10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2016

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from             to             

Commission File Number:  1-6314

Tutor Perini Corporation

(Exact name of registrant as specified in its charter)

MASSACHUSETTS	04-1717070
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

15901 OLDEN STREET, SYLMAR, CALIFORNIA 91342-1093

(Address of principal executive offices)

(Zip code)

(818) 362-8391

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒  No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒  No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer ☒	Accelerated filer ☐
Non-Accelerated filer ☐	Smaller reporting company ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐  No ☒

The number of shares of common stock, $1.00 par value per share, of the registrant outstanding at August 1, 2016 was 49,169,813.

TUTOR PERINI CORPORATION AND SUBSIDIARIES

INDEX

			Page Number
Part I.	Financial Information:
	Item 1.	Financial Statements (Unaudited)
		Condensed Consolidated  Statements of Operations for the Three and Six Months Ended June 30, 2016 and 2015 (Unaudited)	3
		Condensed Consolidated Statements of Comprehensive Income for the Three and Six Months Ended June 30, 2016 and 2015 (Unaudited)	4
		Condensed Consolidated Balance Sheets as of June 30, 2016 and December 31, 2015 (Unaudited)	5
		Condensed Consolidated Statements of Cash Flows for theSix Months Ended June 30, 2016 and 2015 (Unaudited)	6
		Notes to the Condensed Consolidated Financial Statements	7-29
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	30-36
	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	36
	Item 4.	Controls and Procedures	36
Part II.	Other Information:
	Item 1.	Legal Proceedings	37
	Item 1A.	Risk Factors	37
	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	37
	Item 3.	Defaults Upon Senior Securities	37
	Item 4.	Mine Safety Disclosures	37
	Item 5.	Other Information	37
	Item 6.	Exhibits	38
	Signatures		39

2

PART I.  –FINANCIAL INFORMATION

Item 1. – Financial Statements

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

UNAUDITED

	Three Months Ended				Six Months Ended
	June 30,				June 30,
(in thousands, except per share amounts)	2016		2015		2016		2015
REVENUE	$	1,308,130	$	1,312,438	$	2,393,499	$	2,378,903
COST OF OPERATIONS		(1,198,360)		(1,213,818)		(2,178,637)		(2,189,524)
GROSS PROFIT		109,770		98,620		214,862		189,379
General and administrative expenses		(60,941)		(67,739)		(125,911)		(138,414)
INCOME FROM CONSTRUCTION OPERATIONS		48,829		30,881		88,951		50,965
Other income (expense), net		2,485		379		3,166		(97)
Interest expense		(15,534)		(11,268)		(29,614)		(22,671)
INCOME BEFORE INCOME TAXES		35,780		19,992		62,503		28,197
Provision for income taxes		(14,419)		(8,215)		(25,743)		(11,294)
NET INCOME	$	21,361	$	11,777	$	36,760	$	16,903
BASIC EARNINGS PER COMMON SHARE	$	0.43	$	0.24	$	0.75	$	0.35
DILUTED EARNINGS PER COMMON SHARE	$	0.43	$	0.24	$	0.74	$	0.34
WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING:
BASIC		49,131		49,028		49,105		48,890
DILUTED		49,561		49,828		49,423		49,688

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

3

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATEDSTATEMENTS OF COMPREHENSIVE INCOME

UNAUDITED

	Three Months Ended				Six Months Ended
	June 30,				June 30,
(in thousands)	2016		2015		2016		2015
NET INCOME	$	21,361	$	11,777	$	36,760	$	16,903
OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX:
Defined benefit pension plan adjustments		324		—		571		—
Foreign currency translation adjustment		(258)		(1,146)		672		(1,734)
Unrealized loss in fair value of investments		(153)		(74)		(145)		(84)
Unrealized gain (loss) in fair value of interest rate swap		11		60		(24)		105
Total other comprehensive (loss) income, net of tax		(76)		(1,160)		1,074		(1,713)
TOTAL COMPREHENSIVE INCOME	$	21,285	$	10,617	$	37,834	$	15,190

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

4

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATEDBALANCE SHEETS

UNAUDITED

(in thousands, except share and per share amounts)	June 30, 2016		December 31, 2015
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	93,622	$	75,452
Restricted cash		49,452		45,853
Accounts receivable, including retainage of $512,808 and $484,255		1,739,343		1,473,615
Costs and estimated earnings in excess of billings		811,406		905,175
Deferred income taxes		19,098		26,306
Other current assets		76,960		108,844
Total current assets		2,789,881		2,635,245
PROPERTY AND EQUIPMENT (net of accumulated depreciation of $280,059 and $254,477)		507,395		523,525
GOODWILL		585,006		585,006
INTANGIBLE ASSETS, NET		94,768		96,540
OTHER ASSETS		218,535		196,361
TOTAL ASSETS	$	4,195,585	$	4,036,677
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Current maturities of long-term debt	$	120,256	$	88,917
Accounts payable, including retainage of $222,175 and $204,767		968,193		937,464
Billings in excess of costs and estimated earnings		325,290		288,311
Accrued expenses and other current liabilities		171,150		159,016
Total current liabilities		1,584,889		1,473,708
LONG-TERM DEBT, less current maturities (net of unamortized discount and debt issuance cost of $63,297 and $6,697)		680,265		728,767
DEFERRED INCOME TAXES		296,728		273,310
OTHER LONG-TERM LIABILITIES		140,870		140,665
Total liabilities		2,702,752		2,616,450
CONTINGENCIES AND COMMITMENTS (NOTE 6)
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 outstanding49,169,813 and 49,072,710 shares		49,170		49,073
Additional paid-in capital		1,070,191		1,035,516
Retained earnings		414,563		377,803
Accumulated other comprehensive loss		(41,091)		(42,165)
TOTAL STOCKHOLERS' EQUITY		1,492,833		1,420,227
TOTAL LIABILITIES AND STOCKHOLERS' EQUITY	$	4,195,585	$	4,036,677

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

5

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATEDSTATEMENTS OF CASH FLOWS

UNAUDITED

	Six Months Ended
	June 30,
(in thousands)	2016		2015
Cash Flows from Operating Activities:
Net income	$	36,760	$	16,903
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization		29,956		20,389
Share-based compensation expense		6,959		13,324
Excess income tax benefit from share-based compensation		—		(162)
Change in debt discount and deferred debt issuance costs		3,348		1,045
Deferred income taxes		(371)		(177)
Loss (gain) on sale of property and equipment		204		(313)
Other long-term liabilities		(3,811)		42
Other non-cash items		1,200		(3,259)
Changes in other components of working capital		(69,669)		(79,550)
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES		4,576		(31,758)
Cash Flows from Investing Activities:
Acquisition of property and equipment excluding financed purchases		(8,681)		(29,544)
Proceeds from sale of property and equipment		1,092		1,122
Change in restricted cash		(3,599)		4,877
NET CASH USED IN INVESTING ACTIVITIES		(11,188)		(23,545)
Cash Flows from Financing Activities:
Proceeds from issuance of convertible notes		200,000		—
Proceeds from debt		711,092		473,490
Repayment of debt		(871,654)		(446,239)
Excess income tax benefit from share-based compensation		—		162
Issuance of common stock and effect of cashless exercise		—		(776)
Debt issuance costs		(14,656)		—
NET CASH PROVIDED BY FINANCING ACTIVITIES		24,782		26,637
Net increase (decrease) in cash and cash equivalents		18,170		(28,666)
Cash and cash equivalents at beginning of year		75,452		135,583
Cash and cash equivalents at end of period	$	93,622	$	106,917

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

6

TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

UNAUDITED

(1)     Basis of Presentation

The Condensed Consolidated Financial Statements do not include footnotes and certain financial information normally presented annually under accounting principles generally accepted in the United States (“GAAP”); therefore, they should be read in conjunction with the audited consolidated financial statements and the related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. The results of operations for the three and six months ended June 30, 2016 may not necessarily be indicative of results that can be expected for the full year.

In the opinion of management, the accompanying unaudited Condensed Consolidated Financial Statements reflect all adjustments, including those of a normal recurring nature, necessary to present fairly the Company’s consolidated financial position as of June 30, 2016 and its consolidated results of operations and cash flows for the interim periods presented. All significant intercompany transactions of consolidated subsidiaries have been eliminated. Management has evaluated all material events occurring subsequent to the date of the financial statements up to the filing of this Form 10-Q.

(2)     Recent Accounting Pronouncements

In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments. The amendments in this update replace the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable informationin credit loss estimates. This guidance is effective for the Company as of January1, 2020 with early adoption permitted as of January 1, 2019. The Company is currently assessing the impact of this standard on its consolidated financial statements.

In the first quarter of 2016, the Company adopted ASU 2015-03, Interest – Imputation of Interest (Subtopic 835-30). This ASUrequires companies to present, in the balance sheet, debt issuance costs related to a recognized debt liability as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. In addition, the amortization of that debt discount is required to be presented as a component of interest expense. The Company applied this guidance retrospectively, effective January1, 2016.Accordingly, the Company reclassified unamortized debt issuance costs of $5.8 million fromOther Assets to Long-Term Debt,  less current maturities in its December31, 2015 Condensed Consolidated Balance Sheet and reclassified amortization of deferred debt issuance costs of $0.3 million and $0.6 million, respectively, from Other income (expense), net to Interest Expense in its Condensed Consolidated Statements of Operations for the three and six months ended June30, 2015.

In March 2016, the FASB issued ASU No. 2016-09, Improvement to Employee Share-Based Payment Accounting (Topic 718), which simplifies several aspects of the accounting for employee share-based payments including: accounting for income taxes, forfeitures and statutory tax withholding requirements. This guidance is to be adopted by the Company as of January1, 2017. The adoption of this ASU is not expected to have a material impact on the Company’s financial statements.

In March 2016, the FASB issued ASU No. 2016-07, Equity Method and Joint Ventures (Topic 323), which eliminates the requirement that an entity retroactively adopt the equity method of accounting if an investment qualifies for use of the equity method as a result of an increase in the level of ownership. Instead, an equity method investor adds the cost of acquiring the additional interest to the current basis of the previously held interest and adopts the equity method of accounting as of the date the investment becomes qualified as such. This guidance is effective for the Company as of January 1, 2017. The Company is currently evaluating the effect that the adoption of this ASU will have on its financial statements.

