.S. Army Corps of Engineers.

 

 

 

 

 

·	The primary competitors of our Infrastructure & Environment Division include AECOM Technology Corporation, CH2M HILL Companies, Ltd., Fluor Corporation, Jacobs Engineering Group Inc., Tetra Tech, Inc., and The Shaw Group Inc.

 

·	The primary competitors of our Federal Services Division include CACI International Inc., Computer Sciences Corporation, ManTech International Corporation, NCI, Inc. and Science Applications International Corporation.

 

·

The primary competitors of our Energy & Construction Division include AMEC, Bechtel Corporation, Black & Veatch Corporation, CH2M HILL Companies, Ltd., EnergySolutions, Inc., Fluor Corporation, Granite Construction Company, Jacobs Engineering Group Inc., KBR, Inc., Kiewit Corporation, Skanska, The Babcock & Wilcox Company, The Shaw Group Inc and Worley Parsons, Ltd.

 

 

 

 

 

 

 

 

 

 

·	$1,183.0 million caused by successfully achieving early completion of chemical weapons stockpile processing under three federal contracts;

 

·	$222.2 million due to the cancellation of a Jamaican mining project;

 

·	$106.2 million caused by successful cost underruns on two target-price power projects;

 

·	$85.0 million related to scope adjustments under a federal maintenance contract;

 

·	$44.8 million caused by project scope changes on other power projects; and

 

·	$35.0 million caused by a scope adjustment on a federal nuclear remediation project.

 

 

									Infrastructure												Energy
									&				Federal								&
(In millions)									Environment				Services								Construction						Total
As of December 30, 2011
Backlog									$	2,993.1			$		4,141.8						$	7,124.7					$	14,259.6
Option years										316.6					2,370.1							2,026.2						4,712.9
Indefinite delivery contracts										2,806.5					3,304.0							1,948.0						8,058.5
		Total book of business							$	6,116.2			$		9,815.9						$	11,098.9					$	27,031.0
As of December 31, 2010
Backlog									$	3,259.1			$		6,002.2						$	7,346.4					$	16,607.7
Option years										342.6					2,288.1							2,117.7						4,748.4
Indefinite delivery contracts										3,436.3					3,208.9							1,071.2						7,716.4
		Total book of business							$	7,038.0			$		11,499.2						$	10,535.3					$	29,072.5
																		December 30,						December 31,
			(In millions)															2011						2010
			Backlog by market sector:
					Power													$	1,623.8					$	1,407.7
					Infrastructure														3,011.0						2,564.5
					Industrial and commercial														1,082.4						1,347.3
					Federal														8,542.4						11,288.2
							Total backlog											$	14,259.6					$	16,607.7

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Name		Position Held		Age
Martin M. Koffel		Chief Executive Officer (“CEO”), President and Director since May 1989; Chairman of the Board since June 1989.			72
Thomas W. Bishop		Senior Vice President of the Infrastructure & Environment Division since January 2011; Vice President, Strategy since July 2003; Senior Vice President, Construction Services since March 2002.			65
Hugh Blackwood		Senior Vice President, International Operations and Vice President since September 2010; CEO of Scott Wilson Group plc. (“Scott Wilson”) from May 2006 to September 2010.			63
Reed N. Brimhall		Chief Accounting Officer since May 2005; Vice President since May 2003; Corporate Controller from May 2003 to January 2012.			58
H. Thomas Hicks		Vice President and Chief Financial Officer (“CFO”) since March 2006; Vice President, Finance from September 2005 to March 2006.			61
Gary V. Jandegian		President of the Infrastructure & Environment Division and Vice President since July 2003.			59
Susan B. Kilgannon		Vice President, Communications since October 1999.			53
Joseph Masters		Secretary since March 2006; General Counsel since July 1997; and Vice President since July 1994.			55
Randall A. Wotring		President of the Federal Services Division and Vice President since November 2004.			55
Robert W. Zaist		President of the Energy & Construction Division since July 2011; Senior Executive Vice President Business Development of Energy & Construction Division from January 2008 to July 2011; President of Mining Business Unit for Washington Group International, Inc. (“WGI”) from April 2005 to January 2008.			63
Thomas H. Zarges		Chairman of the Energy & Construction Division since July 2011; Vice President since March 2008; President of the Energy & Construction Division from January 2008 to July 2011; Senior Executive Vice President Operations of the Energy & Construction Division from November 2007 through January 2008; Senior Executive Vice President – Operations of WGI from October 2002 through November 2007.			63

 

 

 

 

 

 

 

 

 

 

 

·	unanticipated issues in integrating information, communications and other systems;

 

·	unanticipated incompatibility of logistics, marketing and administration methods;

 

·	maintaining employee morale and retaining key employees;

 

·	integrating the business cultures of both companies;

 

·	preserving important strategic and customer relationships;

 

·	consolidating corporate and administrative infrastructures and eliminating duplicative operations;

 

·	the diversion of management’s attention from ongoing business concerns; and

 

·	integrating geographically separate organizations.

