Business Combinations (Tables)

9 Months Ended

Jun. 28, 2019

Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed

The following summarizes the fair values of KeyW assets and acquired liabilities assumed as of the acquisition date (in millions):



Assets
Cash and cash equivalents	$	29.1
Receivables	81.5
Inventories, net	25.2
Prepaid expenses and other	2.5
Property, equipment and improvements, net	24.0
Deferred tax asset and other	25.8
Goodwill	602.4
Identifiable intangible assets	188.3
Total Assets	$	978.8

Liabilities
Accounts payable	$	8.3
Accrued expenses	62.7
Convertible senior notes - current portion	22.6
Other current liabilities	3.9
Long-term debt	275.8
Other non-current liabilities	1.4
Total Liabilities	374.7
Net assets acquired	$	604.1

The following summarizes the fair values of CH2M assets acquired and liabilities assumed as of the acquisition date (in millions):



Assets
Cash and cash equivalents	$	315.2
Receivables	1,120.6
Prepaid expenses and other	72.7
Property, equipment and improvements, net	175.1
Goodwill	3,101.0
Identifiable intangible assets:
Customer relationships, contracts and backlog	412.3
Lease intangible assets	4.4
Total identifiable intangible assets	416.7
Miscellaneous	543.6
Total Assets	$	5,744.9

Liabilities
Notes payable	$	2.2
Accounts payable	309.6
Accrued liabilities	735.7
Billings in excess of costs	260.8
Identifiable intangible liabilities:
Lease intangible liabilities	9.6
Long-term debt	706.0
Other deferred liabilities	659.0
Total Liabilities	2,682.9
Noncontrolling interests	(37.3		)
Net assets acquired	$	3,024.7

Schedule of Transaction Costs Associated with Acquisition

Transaction costs associated with the CH2M acquisition in the accompanying Consolidated Statements of Earnings for the three and nine month periods ended June 29, 2018 are comprised of the following (in millions):



	Three Months Ended June 29, 2018		Nine Months Ended June 29, 2018
Personnel costs	$	4.3	$	50.2
Professional services and other expenses	1.1		27.9
Total	$	5.4	$	78.1

Summary of Unaudited Proforma Operating Results

The following presents summarized unaudited pro forma operating results of Jacobs assuming that the Company had acquired CH2M at October 1, 2016. These pro forma operating results are presented for illustrative purposes only and are not indicative of the operating results that would have been achieved had the related events occurred (in millions, except per share data):



	Nine Months Ended June 29, 2018
Revenues	$	11,869.8
Net earnings of the Group	$	226.1
Net earnings (loss) attributable to Jacobs	$	222.1
Net earnings (loss) attributable to Jacobs per share:
Basic earnings (loss) per share	$	1.56
Diluted earnings (loss) per share	$	1.55

The following presents summarized unaudited pro forma operating results of Jacobs assuming that the Company had acquired KeyW at October 1, 2017. These pro forma operating results are presented for illustrative purposes only and are not indicative of the operating results that would have been achieved had the related events occurred (in millions, except per share data):



	Nine Months Ended June 28, 2019		Nine Months Ended June 29, 2018
Revenues	$	9,562.0	$	7,969.0
Net earnings of the Group	$	290.8	$	68.9
Net earnings (loss) attributable to Jacobs	$	275.3	$	63.3
Net earnings (loss) attributable to Jacobs per share:
Basic earnings (loss) per share	$	1.98	$	0.47
Diluted earnings (loss) per share	$	1.96	$	0.46