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic-842), which amends the existing guidance in ASC 840 Leases. This amendment requires the recognition of lease assets and lease liabilities by lessees for those leases currently classified as operating leases. Other significant provisions of the amendment include (i) defining the “lease term” to include the non-cancellable period together with periods for which there is a significant economic incentive for the lessee to extend or not terminate the lease; (ii) defining the initial lease liability to be recorded on the balance sheet to contemplate only those variable lease payments that depend on an index or that are in substance “fixed”; and (iii) a dual approach for determining whether lease expense is recognized on a straight-line or accelerated basis, depending on whether the lessee is expected to consume more than an insignificant portion of the leased asset’s economic benefits. This ASU is to be adopted by the Company as of January 1, 2019. Lessees and lessors are required to use a modified retrospective transition method for existing leases. Accordingly, they would apply the new accounting model for the earliest year presented in the financial statements. The Company is currently evaluating the effect that the adoption of this ASU will have on its financial statements.

7

TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED

In November 2015, the FASB issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes (Subtopic 740-10). This ASU requires entities to present all deferred tax assets and all deferred tax liabilities as noncurrent in a classified balance sheet. This ASU is effective for the Company as of January 1, 2017. The Company had $19.1 million of current deferred tax assets and $31.1 million of current deferred tax liabilities as of June 30 2016, which will be presented as noncurrent upon adoption of this ASU.

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), which provides a single comprehensive accounting standard for revenue recognition for contracts with customers and supersedes current industry-specific guidance, including ASC 605-35. The new standard prescribes a five-step revenue recognition model that focuses on transfer of control and entitlement to consideration in determining the amount of revenue to be recognized. The guidance also significantly expands qualitative and quantitative disclosure requirements regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The standard is effective for the Company as of January 1, 2018. The adoption will result in retrospective application, either in the form of recasting all prior periods presented or a cumulative adjustment to equity in the period of adoption. The Company is currently evaluating the effect that the adoption of this ASU will have on its financial statements.

(3)     Earnings Per Share (EPS)

Basic EPS is calculated by dividing net income for a given period by the weighted-average number of common shares outstanding during that period, to which dilutive securities are included in the calculation of diluted EPS, using the treasury stock method. The calculations of the basic and diluted EPS for the three and six months ended June 30, 2016 and 2015 are presented below:

	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands, except per share data)	2016		2015		2016		2015
Net income	$	21,361	$	11,777	$	36,760	$	16,903
Weighted-average common shares outstanding - basic		49,131		49,028		49,105		48,890
Effect of diluted stock options and unvested restricted stock		430		800		318		798
Weighted-average common shares outstanding - diluted		49,561		49,828		49,423		49,688
Net income per share:
Basic	$	0.43	$	0.24	$	0.75	$	0.35
Diluted	$	0.43	$	0.24	$	0.74	$	0.34
Anti-dilutive shares not included above		1,704		628		1,704		574

With regard to diluted EPS and the impact of the Convertible Notes (as discussed in Note 5) on the diluted EPS calculation, because the Company has the intent and ability to settle the principal amount of the Convertible Notes in cash, per Accounting Standards Codification (“ASC”) 260,Earnings Per Share, the settlement of the principal amount has no impact on diluted EPS. ASC 260 also requires any potential conversion premium associated with the Convertible Notes’ conversion option to be considered in the calculation of diluted EPS when the Company's average stock price for the periods presented is higher than the initial conversion price of $30.25. As this was not the case during the three and six months ended June 30, 2016, the conversion premium also has no impact on diluted EPS for those periods.

(4)     Costs and Estimated Earnings in Excess of Billings

Reported costs and estimated earnings in excess of billings consist of the following:

	June 30,		December 31,
(in thousands)	2016		2015
Claims	$	427,558	$	407,164
Unapproved change orders		220,427		270,019
Other unbilled costs and profits		163,421		227,992
Total costs and estimated earnings in excess of billings	$	811,406	$	905,175

Claims and unapproved change orders are billable upon the final resolution and agreement between the contractual parties. Other unbilled costs and profits are billable in accordance with the billing terms of each of the existing contractual arrangements.

8

TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED

(5)     Financial Commitments

Long-Term Debt

Long-term debt consists of the following:

	June 30,		December 31,
(in thousands)	2016		2015
Term Loan	$	83,911	$	222,120
Revolver		148,070		155,815
Senior Notes		297,616		297,118
Convertible Notes		148,606		—
Equipment financing, mortgages and acquisition-related notes		116,179		133,288
Other indebtedness		6,139		9,343
Total debt		800,521		817,684
Less – current maturities		(120,256)		(88,917)
Long-term debt, net	$	680,265	$	728,767

The following table reconciles the outstanding debt balance to the reported debt balances as of June 30, 2016 and December31,2015.

	June 30, 2016						December 31, 2015
(in thousands)	Outstanding Long-Term Debt		Unamortized Discount and Issuance Cost		Long-Term Debt, as reported		Outstanding Long-Term Debt		Unamortized Discount and Issuance Cost		Long-Term Debt, as reported
Term Loan	$	87,500	$	(3,589)	$	83,911	$	223,750	$	(1,630)	$	222,120
Revolver		154,000		(5,930)		148,070		158,000		(2,185)		155,815
Senior Notes		300,000		(2,384)		297,616		300,000		(2,882)		297,118
Convertible Notes		200,000		(51,394)		148,606		—		—		—

Convertible Notes

On June 15, 2016, the Company issued $200 million of 2.875% Convertible Senior Notes (the “Convertible Notes”) due June 15, 2021. The Company used the proceeds to prepay $125 million of its Term Loan, pay down $69 million of its Revolver and pay $6million of debt issuance fees.

To account for the Convertible Notes, the Company applied the provisions of ASC 470-20, Debt with Conversion and Other Options. ASC 470-20 requires issuers of certain convertible debt instruments that may be settled in cash upon conversion to separately account for the liability (debt) and equity (conversion option) components of the instrument in a manner that reflects the issuer’s nonconvertible debt borrowing rate. This is done by allocating the proceeds from issuance to the liability component based on the fair value of the debt instrument excluding the conversion feature, with the residual allocated to the equity component and classified in additional paid in capital. The $46.8 million difference between the principal amount of the Convertible Notes ($200.0 million) and the proceeds allocated to the liability component ($153.2 million) is treated as a discount on the Convertible Notes. This difference is being amortized as non-cash interest expense using the interest method, as discussed further below under Interest Expense. The equity component, however, is not subject to amortization nor subsequent remeasurement.

In addition, ASC 470-20 requires that the debt issuance costs associated with a convertible debt instrument be allocated between the liability and equity components in proportion to the allocation of the debt proceeds between these two components. The debt issuance costs attributable to the liability component of the Convertible Notes ($4.9 million) are also treated as a discount on the Convertible Notes and amortized as non-cash interest expense. The debt issuance costs attributable to the equity component ($1.5 million) were netted with the equity component and will not be amortized.

9

TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED

The following table presents information related to the liability and equity components of the Convertible Notes:

(in thousands)	June 30, 2016
Liability component:
Principal	$	200,000
Conversion feature		(46,800)
Allocated debt issuance costs		(4,934)
Amortization of discount and debt issuance costs (non-cash interest expense)		340
Net carrying amount	$	148,606
Equity component:
Conversion feature	$	46,800
Allocated debt issuance costs		(1,507)
Net deferred tax liability		(18,787)
Net carrying amount	$	26,506

The Convertible Notes, governed by the terms of an indenture between the Company and Wilmington Trust, National Association, as trustee, are unsecured obligations and do not contain any financial covenants or restrictions on the payments of dividends, the incurrence of indebtedness or the issuance or repurchase of securities by the Company. The Convertible Notes bear interest at a rate of 2.875% per year, payable in cash semiannually in June and December, unless earlier purchased by the Company or converted.

Prior to January 15, 2021, the Convertible Notes will be convertible only under the following circumstances: (1) during the five business day period after any ten consecutive trading day period in which the trading price per $1,000 principal amount of Convertible Notes for such trading day was less than 98% of the product of the last reported sale price of our common stock and the conversion rate on each such trading day; (2) during any calendar quarter commencing after the calendar quarter ending on September 30, 2016, if the last reported sale price of the common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; or (3) upon the occurrence of specified corporate events. On or after January 15, 2021 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their notes, in multiples of $1,000 principal amount, at the option of the holder regardless of the foregoing circumstances.

The Convertible Notes will be convertible at an initial conversion rate of 33.0579 shares of the Company’s common stock per $1,000 principal amount of the Convertible Notes, which is equivalent to an initial conversion price of approximately $30.25. The conversion rate will be subject to adjustment for some events but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date, the Company is required to increase, in certain circumstances, the conversion rate for a holder who elects to convert its Convertible Notes in connection with such a corporate event including customary conversion rate adjustments in connection with a “make-whole fundamental change” as defined. Upon conversion, and at the Company’s election, the Company may satisfy its conversion obligation by paying or delivering, as applicable, cash, shares of its common stock or a combination of cash and shares of its common stock.

Credit Facility

On June 5, 2014, the Company entered into a Sixth Amended and Restated Credit Agreement, (the “Original Facility”; with subsequent amendments discussed herein, the “Credit Facility”) with Bank of America, N.A. as Administrative Agent, Swing Line Lender and L/C Issuer and a syndicate of other lenders. The Credit Facility, provides for a $300 million revolving credit facility (the “Revolver”), a $250 million term loan (the “Term Loan”) and a sublimit for the issuance of letters of credit up to the aggregate amount of $150 million, all maturing on May 1, 2018. Borrowings under both the Revolver and the Term Loan bear interest based either on Bank of America’s prime lending rate or the London Interbank Offered Rate (“LIBOR”), each plus an applicable margin.

During the first half of 2016, the Company entered into two amendments to the Original Facility (the “Amendments”): Waiver and Amendment No. 1, entered into on February 26, 2016 (“Amendment No.1”), and Consent and Amendment No. 2, entered into on June 8, 2016 (“Amendment No. 2”). In Amendment No. 1, the lenders waived the Company’s violation of its consolidated leverage ratio covenant and consolidated fixed charge coverage ratio covenant. These violations were the result of the Company’s financial results for the fiscal year ended December 31, 2015, which included the previously reported $23.9 million non-cash, pre-tax charge related to an adverse ruling on the Brightwater litigation matter in the third quarter of 2015 as well as $45.6 million of pre-tax charges in the

10

TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED

third and fourth quarters of 2015 for various Five Star Electric projects. In Amendment No. 2, the lenders consented to the issuance of the Convertible Notes subject to certain conditions, including the prepayment of $125 million on the Term Loan and the paydown of $69 million on the Revolver, and consented to a potential sale transaction of one of the Company’s business units in its Building segment.