 

 

 

 

·	continued deterioration of market and economic conditions that may adversely impact our ability to meet our projected results;

 

·	declines in our stock price caused by continued volatility in the financial markets that may result in increases in our weighted-average cost of capital or other inputs to our goodwill assessment; and

 

·	the occurrence of events that may reduce the fair value of a reporting unit below its carrying amount, such as the sale of a significant portion of one or more of our reporting units.

 

 

·	significant adverse changes in the intangible asset’s market value, useful life, or in the business climate that could affect its value;

 

·	a current-period operating or cash flow loss or a projection or forecast that demonstrates continuing losses associated with the use of the intangible asset; and

 

·	a current expectation that, more likely than not, the intangible asset will be sold or otherwise disposed of before the end of its previously estimated useful life.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

·	the application of the percentage-of-completion method of revenue recognition on contracts, change orders and contract claims;

 

·	provisions for uncollectible receivables and customer claims and recoveries of costs from subcontractors, vendors and others;

 

·	provisions for income taxes and related valuation allowances;

 

·	impairment of goodwill and recoverability of other intangible assets;

 

·	valuation of assets acquired and liabilities assumed in connection with business combinations;

 

·	valuation of defined benefit pension plans and other employee benefit plans;

 

·	valuation of stock-based compensation expense; and

 

·	accruals for estimated liabilities, including litigation and insurance reserves.

 

 

 

 

·	our ability to transition employees from completed projects to new assignments and to hire and assimilate new employees;

 

·	our ability to forecast demand for our services and thereby maintain an appropriate headcount in each of our geographies and workforces;

 

·	our ability to manage attrition;

 

·	our need to devote time and resources to training, business development, professional development and other non-chargeable activities; and

 

·	our ability to match the skill sets of our employees to the needs of the marketplace.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

·	increase our vulnerability to, and limit flexibility in planning for, adverse economic and industry conditions;

 

·	adversely affect our ability to obtain surety bonds;

 

·	affect our credit rating;

 

·	limit our ability to obtain additional financing to fund future working capital, capital expenditures, additional acquisitions and other general corporate initiatives; and

 

·	limit our ability to apply proceeds from an asset sale to purposes other than the servicing and repayment of debt.

 

 

 

 

 

 

 

·	incur additional indebtedness;

 

·	pay dividends to our stockholders;

 

·	repurchase or redeem our stock;

 

·	repay indebtedness that is junior to our 2011 Credit Facility;

 

·	make investments and other restricted payments;

 

·	create liens securing debt or other encumbrances on our assets;

 

·	enter into sale-leaseback transactions;

 

·	enter into transactions with our stockholders and affiliates; and

 

·	sell or exchange assets.

 

 

 

 

·	lack of developed legal systems to enforce contractual rights;

 

·	greater risk of uncollectible accounts and longer collection cycles;

 

·	foreign currency exchange volatility;

 

·	uncertain and changing tax rules, regulations and rates;

 

·	logistical and communication challenges;

 

·	potentially adverse changes in laws and regulatory practices;

 

·	changes in labor conditions;

 

·	general economic, political and financial conditions in foreign markets; and

 

·

exposure to civil or criminal liability under the Foreign Corrupt Practices Act, the U.K. Bribery Act, the Canadian Corruption of Foreign Public Officials Act, anti-boycott rules, trade and export control regulations, and the Corporate Manslaughter and Corporate Homicide Act as well as other international regulations.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property Location		Reporting Segment
Princeton, NJ		Energy & Construction
Tampa, FL		Infrastructure & Environment
Chantilly, VA		Federal Services
Denver, CO		Infrastructure & Environment
San Francisco, CA		Corporate / Infrastructure & Environment
Austin, TX		Infrastructure & Environment
Houston, TX		Energy & Construction
Boise, ID		Energy & Construction
New York, NY		Infrastructure & Environment
Oakland, CA		Infrastructure & Environment

 

 

 

 

 

 

 

 

 