In addition to the Amendments’ provisions discussed above, the Amendments also modified other provisions and added new provisions to the Original Facility, and Amendment No. 2 superseded and modified some of the provisions of Amendment No. 1. The following reflects the more significant changes to the Original Facility and the results of the Amendments that are now reflected in the Credit Facility. Unless otherwise noted, the changes below were primarily the result of Amendment No. 1: (1) The Company may utilize LIBOR-based borrowings.(Amendment No. 1 precluded the use of LIBOR-based borrowings until the Company filed its compliance certificate for the fourth quarter of 2016; however, Amendment No. 2 negated this preclusion.) (2) The Company is subject to an increased rate on borrowings, with such rate being 100 basis points higher than the highest rate under the Original Facility if the Company’s consolidated leverage ratio is greater than 3.50:1.00 but not more than 4.00:1.00, and an additional 100 basis points higher if the Company’s consolidated leverage ratio is greater than 4.00:1.00. (3) The Company will be subject to increased commitment fees if the Company’s consolidated leverage ratio is greater than 3.50:1.00. (4) The impact of the Brightwater litigation matter is to be excluded from the calculation of the Company’s consolidated leverage ratio and consolidated fixed charge coverage ratio covenants. (5) Interest payments are due on a monthly basis; however, if the Company is in compliance with its consolidated leverage ratio and consolidated fixed charge coverage ratio covenants provided in the Original Facility as of December 31, 2016, the timing of interest payments will revert to the terms of the Original Facility. (6) The accordion feature of the Original Facility, which would have allowed either an increase of $300 million in the Revolver or the establishment of one or more new term loan commitments, is no longer available. (7) The Company’s maximum allowable consolidated leverage ratio was increased to 4.25:1.00 for the first, second and third quarters of 2016 after which it returns to the Original Facility’s range of 3.25:1.00 to 3.00:1.00. (Amendment No. 1 increased the Company’s maximum allowable consolidated leverage ratio covenant requirements to 4.25:1.00 for the first quarter of 2016 and 4.0:1.0 for the second and third quarters of 2016. Amendment No. 2 increased the maximum allowable consolidated leverage ratio covenant requirements to 4.25:1.00 for the second and third quarters of 2016.) (8) The Company is subject to additional covenants regarding its liquidity, including a cap on the cash balance in the Company’s bank account and a weekly minimum liquidity requirement (based on specified available cash balances and availability under the Revolver). (9) The Company is required to achieve certain quarterly cash collection milestones, which were eased somewhat in Amendment No. 2. (10) The Company is required to make additional quarterly principal payments, which will be applied to the Term Loan balloon payment, with some of the payments based on a percentage of certain forecasted cash collections for the prior quarter. This change will be effective beginning in the fourth quarter of 2016. (11) The lenders’ collateral package was increased by pledging to the lenders (i) the equity interests of each direct domestic subsidiary of the Company and (ii) 65% of the stock of each material first-tier foreign restricted subsidiary of the Company. (12) The Credit Facility will now mature on May 1, 2018, as opposed to maturity date of the Original Facility of June 5, 2019.

As of June 30, 2016 there was $145.8 million available under the Revolver and the Company had utilized the Credit Facility for letters of credit in the amount of $0.2 million. The Company was in compliance with the financial covenants under the Credit Facility for the period ended June 30, 2016.

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Interest Expense

Interest expense as reported in the Condensed Consolidated Statements of Operations consists of the following:

	Three Months Ended				Six Months Ended
	June 30,				June 30,
(in thousands)	2016		2015		2016		2015
Cash interest expense:
Interest on Credit Facility	$	7,051	$	3,633	$	12,389	$	7,229
Interest on Senior Notes		5,719		5,719		11,438		11,438
Interest on Convertible Notes		240		—		240		—
Other interest		863		1,393		2,199		2,959
Total cash interest expense		13,873		10,745		26,266		21,626
Non-cash interest expense:(a)
Amortization of debt issuance costs on Original Facility and Amendments		1,071		279		2,510		558
Amortization of discount and debt issuance costs on Senior Notes		250		244		498		487
Amortization of discount and debt issuance costs on Convertible Notes		340		—		340		—
Total non-cash interest expense		1,661		523		3,348		1,045
Total cash and non-cash interest expense	$	15,534	$	11,268	$	29,614	$	22,671

(a) Non-cash interest expense in the table above was the result of the amortization of debt discounts and debt issuance costs associated with the Credit Facility, the Senior Notes and the Convertible Notes. As a result, this amortization produces an effective interest rate for these liabilities that is greater than the contractual rate per their respective debt indenture agreements; accordingly, the effective interest rates for the Credit Facility, Senior Notes and Convertible Notes are 9.66%,  7.99% and 9.37%, respectively.

(6)     Contingencies and Commitments

The Company and certain of its subsidiaries are involved in litigation and are contingently liable for commitments and performance guarantees arising in the ordinary course of business. The Company and certain of its customers have made claims arising from the performance under their contracts. The Company recognizes certain significant claims for recovery of incurred cost when it is probable that the claim will result in additional contract revenue and when the amount of the claim can be reliably estimated. These assessments require judgments concerning matters such as litigation developments and outcomes, the anticipated outcome of negotiations, the number of future claims and the cost of both pending and future claims. In addition, because most contingencies are resolved over long periods of time, assets and liabilities may change in the future due to various factors.

Several matters are in the litigation and dispute resolution process. The following discussion provides a background and current status of the more significant matters.

Long Island Expressway/Cross Island Parkway Matter

The Company reconstructed the Long Island Expressway/Cross Island Parkway Interchange project for the New York State Department of Transportation (the “NYSDOT”). The $130 million project was substantially completed in January 2004 and was accepted by the NYSDOT as finally complete in February 2006. The Company incurred significant added costs in completing its work and suffered extended schedule costs due to numerous design errors, undisclosed utility conflicts, lack of coordination with local agencies and other interferences for which the Company believes the NYSDOT is responsible.

In March 2011, the Company filed its claim and complaint with the New York State Court of Claims and served to the New York State Attorney General’s Office, seeking damages in the amount of $53.8 million. In May 2011, the NYSDOT filed a motion to dismiss the Company’s claim on the grounds that the Company had not provided required documentation for project closeout and filing of a claim. In September 2011, the Company reached agreement on final payment with the Comptroller’s Office on behalf of the NYSDOT which resulted in an amount of $0.5 million payable to the Company and formally closed out the project allowing the Company to re-file its claim. The Company re-filed its claim in the amount of $53.8 million with the NYSDOT in February 2012 and with the Court of Claims in March 2012. In May 2012, the NYSDOT served its answer and counterclaims in the amount of

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UNAUDITED

$151million alleging fraud in the inducement and punitive damages related to disadvantaged business enterprise (“DBE”) requirements for the project. The Court subsequently ruled that NYSDOT’s counterclaims may only be asserted as a defense and offset to the Company’s claims and not as affirmative claims. In November 2014, the Appellate Division First Department affirmed the dismissal of the City’s affirmative defenses and counterclaims based on DBE fraud. The Company does not expect the counterclaims to have any material effect on its consolidated financial statements.

Management has made an estimate of the total anticipated recovery on this project, and such estimate is included in revenue recorded to date. To the extent new facts become known or the final recovery included in the claim settlement varies from the estimate, the impact of the change will be reflected in the consolidated financial statements at that time.

Fontainebleau Matter

Desert Mechanical Inc. (“DMI”) and Fisk Electric Company (“Fisk”), wholly owned subsidiaries of the Company, were subcontractors on the Fontainebleau Project in Las Vegas (“Fontainebleau”), a hotel/casino complex with approximately 3,800 rooms. In June 2009, Fontainebleau filed for bankruptcy protection, under Chapter 11 of the U.S. Bankruptcy Code, in the Southern District of Florida. Fontainebleau is headquartered in Miami, Florida.

DMI and Fisk filed liens in Nevada for approximately $44 million, representing unreimbursed costs to date and lost profits, including anticipated profits. Other unaffiliated subcontractors have also filed liens. In June 2009, DMI filed suit against Turnberry West Construction, Inc., the general contractor, in the 8th Judicial District Court, Clark County, Nevada (the “District Court”), and in May 2010, the court entered an order in favor of DMI for approximately $45 million.

In January 2010, the Bankruptcy Court approved the sale of the property to Icahn Nevada Gaming Acquisition, LLC, and this transaction closed in February 2010. As a result of a July 2010 ruling relating to certain priming liens, there was approximately $125million set aside from this sale, which is available for distribution to satisfy the creditor claims based on seniority. At that time, the total estimated sustainable lien amount was approximately $350 million. The project lender filed suit against the mechanic’s lien claimants, including DMI and Fisk, alleging that certain mechanic’s liens are invalid and that all mechanic’s liens are subordinate to the lender’s claims against the property. The Nevada Supreme Court ruled in October 2012 in an advisory opinion at the request of the Bankruptcy Court that lien priorities would be determined in favor of the mechanic lien holders under Nevada law.

In October 2013, a settlement was reached by and among the Statutory Lienholders and the other interested parties. The Bankruptcy Court appointed a mediator to facilitate the execution of that settlement agreement. Mediation is ongoing.

Management has made an estimate of the total anticipated recovery on this project, and such estimate is included in revenue recorded to date. To the extent new facts become known or the final recovery included in the claim settlement varies from the estimate, the impact of the change will be reflected in the consolidated financial statements at that time.

Honeywell Street/Queens Boulevard Bridges Matter

In 1999, the Company was awarded a contract for reconstruction of the Honeywell Street/Queens Boulevard Bridges project for the City of New York (the “City”). In June 2003, after substantial completion of the project, the Company initiated an action to recover $8.8 million in claims against the City on behalf of itself and its subcontractors. In March 2010, the City filed counterclaims for $74.6million and other relief, alleging fraud in connection with the DBE requirements for the project. In May2010, the Company served the City with its response to the City’s counterclaims and affirmative defenses. In August2013, the Court granted the Company’s motion to dismiss the City’s affirmative defenses and counterclaims relating to fraud.

The Company does not expect ultimate resolution of this matter to have any material effect on its consolidated financial statements.

Westgate Planet Hollywood Matter

Tutor-Saliba Corporation (“TSC”), a wholly owned subsidiary of the Company, contracted to construct a timeshare development project in Las Vegas which was substantially completed in December2009. The Company’s claims against the owner, Westgate Planet Hollywood Las Vegas, LLC (“WPH”), relate to unresolved owner change orders and other claims. The Company filed a lien on the project in the amount of $23.2 million, and filed its complaint with the District Court, Clark County, Nevada. Several subcontractors have also recorded liens, some of which have been released by bonds and some of which have been released as a result of subsequent payment. WPH has posted a mechanic’s lien release bond for $22.3 million.