				2011						2010
	Sales Price per Share			Low			High			Low			High
		First Quarter		$	39.61		$	48.32		$	42.67		$	50.47
		Second Quarter		$	41.48		$	47.12		$	37.49		$	53.25
		Third Quarter		$	28.46		$	46.18		$	35.09		$	43.26
		Fourth Quarter		$	27.93		$	37.60		$	37.65		$	43.92

 

 

 

				(a) Total Number of Shares Purchased (1,2)		(b) Average Price Paid per Share			(c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2)		(d) Maximum Number of Shares that May Yet be Purchased Under the Plans or Programs (2)
				(In millions, except average price paid per share)
October 1, 2011 – October 28, 2011				—	†	$	33.21		—		5.0
October 29, 2011 – November 25, 2011				1.5			34.79		1.5		3.5
November 26, 2011 – December 30, 2011				1.5			35.93		1.5		2.0
		Total		3.0					3.0

(1)

Reflects purchases of shares previously issued pursuant to awards issued under our equity incentive plans, which allow our employees to surrender shares of our common stock as payment toward the exercise cost and tax withholding obligations associated with the exercise of stock options or the vesting of restricted or deferred stock.

 

(2)

On February 25, 2011, our Board of Directors authorized the repurchase of 8.0 million shares, of which we repurchased 6.0 million shares of our common stock during 2011.  For fiscal years 2012, 2013 and 2014, the number of shares authorized for repurchase under the program are 3.0 million shares, plus the number of shares equal to the difference between the number of shares authorized to be purchased in the prior year and the actual number of shares repurchased during the prior year, not to exceed 6.0 million shares in aggregate.  The repurchase program will expire at the end of our 2014 fiscal year.  The Board of Directors may modify, suspend, extend or terminate the program at any time.  As of February 20, 2012, we have approximately 4.4 million shares that may yet be purchased under the plan.

 

†

Represents less than half a million shares.

 

 

 

 

			Year Ended			Year Ended			Year Ended			Year Ended			Year Ended
			December 30,			December 31,			January 1,			January 2,			December 28,
(In millions, except per share data)			2011  (1,2)			2010  (1,2)			2010  (1)			2009  (1)			2007  (1,3)
Income Statement Data:
Revenues			$	9,545.0		$	9,177.1		$	9,249.1		$	10,086.3		$	5,383.0
Cost of revenues				(8,988.8)			(8,609.5)			(8,772.4)			(9,608.8)			(5,095.2)
General and administrative expenses				(79.5)			(71.0)			(75.8)			(78.7)			(56.5)
Goodwill impairment (4)				(825.8)			—			—			—			—
Acquisition-related expenses (2)				(1.0)			(11.9)			—			—			—
Restructuring costs (5)				(5.5)			(10.6)			—			—			—
Impairment of an intangible asset (6)				—			—			(32.8)			—			—
Equity in income of unconsolidated joint ventures (7)				132.2			70.3			100.9			106.3			31.5
Operating income (loss)				(223.4)			544.4			469.0			505.1			262.8
Other income, net (8)				—			—			47.9			—			—
Net income (loss) attributable to URS				(465.8)			287.9			269.1			219.8			132.2
Earnings (loss) per share:
	Basic		$	(6.03)		$	3.56		$	3.31		$	2.61		$	2.33
	Diluted		$	(6.03)		$	3.54		$	3.29		$	2.59		$	2.30
Balance Sheet Data (As of    the end of the period):
Total assets			$	6,862.6		$	7,351.4		$	6,904.4		$	7,001.2		$	6,930.0
Total long-term debt (3,9)			$	737.0		$	641.3		$	689.7		$	1,091.5		$	1,288.8
Total URS stockholders’ equity (3,10)			$	3,377.2		$	4,117.2		$	3,905.8		$	3,624.6		$	3,478.6
Total noncontrolling interests			$	107.2		$	83.8		$	44.7		$	31.3		$	25.1
Total stockholders’ equity			$	3,484.4		$	4,201.0		$	3,950.5		$	3,655.8		$	3,503.7

(1)	Our fiscal year is the 52/53-week period ending on the Friday closest to December 31.  Our fiscal year ended January 2, 2009 contained 53 weeks.

 

(2)

We completed the acquisitions of Apptis and Scott Wilson in June 2011 and September 2010, respectively.  The operating results of Apptis and Scott Wilson since their respective acquisition dates are included in our consolidated financial statements under the Federal Services Division and the Infrastructure & Environment Division, respectively.

 

 

(3)	In November 2007, we acquired WGI, resulting in the inclusion of WGI’s results of operations for the six-week period from November 16, 2007, the effective date of the acquisition for financial reporting purposes, through December 28, 2007, in our 2007 results of operations.