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WPH filed a cross-complaint alleging non-conforming and defective work for approximately $51 million, primarily related to alleged defects, misallocated costs, and liquidated damages. WPH revised the amount of their counterclaims to approximately $45 million.

Following multiple post-trial motions, final judgment was entered in this matter on March20, 2014. TSC was awarded total judgment in the amount of $19.7 million on its breach of contract claim, which includes an award of interest up through the date of judgment, plus attorney’s fees and costs. WPH has paid $0.6 million of that judgment. WPH was awarded total judgment in the amount of $3.1million on its construction defect claims, which includes interest up through the date of judgment. The awards are not offsetting. WPH and its Sureties have filed a notice of appeal. TSC has filed a notice of appeal on the defect award. In July 2014, the Court ordered WPH to post an additional supersedeas bond on appeal, in the amount of $1.7 million, in addition to the lien release bond of $22.3 million, which increases the security up to $24.0 million. The Nevada Supreme Court has not yet ruled on this matter.

The Company does not expect ultimate resolution of this matter to have any material effect on its consolidated financial statements. Management has made an estimate of the total anticipated recovery on this project and such estimate is included in revenue recorded to date. To the extent new facts become known or the final recovery included in the claim settlement varies from the estimate, the impact of the change will be reflected in the consolidated financial statements at that time.

U.S. Department of Commerce, National Oceanic and Atmospheric Administration Matter

Rudolph and Sletten, Inc. (“R&S”), a wholly owned subsidiary of the Company, entered into a contract with the United States Department of Commerce, National Oceanic and Atmospheric Administration (“NOAA”) for the construction of a 287,000 square-foot facility for NOAA’s Southwest Fisheries Science Center Replacement Headquarters and Laboratory in La Jolla, California. The contract work began on May 24, 2010, and was substantially completed in September 2012. R&S incurred significant additional costs as a result of a design that contained errors and omissions, NOAA’s unwillingness to correct design flaws in a timely fashion and a refusal to negotiate the time and pricing associated with change order work.

R&S has filed three certified claims against NOAA for contract adjustments related to the unresolved Owner change orders, delays, design deficiencies and other claims. The First Certified Claim was submitted on August20, 2013, in the amount of $26.8 million ("First Certified Claim") and the Second Certified Claim was submitted on October30, 2013, in the amount of $2.6 million ("Second Certified Claim") and the Third Certified Claim was submitted on October1, 2014 in the amount of $0.7 million (“Third Certified Claim”).

NOAA requested an extension to issue a decision on the First Certified Claim and on the Third Certified Claim, but did not request an extension of time to review the Second Certified Claim. On January6, 2014, R&S filed suit in the United States Federal Court of Claims on the Second Certified Claim plus interest and attorney's fees and costs. This was followed by a submission of a lawsuit on the First Certified Claim on July 31, 2014. In February2015, the Court denied NOAA’s motion to dismiss the Second Certified Claim. In March2015, the Contracting Officer issued decisions on all Claims accepting a total of approximately $1.0 million of claims and denying approximately $29.5 million of claims. On April14, 2015, the Court consolidated the cases. No trial date has been set.

Management has made an estimate of the total anticipated recovery on this project, and such estimate is included in revenue recorded to date. To the extent new facts become known or the final recovery included in the claim settlement varies from the estimate, the impact of the change will be reflected in the consolidated financial statements at that time.

Five Star Electric Matter

In the third quarter of 2015, Five Star Electric Corp. ("Five Star"), a subsidiary of the Company that was acquired in 2011, entered into a tolling agreement related to an ongoing investigation being conducted by the United States Attorney for the Eastern District of New York (“USAO EDNY”). The tolling agreement extended the statute of limitations to avoid the expiration of any unexpired statute of limitations while the investigation is pending. Five Star has been cooperating with the USAO EDNY since late June 2014, when it was first made aware of the investigation, and has been providing information related to its use of certain minority-owned, women-owned, small and disadvantaged business enterprises and, in addition, most recently, information regarding certain of Five Star’s employee compensation, benefit and tax practices. The investigation covers the period of 2005-2014.

The Company cannot predict the ultimate outcome of the investigation and cannot accurately estimate any potential liability that Five Star or the Company may incur or the impact of the results of the investigation on Five Star or the Company.

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UNAUDITED

Alaskan Way Viaduct Matter

In January 2011, Seattle Tunnel Partners (“STP”), a joint venture between Dragados USA, Inc. and the Company, entered into a design-build contract with the Washington State Department of Transportation ("WSDOT") for the construction of a large diameter bored tunnel in downtown Seattle, King County, Washington to replace the Alaskan Way Viaduct, also known as State Route 99.

The construction of the large diameter bored tunnel requires the use of a tunnel boring machine (“TBM”). In December2013, the TBM struck a steel pipe, installed by WSDOT as a well casing for an exploratory well. The TBM was damaged and was required to be shut down for repair. STP has asserted that the steel pipe casing was a differing site condition that WSDOT failed to properly disclose. The Disputes Review Board mandated by the contract to hear disputes issued a decision finding the steel casing was a Type I differing site condition. WSDOT has not accepted that finding.

The TBM is insured under a Builder’s Risk Insurance Policy (“the Policy”) with Great Lakes Reinsurance (UK) PLC and a consortium of other insurers (the “Insurers”). STP submitted the claims to the insurer and requested interim payments under the Policy. The Insurers refused to pay and denied coverage. In June2015, STP filed a lawsuit in the King County Superior Court, State of Washington (“Washington Superior Court”) seeking declaratory relief concerning contract interpretation as well as damages as a result of the Insurers’ breach of its obligations under the terms of the Policy. WSDOT is deemed a plaintiff since WSDOT is an insured under the Policy and had filed its own claim for damages. Trial is scheduled for June2017. In April2016, the Insurers filed a motion with the Court of Appeals seeking dismissal of STP’s claims. The commissioner’s ruling is pending before the Court of Appeals.

In October 2015, WSDOT filed a complaint against STP in the Washington Superior Court for breach of contract and declaratory relief concerning contract interpretation. Said Complaint was dismissed. In March2016, WSDOT refiled action against STP in Thurston County Superior Court. In July2016, STP filed its answer to WSDOT’s complaint and filed a counterclaim against WSDOT and against the manufacturer of the TBM.

As of June2016, the Company has concluded that the potential for a material adverse financial impact due to the Insurer’s and WSDOT’s respective legal actions are neither probable nor remote. Management has made an estimate of the total anticipated recovery on this project and such estimate is included in revenue recorded to date. To the extent new facts become known or the final recovery included in the claim settlement varies from the estimate, the impact of the change will be reflected in the financial statements at that time.

(7)Share-Based Compensation

The Company’s share-based compensation plan is described, and informational disclosures are provided, in the Notes to Consolidated Financial Statements included in the Form 10-K for the year ended December31, 2015. In the first half of 2016 and 2015, 483,387 and 321,500 restricted stock units were granted at weighted-average per share prices of $19.14 and $23.07, respectively. During the first half of 2016 and 2015, the Company awarded 274,000 and 259,000 stock options at weighted-average exercise prices of $16.20and $16.07 per share, respectively. The options expire ten years after the grant date. Both the restricted stock units and options granted in 2016 and 2015 vest upon the achievement of defined performance targets.

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(8)Other Comprehensive Income (Loss)

The tax effects of the components of other comprehensive income (loss) for the three months ended June30, 2016 and 2015 are as follows:

	Three Months Ended						Three Months Ended
	June 30, 2016						June 30, 2015
(in thousands)	Before-Tax Amount		Tax (Expense) Benefit		Net-of-Tax Amount		Before-Tax Amount		Tax (Expense) Benefit		Net-of-Tax Amount
Other comprehensive income (loss):
Defined benefit pension plan adjustments	$	427	$	(103)	$	324	$	-	$	-	$	-
Foreign currency translation adjustment		(396)		138		(258)		(1,877)		731		(1,146)
Unrealized gain (loss) in fair value of investments		(271)		118		(153)		(122)		48		(74)
Unrealized gain (loss) in fair value of interest rate swap		17		(6)		11		99		(39)		60
Total other comprehensive income (loss)	$	(223)	$	147	$	(76)	$	(1,900)	$	740	$	(1,160)

The tax effects of the components of other comprehensive income (loss) for the six months ended June30, 2016 and 2015 are as follows:

	Six Months Ended						Six Months Ended
	June 30, 2016						June 30, 2015
(in thousands)	Before-Tax Amount		Tax (Expense) Benefit		Net-of-Tax Amount		Before-Tax Amount		Tax (Expense) Benefit		Net-of-Tax Amount
Other comprehensive income (loss):
Defined benefit pension plan adjustments	$	853	$	(282)	$	571	$	-	$	-	$	-
Foreign currency translation adjustment		1,208		(536)		672		(2,841)		1,107		(1,734)
Unrealized gain (loss) in fair value of investments		(258)		113		(145)		(138)		54		(84)
Unrealized gain (loss) in fair value of interest rate swap		(45)		21		(24)		173		(68)		105
Total other comprehensive income (loss)	$	1,758	$	(684)	$	1,074	$	(2,806)	$	1,093	$	(1,713)

The following tables present the changes in accumulated other comprehensive income (“AOCI”) balances by component (aftertax) for the three and sixmonths ended June30, 2016:

	For the Three Months Ended June 30, 2016
(in thousands)	Defined Benefit Pension Plan		Foreign Currency Translation		Unrealized Gain in Fair Value of Investments, net		Unrealized Gain (Loss) in Fair Value of Interest Rate Swap, net		Accumulated Other Comprehensive Income (Loss), Net
Balance as of March 31, 2016	$	(37,995)	$	(3,673)	$	664	$	(11)	$	(41,015)
Other comprehensive income (loss) before reclassifications		—		(258)		(153)		11		(400)
Amounts reclassified from AOCI		324		—		—		—		324
Total other comprehensive income (loss)		324		(258)		(153)		11		(76)
Balance as of June 30,2016	$	(37,671)	$	(3,931)	$	511	$	—	$	(41,091)

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	For the Six Months Ended June 30, 2016
(in thousands)	Defined Benefit Pension Plan		Foreign Currency Translation		Unrealized Gain in Fair Value of Investments, net		Unrealized Gain (Loss) in Fair Value of Interest Rate Swap, net		Accumulated Other Comprehensive Income (Loss), Net
Balance as of December 31, 2015	$	(38,242)	$	(4,603)	$	656	$	24	$	(42,165)
Other comprehensive income (loss) before reclassifications		—		672		(145)		(24)		503
Amounts reclassified from AOCI		571		—		—		—		571
Total other comprehensive income (loss)		571		672		(145)		(24)		1,074
Balance as of June 30, 2016	$	(37,671)	$	(3,931)	$	511	$	—	$	(41,091)

The following tables present the changes in AOCI balances by component (after tax) for the three and six months ended June 30, 2015:

	For the Three Months Ended June 30, 2015
(in thousands)	Defined Benefit Pension Plan		Foreign Currency Translation		Unrealized Loss in Fair Value of Investments, net		Unrealized Gain in Fair Value of Interest Rate Swap, net		Accumulated Other Comprehensive Income (Loss), Net
Balance as of March 31, 2015	$	(40,268)	$	(1,977)	$	(120)	$	194	$	(42,171)
Other comprehensive income (loss)		—		(1,146)		(74)		60		(1,160)
Balance as of June 30, 2015	$	(40,268)	$	(3,123)	$	(194)	$	254	$	(43,331)

	For the Six Months Ended June 30, 2015
(in thousands)	Defined Benefit Pension Plan		Foreign Currency Translation		Unrealized Loss in Fair Value of Investments, net		Unrealized Gain in Fair Value of Interest Rate Swap, net		Accumulated Other Comprehensive Income (Loss), Net
Balance as of December 31, 2014	$	(40,268)	$	(1,389)	$	(110)	$	149	$	(41,618)
Other comprehensive income (loss)		—		(1,734)		(84)		105		(1,713)
Balance as of June 30, 2015		(40,268)		(3,123)		(194)		254		(43,331)

The items reclassified out of AOCI and the corresponding location and impact on the Condensed Consolidated Statement of Operations are as follows:

	Location in	Three Months Ended				Six Months Ended
	Condensed Consolidated	June 30,				June 30,
(in thousands)	Statements of Earnings	2016		2015		2016		2015
Defined benefit pension plan adjustments	Various accounts(a)	$	427	$	—	$	853	$	—
Income tax benefit	Provision for income taxes		(103)		—		(282)		—
Net of tax		$	324	$	—	$	571	$	—

(a) Defined benefit pension plan adjustments were reclassified primarily to cost of operations and general and administrative expenses.

(9)     Income Taxes

The Company’s income tax provision was $14.4 million and $25.7 million for the three and six months ended June 30, 2016, with an effective tax rate of 40.3% and 41.2%, respectively, compared to an income tax provision of $8.2 million and $11.3 million with an effective tax rate of 41.1% and 40.1% for the same periodsin 2015. The effective tax rate for the second quarter of 2016 was favorably impacted by various accrual and interest adjustments relating to uncertain tax benefits.

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(10)     Fair Value Measurements

The fair value hierarchy established by ASC 820, Fair Value Measurements, prioritizes the use of inputs used in valuation techniques into the following three levels:

Level 1 — quoted prices in active markets for identical assets or liabilities

Level 2 — inputs are other than Level 1 inputs that are observable, either directly or indirectly

Level 3 — unobservable inputs

The following is a summary of financial statement items carried at estimated fair values measured on a recurring basis as of the dates presented:

	June 30, 2016								December 31, 2015
	Fair Value Hierarchy								Fair Value Hierarchy
(in thousands)	Total		Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3
Assets:
Cash and cash equivalents (a)	$	93,622	$	93,622	$	—	$	—	$	75,452	$	75,452	$	—	$	—
Restricted cash (a)		49,452		49,452		—		—		45,853		45,853		—		—
Investments in lieu of retainage (b)		47,204		41,080		6,124		—		41,566		35,350		6,216		—
Total	$	190,278	$	184,154	$	6,124	$	—	$	162,871	$	156,655	$	6,216	$	—
Liabilities:
Interest rate swap contract (c)	$	—	$	—	$	—	$	—	$	45	$	—	$	45	$	—
Total	$	—	$	—	$	—	$	—	$	45	$	—	$	45	$	—

(a) Cash, cash equivalents and restricted cash consist primarily of money market funds with original maturity dates of three months or less, for which fair value is determined through quoted market prices.

(b) Investments in lieu of retainage are classified as accounts  receivable and are comprised primarily of money market funds, U.S. Treasury Notes and other municipal bonds, the majority of which are rated Aa3 or better. The fair values of the U.S. Treasury Notes and municipal bonds are obtained from readily-available pricing sources for comparable instruments and, as such, the Company has classified these assets as Level 2.

(c) The Company values the interest rate swap liability utilizing a discounted cash flow model that takes into consideration forward interest rates observable in the market and the counterparty’s risk. The Company's only interest rate swap contract expired in June 2016.

The Company did not have transfers between Levels 1 and 2 for either financial assets or liabilities, during the three and six months ended June 30, 2016 or 2015.

The carrying amount of cash and cash equivalents approximates fair value due to the short-term nature of these items. The carrying value of receivables, payables and other amounts arising out of normal contract activities, including retainage, which may be settled beyond one year, is estimated to approximate fair value. Of the Company’s long-term debt, the fair value of the Senior Notes was$303.4 millionand $305.6million as of June 30, 2016 and December 31, 2015, respectively, and the fair value of the Convertible Noteswas $208.9 million as of June 30, 2016; the fair values were determined using Level 1 inputs, specifically current observable market prices. The reported value of the Company’s remaining long-term debt at June 30, 2016 and December 31, 2015 approximates fair value.

The fair value of the liability component of the Convertible Notes as of the issuance date of June15, 2016 was $153.2 million, which was determined using a  Binomial Lattice approach based on Level 2 inputs, specifically quoted prices in active markets for similar debt instruments that do not have a conversion feature. See Note 5 for additional information related to the Company’s Convertible Notes.

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UNAUDITED

(11)     Business Segments

The Company offers general contracting, pre-construction planning and comprehensive project management services, including planning and scheduling of the manpower, equipment, materials and subcontractors required for the timely completion of a project in accordance with the terms and specifications contained in a construction contract. The Company also offers self-performed construction services: site work, concrete forming and placement, steel erection, electrical, mechanical, plumbing and HVAC. As described further below, our business is conducted through three segments: Civil, Building and Specialty Contractors. These segments are determined based on how the Company’s Chairman and Chief Executive Officer (chief operating decision maker) aggregates business units when evaluating performance and allocating resources.

The Civil segment specializes in public works construction and the replacement and reconstruction of infrastructure. The civil contracting services include construction and rehabilitation of highways, bridges, tunnels, mass-transit systems, and water management and wastewater treatment facilities.

The Building segment has significant experience providing services to a number of specialized building markets for private and public works customers, including the high-rise residential, hospitality and gaming, transportation, health care, commercial and government offices, sports and entertainment, education, correctional facilities, biotech, pharmaceutical, industrial and high-tech markets.

The Specialty Contractors segment specializes in electrical, mechanical, plumbing, HVAC, fire protection systems and pneumatically placed concrete for a full range of civil and building construction projects in the industrial, commercial, hospitality and gaming, and mass-transit end markets. This segment provides the Company with unique strengths and capabilities that allow the Company to position itself as a full-service contractor with greater control over scheduled work, project delivery and risk management.

19

TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED

The following table sets forth certain reportable segment information relating to the Company’s operations for the three and six months ended June 30, 2016 and 2015:

	Reportable Segments
					Specialty							Consolidated
(in thousands)	Civil			Building	Contractors		Total		Corporate			Total
Three Months Ended June 30, 2016
Total revenue	$	504,930	$	546,157	$	318,902	$	1,369,989	$	—		$	1,369,989
Elimination of intersegment revenue		(39,223)		(22,636)		—		(61,859)		—			(61,859)
Revenue from external customers	$	465,707	$	523,521	$	318,902	$	1,308,130	$	—		$	1,308,130
Income from construction operations	$	45,056	$	13,223	$	5,413	$	63,692	$	(14,863)	(a)	$	48,829
Three Months Ended June 30, 2015
Total revenue	$	573,360	$	472,247	$	326,798	$	1,372,405	$	—		$	1,372,405
Elimination of intersegment revenue		(39,180)		(20,843)		56		(59,967)		—			(59,967)
Revenue from external customers	$	534,180	$	451,404	$	326,854	$	1,312,438	$	—		$	1,312,438
Income from construction operations	$	46,329	$	(12,592)	$	13,743	$	47,480	$	(16,599)	(a)	$	30,881
	Reportable Segments
					Specialty							Consolidated
(in thousands)	Civil			Building	Contractors		Total		Corporate			Total
Six Months Ended June 30, 2016
Total revenue	$	872,431	$	1,034,151	$	600,675	$	2,507,257	$	—		$	2,507,257
Elimination of intersegment revenue		(70,866)		(42,892)		—		(113,758)		—			(113,758)
Revenue from external customers	$	801,565	$	991,259	$	600,675	$	2,393,499	$	—		$	2,393,499
Income from construction operations	$	78,721	$	25,673	$	14,826	$	119,220	$	(30,269)	(a)	$	88,951
Six Months Ended June 30, 2015
Total revenue	$	966,236	$	888,309	$	619,816	$	2,474,361	$	—		$	2,474,361
Elimination of intersegment revenue		(57,382)		(38,076)		—		(95,458)		—			(95,458)
Revenue from external customers	$	908,854	$	850,233	$	619,816	$	2,378,903	$	—		$	2,378,903
Income from construction operations	$	76,923	$	(14,870)	$	24,267	$	86,320	$	(35,355)	(a)	$	50,965

(a) Consists primarily of corporate general and administrative expenses.

During the three months ended June 30, 2016, there were no material adjustments recorded. During the first quarter of 2016, the Company recorded net favorable adjustments totaling $3.0 million in income from construction operations ($0.04 per diluted share) for various Five Star Electric projects in New York in the Specialty Contractors segment. These included the following offsetting adjustments: a favorable adjustment of $14.0million for a completed project ($0.17 per diluted share) and an unfavorable adjustment of $13.8 million for a project that is substantially complete ($0.17 per diluted share).

During the three and six months ended June 30, 2015, the Company recorded unfavorable adjustments totaling $14.7 million ($0.17 per diluted share) and $17.7 million ($0.21 per diluted share), respectively, related to changes in the estimated cost to complete a certain Building segment project.