 

 

 

(4)

During the year ended December 30, 2011, we recorded a goodwill impairment charge of $825.8 million.  On a net, after-tax basis, this resulted in decreases to net income and diluted earnings per share (“EPS”) of $732.2 million and $9.46, respectively, for the year ended December 30, 2011.  For further discussion, see Note 8, “Goodwill and Intangible Assets” to our “Consolidated Financial Statements and Supplementary Data” included under Item 8 of this annual report.

 

(5)

For the years ended December 30, 2011 and December 31, 2010, we recorded restructuring costs in our international businesses.  For further discussion, see Note 16, “Commitments and Contingencies,” to our “Consolidated Financial Statements and Supplementary Data” included under Item 8 of this annual report.

 

(6)

During fiscal year 2009, we recorded a $32.8 million charge for the impairment of our intangible asset related to the “Washington” trade name.  On a net, after-tax basis, this transaction resulted in decreases to net income and EPS of $19.6 million and $0.24, respectively, for the year ended January 1, 2010.  For further discussion, see Note 8, “Goodwill and Intangible Assets” to our “Consolidated Financial Statements and Supplementary Data” included under Item 8 of this annual report.

 

(7)

In October 2010, we received notice of a ruling on the priority of claims against a bankrupt client made by one of our unconsolidated joint ventures related to the SR-125 road project in California.  The judge ruled against our joint venture’s position, finding that its mechanic’s lien did not have priority over the senior lenders.  As a result of the court’s decision, we recorded a pre-tax non-cash asset impairment charge of $25.0 million during fiscal year 2010.  During the second quarter of 2011, we recognized a $9.5 million favorable claim settlement on this project.

 

(8)

During fiscal year 2009, we recorded $47.9 million of other income, net, consisting of a $75.6 million gain associated with the sale of our equity investment in MIBRAG mbH (“MIBRAG”), net of $5.2 million of sale-related costs.  This gain was partially offset by a $27.7 million loss on the settlement of a foreign currency forward contract, which primarily hedged our net investment in MIBRAG.  On a net, after-tax basis, these two transactions resulted in increases to net income and diluted EPS of $30.6 million and $0.37, respectively, for the year ended January 1, 2010.  For further discussion, see Note 5, “Joint Ventures” and Note 9, “Indebtedness” to our “Consolidated Financial Statements and Supplementary Data” included under Item 8 of this annual report.

 

(9)

During fiscal year 2011, we entered into our 2011 Credit Facility, which replaced our 2007 Credit Facility.  This new senior credit facility provides a term loan facility of $700.0 million and revolving credit facilities of $1.0 billion.  For further discussion, see Note 9, “Indebtedness” to our “Consolidated Financial Statements and Supplementary Data” included under Item 8 of this annual report.

 

(10)

We have not paid cash dividends to our stockholders since 1986; however, on February 24, 2012, our Board of Directors authorized the implementation of a dividend program and authorized a $0.20 per share quarterly dividend with a record date of March 16, 2012 and a payment date of April 6, 2012.  Future dividends are subject to approval by our Board of Directors.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

					Year Ended
														Percentage
					December 30,			December 31,			Increase			Increase
(In millions, except percentages and per share amounts)					2011			2010			(Decrease)			(Decrease)
								As Revised (1)
Revenues					$	9,545.0		$	9,177.1		$	367.9		4.0%
Cost of revenues						(8,988.8)			(8,609.5)			379.3		4.4%
General and administrative expenses						(79.5)			(71.0)			8.5		12.0%
Acquisition-related expenses						(1.0)			(11.9)			(10.9)		(91.6%)
Restructuring costs						(5.5)			(10.6)			(5.1)		(48.1%)
Goodwill impairment						(825.8)			—			825.8		N/M
Equity in income of unconsolidated joint ventures						132.2			70.3			61.9		88.1%
		Operating income (loss)				(223.4)			544.4			(767.8)		(141.0%)
Interest expense						(22.1)			(30.6)			(8.5)		(27.8%)
		Income (loss) before income taxes				(245.5)			513.8			(759.3)		(147.8%)
Income tax expense						(91.8)			(127.6)			(35.8)		(28.1%)
		Net income (loss) including noncontrolling interests				(337.3)			386.2			(723.5)		(187.3%)
Noncontrolling interests in income of consolidated subsidiaries						(128.5)			(98.3)			30.2		30.7%
		Net income (loss) attributable to URS			$	(465.8)		$	287.9		$	(753.7)		(261.8%)
Diluted earnings (loss) per share					$	(6.03)		$	3.54		$	(9.57)		(270.3%)