Income from construction operations for the three and six months ended June30, 2016 includes depreciation and amortization of $12.4 million and $20.5million for the Civil segment, $0.5 million and $1.1 million for the Building segment, $1.3 million and $2.6million for the Specialty Contractors segment and $2.9 million and $5.8 million for Corporate, respectively. Income from construction operations for the three and six months ended June30, 2015 includes depreciation and amortization of $5.6 millionand $11.1million for the Civil segment,$0.8 million and $1.5 million for the Building segment, $1.4 million and $2.7 million for the Specialty Contractors segment and $2.6millionand $5.1 millionfor Corporate, respectively.

20

TUTOR PERINI CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

UNAUDITED

A reconciliation of segment results to the consolidated income before income taxes is as follows:

	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands)	2016		2015		2016		2015
Income from construction operations	$	48,829	$	30,881	$	88,951	$	50,965
Other income (expense), net		2,485		379		3,166		(97)
Interest expense		(15,534)		(11,268)		(29,614)		(22,671)
Income before income taxes	$	35,780	$	19,992	$	62,503	$	28,197

Total assets by segment are as follows:

(in thousands)	June 30, 2016		December 31, 2015
Civil	$	2,044,060	$	1,964,038
Building		882,465		795,851
Specialty Contractors		803,073		860,285
Corporate and other (a)		465,987		416,503
Total Assets	$	4,195,585	$	4,036,677

(a) Consists principally of cash and cash equivalents as well as corporate transportation and other equipment.

(12)     Employee Pension Plans

The Company has a defined benefit pension plan and an unfunded supplemental retirement plan. Effective September 1, 2004, all benefit accruals under these plans were frozen; however, the current vested benefit was preserved. The pension disclosure presented below includes aggregated amounts for both of the Company’s plans.

The following table sets forth the net periodic benefit cost for the three and six months endedJune 30, 2016 and 2015:

	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands)	2016		2015		2016		2015
Interest cost	$	1,053	$	1,011	$	2,106	$	2,022
Expected return on plan assets		(1,203)		(1,256)		(2,406)		(2,512)
Amortization of net loss		427		1,460		854		2,920
Other		150		—		300		—
Net periodic benefit cost	$	427	$	1,215	$	854	$	2,430

The Company contributed $0.8 million and $1.4 million to its defined benefit pension plan during the six months ended June 30, 2016 and 2015, respectively. The Company expects to contribute an additional $1.0 million to its defined benefit pension plan during the remainder of fiscal year 2016.

(13)     Separate Financial Information of Subsidiary Guarantors of Indebtedness

The Company’s obligationson its Senior Notes are guaranteed by substantially all of the Company’s existing and future subsidiaries that guarantee obligations under the Credit Facility (the “Guarantors”). The guarantees are full and unconditional as well as joint and several. The Guarantors are whollyowned subsidiaries of the Company.

The following supplemental condensed consolidating financial information reflects the summarized financial information of the Company as the issuer of the senior unsecured notes, the Guarantors and the Company’s non-guarantor subsidiaries on a combined basis.

21

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

THREE MONTHS ENDED JUNE 30, 2016

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Revenue	$	248,134	$	1,134,967	$	469	$	(75,440)	$	1,308,130
Cost of operations		(214,264)		(1,059,536)		—		75,440		(1,198,360)
Gross profit		33,870		75,431		469		—		109,770
General and administrative expenses		(18,040)		(42,438)		(463)		—		(60,941)
Income from construction operations		15,830		32,993		6		—		48,829
Equity in earnings of subsidiaries		20,343		—		—		(20,343)		—
Other income (expense), net		1,568		1,127		253		(463)		2,485
Interest expense		(15,396)		(601)		—		463		(15,534)
Income (Loss) before income taxes		22,345		33,519		259		(20,343)		35,780
Provision for income taxes		(984)		(13,410)		(25)		—		(14,419)
Net income (loss)	$	21,361	$	20,109	$	234	$	(20,343)	$	21,361
Other comprehensive income (loss), net of tax:
Other comprehensive income of subsidiaries		(411)		—		—		411		—
Defined benefit pension plan adjustments		324		—		—		—		324
Foreign currency translation adjustment		—		(258)		—		—		(258)
Unrealized gain in fair value of investments		—		(153)		—		—		(153)
Unrealized loss in fair value of interest rate swap		11		—		—		—		11
Total other comprehensive (loss) income, net of tax		(76)		(411)		—		411		(76)
Total Comprehensive Income (Loss)	$	21,285	$	19,698	$	234	$	(19,932)	$	21,285

22

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

THREE MONTHS ENDED JUNE 30, 2015

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Revenue	$	309,217	$	1,065,766	$	2,793	$	(65,338)	$	1,312,438
Cost of operations		(265,129)		(1,014,027)		—		65,338		(1,213,818)
Gross profit		44,088		51,739		2,793		—		98,620
General and administrative expenses		(25,289)		(41,985)		(465)		—		(67,739)
Income from construction operations		18,799		9,754		2,328		—		30,881
Equity in earnings of subsidiaries		6,586		—		—		(6,586)		—
Other income (expense), net		(187)		431		135		—		379
Interest expense		(10,413)		(855)		—		—		(11,268)
Income (Loss) before income taxes		14,785		9,330		2,463		(6,586)		19,992
Provision for income taxes		(3,008)		(4,121)		(1,086)		—		(8,215)
Net income (loss)	$	11,777	$	5,209	$	1,377	$	(6,586)	$	11,777
Other comprehensive income (loss), net of tax:
Other comprehensive income of subsidiaries		(1,220)		—		—		1,220		—
Defined benefit pension plan adjustments		—		—		—		—		—
Foreign currency translation adjustment		—		(1,146)		—		—		(1,146)
Unrealized loss in fair value of investments		—		(74)		—		—		(74)
Unrealized gain in fair value of interest rate swap		60		—		—		—		60
Total other comprehensive (loss) income, net of tax		(1,160)		(1,220)		—		1,220		(1,160)
Total Comprehensive Income (Loss)	$	10,617	$	3,989	$	1,377	$	(5,366)	$	10,617

23

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

SIX MONTHS ENDED JUNE 30, 2016

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Revenue	$	424,859	$	2,121,328	$	7,573	$	(160,261)	$	2,393,499
Cost of operations		(368,553)		(1,970,345)		—		160,261		(2,178,637)
Gross profit		56,306		150,983		7,573		—		214,862
General and administrative expenses		(39,698)		(85,275)		(938)		—		(125,911)
Income from construction operations		16,608		65,708		6,635		—		88,951
Equity in earnings of subsidiaries		43,422		—		—		(43,422)		—
Other income (expense), net		946		2,187		496		(463)		3,166
Interest expense		(28,880)		(1,197)		—		463		(29,614)
Income (Loss) before income taxes		32,096		66,698		7,131		(43,422)		62,503
Benefit (Provision) for income taxes		4,664		(27,470)		(2,937)		—		(25,743)
Net income (loss)	$	36,760	$	39,228	$	4,194	$	(43,422)	$	36,760
Other comprehensive income (loss), net of tax:
Other comprehensive income of subsidiaries		527		—		—		(527)		—
Defined benefit pension plan adjustments		571		—		—		—		571
Foreign currency translation adjustment		—		672		—		—		672
Unrealized gain in fair value of investments		—		(145)		—		—		(145)
Unrealized loss in fair value of interest rate swap		(24)		—		—		—		(24)
Total other comprehensive (loss) income, net of tax	$	1,074	$	527	$	—	$	(527)	$	1,074
Total Comprehensive Income (Loss)	$	37,834	$	39,755	$	4,194	$	(43,949)	$	37,834

24

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

SIX MONTHS ENDED JUNE 30, 2015

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Revenue	$	545,509	$	1,950,869	$	7,084	$	(124,559)	$	2,378,903
Cost of operations		(474,962)		(1,839,121)		—		124,559		(2,189,524)
Gross profit		70,547		111,748		7,084		—		189,379
General and administrative expenses		(50,324)		(87,151)		(939)		—		(138,414)
Income from construction operations		20,223		24,597		6,145		—		50,965
Equity in earnings of subsidiaries		18,526		—		—		(18,526)		—
Other income (expense), net		(1,977)		1,627		253		—		(97)
Interest expense		(20,955)		(1,716)		—		—		(22,671)
Income (Loss) before income taxes		15,817		24,508		6,398		(18,526)		28,197
Benefit (Provision) for income taxes		1,086		(9,817)		(2,563)		—		(11,294)
Net income (loss)	$	16,903	$	14,691	$	3,835	$	(18,526)	$	16,903
Other comprehensive income (loss), net of tax:
Other comprehensive income of subsidiaries		(1,818)		—		—		1,818		—
Defined benefit pension plan adjustments										—
Foreign currency translation adjustment		—		(1,734)		—		—		(1,734)
Unrealized loss in fair value of investments		—		(84)		—		—		(84)
Unrealized gain in fair value of interest rate swap		105		—		—		—		105
Total other comprehensive (loss) income, net of tax		(1,713)		(1,818)		—		1,818		(1,713)
Total Comprehensive Income (Loss)	$	15,190	$	12,873	$	3,835	$	(16,708)	$	15,190

25

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING BALANCE SHEET

June 30, 2016

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Assets
Current assets:
Cash and cash equivalents	$	56,744	$	36,628	$	250	$	—	$	93,622
Restricted cash		3,261		2,958		43,233		—		49,452
Accounts receivable		456,016		1,377,164		89,282		(183,119)		1,739,343
Costs and estimated earnings in excess of billings		97,028		774,448		152		(60,222)		811,406
Deferred income taxes		8,898		10,200		—		—		19,098
Other current assets		49,217		37,705		9,023		(18,985)		76,960
Total current assets		671,164		2,239,103		141,940		(262,326)		2,789,881
Property and equipment		94,170		409,290		3,935		—		507,395
Intercompany notes and receivables		—		223,736		—		(223,736)		—
Goodwill		—		585,006		—		—		585,006
Intangible assets, net		—		94,768		—		—		94,768
Investment in subsidiaries		2,142,018		—		—		(2,142,018)		—
Other Assets		112,252		86,405		25,735		(5,857)		218,535
Total assets	$	3,019,604	$	3,638,308	$	171,610	$	(2,633,937)	$	4,195,585
Liabilities and stockholders' equity
Current liabilities:
Current maturities of long-term debt	$	153,959	$	26,297	$	—	$	(60,000)	$	120,256
Accounts payable		233,052		923,075		5,351		(193,285)		968,193
Billings in excess of costs and estimated earnings		114,649		201,483		2,524		6,634		325,290
Accrued expenses and other current liabilities		57,494		91,616		37,715		(15,675)		171,150
Total current liabilities		559,154		1,242,471		45,590		(262,326)		1,584,889
Long-term debt, less current maturities		610,080		76,042		—		(5,857)		680,265
Deferred income taxes		62,562		211,828		22,338		—		296,728
Other long-term liabilities		108,004		2,312		30,554		—		140,870
Intercompany notes and advances payable		186,971		—		36,765		(223,736)		—
Contingencies and commitments		—		—		—		—		—
Stockholders’ equity		1,492,833		2,105,655		36,363		(2,142,018)		1,492,833
Total liabilities and stockholders' equity	$	3,019,604	$	3,638,308	$	171,610	$	(2,633,937)	$	4,195,585

26

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING BALANCE SHEET

DECEMBER 31, 2015

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Assets
Current assets:
Cash and cash equivalents	$	47,196	$	26,892	$	1,364	$	—	$	75,452
Restricted cash		3,369		3,283		39,201		—		45,853
Accounts receivable		358,437		1,179,919		82,004		(146,745)		1,473,615
Costs and estimated earnings in excess of billings		114,580		868,026		152		(77,583)		905,175
Deferred income taxes		2,255		21,356		2,695		—		26,306
Other current assets		60,119		48,482		11,662		(11,419)		108,844
Total current assets		585,956		2,147,958		137,078		(235,747)		2,635,245
Property and equipment		105,306		414,143		4,076		—		523,525
Intercompany notes and receivables		—		148,637		—		(148,637)		—
Goodwill		—		585,006		—		—		585,006
Intangible assets, net		—		96,540		—		—		96,540
Investment in subsidiaries		1,962,983		—		—		(1,962,983)		—
Other Assets		58,722		128,094		15,268		(5,723)		196,361
Total assets	$	2,712,967	$	3,520,378	$	156,422	$	(2,353,090)	$	4,036,677
Liabilities and stockholders' equity
Current liabilities:
Current maturities of long-term debt	$	107,283	$	41,634	$	—	$	(60,000)	$	88,917
Accounts payable		211,679		890,268		3,222		(167,705)		937,464
Billings in excess of costs and estimated earnings		89,303		203,003		1,716		(5,711)		288,311
Accrued expenses and other current liabilities		6,145		115,392		39,810		(2,331)		159,016
Total current liabilities		414,410		1,250,297		44,748		(235,747)		1,473,708
Long-term debt, less current maturities		653,669		80,821		—		(5,723)		728,767
Deferred income taxes		—		273,310		—		—		273,310
Other long-term liabilities		106,588		3,278		30,799		—		140,665
Intercompany notes and advances payable		118,073		—		30,564		(148,637)		—
Contingencies and commitments		—		—		—		—		—
Stockholders’ equity		1,420,227		1,912,672		50,311		(1,962,983)		1,420,227
Total liabilities and stockholders' equity	$	2,712,967	$	3,520,378	$	156,422	$	(2,353,090)	$	4,036,677

27

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

SIX MONTHS ENDED JUNE 30, 2016

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Cash flows from operating activities:
Net income (loss)	$	36,760	$	39,228	$	4,194	$	(43,422)	$	36,760
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization		12,244		17,571		141		—		29,956
Equity in earnings of subsidiaries		(43,422)		—		—		43,422		—
Share-based compensation expense		6,959		—		—		—		6,959
Change in debt discount and deferred debt issuance costs		3,348		—		—		—		3,348
Deferred income taxes		(261)		(110)		—		—		(371)
Loss on sale of property and equipment		138		66		—		—		204
Other long-term liabilities		(2,600)		(966)		(245)		—		(3,811)
Other non-cash items		(240)		1,440		—		—		1,200
Changes in other components of working capital		24,144		(92,711)		(1,102)		—		(69,669)
NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES		37,070		(35,482)		2,988		—		4,576
Cash flows from investing activities:
Acquisition of property and equipment excluding financed purchases		(1,410)		(7,271)		—		—		(8,681)
Proceeds from sale of property and equipment		164		928		—		—		1,092
(Increase) decrease in intercompany advances		—		71,487		—		(71,487)		—
Change in restricted cash		108		325		(4,032)		—		(3,599)
NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES		(1,138)		65,469		(4,032)		(71,487)		(11,188)
Cash flows from financing activities:
Proceeds from issuance of convertible notes		200,000		—		—		—		200,000
Proceeds from debt		705,708		5,384		—		—		711,092
Repayment of debt		(846,019)		(25,635)		—		—		(871,654)
Debt Issuance Costs		(14,656)		—		—		—		(14,656)
Increase (decrease) in intercompany advances		(71,417)		—		(70)		71,487		—
NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES		(26,384)		(20,251)		(70)		71,487		24,782
Net (decrease) increase in cash and cash equivalents		9,548		9,736		(1,114)		—		18,170
Cash and cash equivalents at beginning of year		47,196		26,892		1,364		—		75,452
Cash and cash equivalents at end of period	$	56,744	$	36,628	$	250	$	—	$	93,622

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TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

SIX MONTHS ENDED JUNE 30, 2015

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Cash flows from operating activities:
Net income (loss)	$	16,903	$	14,691	$	3,835	$	(18,526)	$	16,903
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization		4,919		15,333		137		—		20,389
Equity in earnings of subsidiaries		(18,526)		—		—		18,526		—
Share-based compensation expense		13,324		—		—		—		13,324
Excess income tax benefit from stock-based compensation		(162)		—		—		—		(162)
Change in debt discount and deferred debt issuance costs		1,045		—		—		—		1,045
Deferred income taxes		(177)		—		—		—		(177)
(Gain) loss on sale of property and equipment		29		(342)		—		—		(313)
Other long-term liabilities		(56)		98		—		—		42
Other non-cash items		1,881		(5,140)		—		—		(3,259)
Changes in other components of working capital		(159,846)		96,590		(16,294)		—		(79,550)
NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES		(140,666)		121,230		(12,322)		—		(31,758)
Cash flows from investing activities:
Acquisition of property and equipment		—		(29,516)		(28)		—		(29,544)
Proceeds from sale of property and equipment		(21,505)		22,627		—		—		1,122
Decrease (increase) in intercompany advances		—		(101,660)		—		101,660		—
Change in restricted cash		—		339		4,538		—		4,877
NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES		(21,505)		(108,210)		4,510		101,660		(23,545)
Cash flows from financing activities:
Proceeds from debt		473,362		128		—		—		473,490
Repayment of debt		(427,107)		(19,132)		—		—		(446,239)
Excess income tax benefit from stock-based compensation		162		—		—		—		162
Issuance of common stock and effect of cashless exercise		(776)		—		—		—		(776)
Increase (decrease) in intercompany advances		104,573		—		(2,913)		(101,660)		—
NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES		150,214		(19,004)		(2,913)		(101,660)		26,637
Net (decrease) increase in cash and cash equivalents		(11,957)		(5,984)		(10,725)		—		(28,666)
Cash and cash equivalents at beginning of year		75,087		36,764		23,732		—		135,583
Cash and cash equivalents at end of period	$	63,130	$	30,780	$	13,007	$	—	$	106,917

29

TUTOR PERINI CORPORATION AND SUBSIDIARIES

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discusses our financial position at June 30, 2016 and the results of our operations for the three and six months endedJune 30, 2016 and should be read in conjunction with the unauditedCondensed ConsolidatedFinancial Statements and notes contained herein, and the audited consolidated financial statements and accompanying notes to our Annual Report on Form 10-K for the fiscal year ended December 31, 2015.

Forward-Looking Statements

This Quarterly Report on Form 10-Q, including the “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” contains forward-looking statements regarding future events and our future results, which are intended to be covered by the safe harbor provision for forward-looking statements provided by the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts are statements that could be deemed forward-looking statements. Words such as “achieve,” “anticipate,” “assumes,” “believes,” “continue,” “could,” “estimate,” “expects,” “forecast,” “hope,” “intend,” “may,” “plan,” “potential,” “predict,” “should,” “will,” “would,” variations of such words, and similar expressions are intended to identify such forward-looking statements. In addition, any statements that refer to projections of our future financial performance, our anticipated growth and trends in our businesses, and other characterizations of future events or circumstances are forward-looking statements. Although such statements are based on currently available financial and economic data as well as management’s estimates and expectations,forward-looking statements are inherently uncertain and involve risks and uncertainties that could cause our actual results to differ materially from what may be inferred from the forward-looking statements. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements.Factors potentially contributing to such differences include, among others:

· A significant slowdown or decline in economic conditions;

· Increased competition and failure to secure new contracts;

· Decreases in the level of government spending for infrastructure and other public projects;

· Client cancellations of, or reductions in scope under, contracts reported in our backlog;

· Inaccurate estimates of contract risks, revenue or costs, which may result in lower than anticipated profits, or losses;

· Failure to meet our obligations under our debt agreements;

· Unfavorable outcomes of legal proceedings and failure to promptly recover significant working capital invested in projects subject to unresolved legal claims;

· The requirement to perform extra, or change order, work, resulting in disputes or claims or adversely affecting our working capital, profits and cash flows;

· Failure to meet contractual schedule requirements, which could result in higher cost and reduced profits or, in some cases, exposure to financial liability for liquidated damages and/or damages to customers;

· Inability to retain key members of our management, to hire and retain personnel required to complete projects or implement succession plans for key officers;

· Possible systems and information technology interruptions;

· 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;

· Failure to comply with laws and regulations related to government contracts;

· Impairments of our goodwill or other indefinite-lived intangible assets;

· Civil unrest, security issues, labor conditions and other unforeseeable events in the countries in which we do business, resulting in unanticipated losses;

Executive Overview

Consolidated revenue for the three and six months ended June 30, 2016 was $1.3 billion and $2.4 billion, respectively, consistent with revenue for the same periods in 2015.

Income from construction operations for the three and six months ended June 30, 2016 was $48.8 million and $89.0 million, respectively, an increase of $17.9 million, or 58%, and $38.0 million, or 75% compared to the same periods in 2015. The increase for both periods was principally due to improved operating performance in the Civil and Building segments, increasedvolume in the Building segment and lower general and administrative expenses. The prior year second quarter and six month results were unfavorably impacted by adjustments of $14.7 million and $17.7 million in income from construction operations, respectively, related to changes in the estimates to complete an office building project in New York.

The effective tax rate for the three and six months ended June 30, 2016 was 40.3% and 41.2%, respectively, compared to 41.1% and 40.1% for three and six months ended June 30, 2015. See “Corporate, Tax and Other Matters” below for a detailed discussion of the changes in the effective tax rate.

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Earnings per diluted share for the three and six months ended June 30, 2016 was $0.43 and $0.74 respectively, compared to $0.24 and $0.34 for three and six months ended June30, 2015. The increase for both periods ended June 30, 2016 was primarily due to the same factors that generated the increased income from construction operations, which are discussed above.

Consolidated new awards for the three and six months ended June 30, 2016 were $0.4 billion and $2.2 billion, respectively, compared to $1.3 billionand $2.3 billion for the three and six months ended June 30, 2015. The Civil and Building segments were the major contributors to the new award activity in the first half of 2016.

Consolidated backlog as of June 30, 2016 was $7.3 billion compared to $7.7 billion as of June 30, 2015. The decrease was attributable to revenue burn that outpaced new awards over the period. As of June 30, 2016, the mix of backlog by segment was approximately 41%, 34% and 25% for the Civil, Building and Specialty Contractors segments, respectively.

The following table presents the Company’s backlog by business segment, reflecting changes from December 31, 2015 to June 30, 2016:

	Backlog at		New		Revenue		Backlog at
(in millions)	December 31, 2015		Awards (a)		Recognized		June 30, 2016
Civil	$	2,743.7	$	1,031.7	$	(801.5)	$	2,973.9
Building		2,780.4		712.3		(991.3)		2,501.4
Specialty Contractors		1,941.0		453.9		(600.7)		1,794.2
Total	$	7,465.1	$	2,197.9	$	(2,393.5)	$	7,269.5

(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.

The outlook remains favorable for growth over the next several years. In addition to our large volume of backlog, we expect significant new award activity based on long-term capital spending plans by various state, local and federal customers, favorable budget trends and typically bipartisan support for infrastructure investments. For example, the $305-billion Fixing America’s Surface Transportation (FAST) Act, which was enacted in late 2015, is expected to provide state and local agencies with federal funding for numerous highway, bridge and mass-transit projects through 2020. In addition, several very large, long-duration civil infrastructure programs with which we are already involved are progressing, such as California’s High-Speed Rail system and the New York Metropolitan Transportation Authority’s East Side Access project. Planning and early projects are also underway related to Amtrak’s Northeast Corridor Improvements, including the Gateway Program, which will eventually bring a  new rail tunnel beneath the Hudson River to connect service between New Jersey and New York’s Penn Station. Finally, sustained low interest rates are expected to continue driving spending by private and public customers on building and infrastructure projects.

For a more detailed discussion of operating performance of each business segment, corporate general and administrative expense and other items, see “Results of Segment Operations” and “Corporate, Tax and Other Matters” below.

Results of Segment Operations

We provide professional services to private and public customers in the fields of construction and construction management, including specialty construction services involving electrical; mechanical; heating, ventilation and air conditioning (HVAC); plumbing and pneumatically placed concrete primarily in the United States and its territories and in certain other international locations. We have three principal business segments: Civil, Building and Specialty Contractors. More information on these business segments is set forth in “Item 1. – Business” of our Annual Report on Form 10-K for the fiscal year ended December31, 2015.

Civil Segment

Revenue and income from construction operations for the Civil segment are summarized as follows:

	Three Months Ended June 30,				Six Months Ended June 30,
(in millions)	2016		2015		2016		2015
Revenue	$	465.7	$	534.2	$	801.6	$	908.9
Income from construction operations		45.1		46.3		78.7		76.9

Revenue for the three and six months ended June30, 2016 decreased 13% and 12%, respectively, compared to the same periods in 2015. The decrease for both periods was primarily driven by reduced activity related to a runway reconstruction project in New York that completed in 2015, as well as on the platform project at Hudson Yards in New York that is nearing completion.The decrease was partially offset by increased activity on a large tunnel project in the state of Washington and a large tunnel project in Canada.

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Income from construction operations decreased 3%for the three months ended June 30, 2016 and increased 2% for the six months ended June30, 2016. Favorable performance on the two large tunnel projects noted above mitigated the reduction in income from construction operations associated with the lower revenue for both periods.

Operating margin was 9.7% and 9.8% for the three and six months ended June30, 2016, compared to 8.7% and 8.5% for the same periods in 2015. The margin increase for both periods was due principally to favorable performance on the two large tunnel projectsmentioned above.

New awards in the Civil segment totaled $93 million and $1.0 billion for the three and six months ended June30, 2016 compared to $251 million and $474 million for the three and six months ended June 30, 2015, respectively.

Backlog for the Civil segment was $3.0 billion as of June30, 2016, compared to $3.1 billion as of June30, 2015. The segment continues to experience strong demand reflected in a large pipeline of prospective projects and supported by favorable budget trends, customers’ long-term spending plans and the five-year, $305-billion FAST Act enacted in late 2015. In particular, there are a number of large prospective civil projects expected to be bid in 2016, with subsequent awards anticipated in the second half of the year or early 2017. The Civil segment is well positioned to capture its share of these prospective projects, but faces continued strong competition.

Building Segment

Revenue and income from construction operations for the Building segment are as follows:

	Three Months Ended June 30,				Six Months Ended June 30,
(in millions)	2016		2015		2016		2015
Revenue	$	523.5	$	451.4	$	991.3	$	850.2
Income (Loss) from construction operations		13.2		(12.6)		25.7		(14.9)

Revenue for the three and six months ended June 30, 2016 increased 16% and 17%, respectively, compared to the same periods in 2015. The growth for both periods was primarily driven by increased activity on certain commercial office, technology, government, hospitality and gaming, and retail building projects in California. The growth was partially offset by reduced activity on a hospitality and gaming project in Mississippi, which completed in 2015.

Income from construction operations increased substantially for the three and six months ended June30, 2016 compared to the same periods in 2015. The improvement in both periods was primarily due to the increased activity discussed above, as well as an unfavorable adjustment of $14.7 millionin income from construction operations in the prior year second quarter related to changes in the estimates to complete an office building project in New York.

Operating margin was 2.5% and 2.6% for the three and six months ended June30, 2016 compared to (2.8)% and (1.7)% for the three and six months ended June 30, 2015. The margin increase for both periods was primarily due to the reasons discussed above regarding changes in revenue and income from construction operations.

New awards in the Building segment totaled $150 million and $712 million for the three and six months ended June30, 2016 compared to $680 million and $1.1 billion for the three and six months ended June30, 2015. New awards in the second quarter of 2016 included approximately $74 million for a hospitality and gaming project in Maryland.

Backlog for the Building segment was $2.5 billion as of June 30, 2016, consistent with the backlog as of June30, 2015. Building segment backlog is expected to continue to grow modestly based on certain anticipated pending awards for projects primarily in California and Florida, a favorable end-market environment and a large pipeline of prospective projects. Overall, we expect that demand for building projects will continue to be strong as a result of customer spending supported by sustained low interest rates; however, reduced demand for luxury condominiums in Florida and New York, and commercial office space in New York, could affect the segment’s prospective projects and the timing of new awards within these end markets. The Building segment is well positioned to capture its share of prospective projects based on its strong customer relationships and a reputation built over many years for excellence in delivering high-quality projects on time and within budget.

Specialty Contractors Segment

Revenue and income from construction operations for the Specialty Contractors segment are:

	Three Months Ended June 30,				Six Months Ended June 30,
(in millions)	2016		2015		2016		2015
Revenue	$	318.9	$	326.9	$	600.7	$	619.8
Income from construction operations		5.4		13.7		14.8		24.3

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Revenue for the three and six months ended June 30, 2016 decreased modestly for each period compared to the same periods in 2015.

Income from construction operations decreased 61% and 39% for the three and six months ended June30, 2016 compared to the same periods in 2015. The decrease for both periods was primarily due to reduced project execution activities for certain projects progressing toward completion, as well as nominal project charges for certain electrical and mechanical projects. In the first quarter of 2016, there were two offsetting adjustments related to electrical subcontracts: a favorable adjustment of $14.0 million that resulted from the maturation of ongoing negotiations for a completed project and an unfavorable adjustment of $13.8 million that resulted from change-order negotiations and project closeout costs.

Operating margin was 1.7% and 2.5% for the three and six months ended June 30, 2016 compared to 4.2% and 3.9% for the three and six months ended June30, 2015. The margin decrease was primarily due to the reasons discussed above that affected income from construction operations.

New awards in the Specialty Contractors segment totaled $175 million and $454 million for the three and six months ended June30, 2016 compared to $343 million and $677 million for the three and six months ended June 30, 2015. New awards in the second quarter of 2016 included approximately $73 million for various smaller electrical projects in the southern United States.

Backlog for the Specialty Contractors segment was $1.8 billion as of June30, 2016 compared to $2.1 billion as of June30, 2015. The Specialty Contractors segment has a significant pipeline of prospective projects, with demand for its services supported by strong continued spending on civil and building projects. The segment is well positioned to capture its share of prospective projects based on the size and scale of our business units that primarily operate in New York, Texas, Florida and California and the strong reputation held by these business units for high-quality work on large, complex projects.

Corporate, Tax and Other Matters

Corporate General and Administrative Expenses

Corporate general and administrative expenses were $14.9 million and $30.3 million during the three and six months ended June30, 2016 compared to $16.6 million and $35.4 million during the three and six months ended June 30, 2015. The lower corporate general and administrative expenses in the second quarter and first six months of 2016 were due principally to reduced share-based compensation expense.

Other Income (Expense), Interest Expense and Provision for Income Taxes

	Three Months Ended June 30,				Six Months Ended June 30,
(in millions)	2016		2015		2016		2015
Other income (expense), net	$	2.5	$	0.4	$	3.2	$	(0.1)
Interest expense		(15.5)		(11.3)		(29.6)		(22.7)
Provision for income taxes		(14.4)		(8.2)		(25.7)		(11.3)

Other income (expense), net improved by $2.1 million and $3.3 million for the three and six months ended June 30, 2016 compared to the same periods in 2015.

Interest expense increased $4.2 million and $6.9 million for the three and six months ended June30, 2016when compared to the same periods in 2015. The increase in interest expense for both 2016 periods was primarily the result of significantly higher borrowing rates for the Company’s Credit Facility (nearly 400 basis points higher for the second quarter of 2016 compared to the second quarter of 2015; approximately 300 basis points higher for the first six months of 2016 compared to the comparable period in the prior year). The impact of the higher borrowing rates was somewhat offset by a reduction in the Company’s average borrowings in both 2016 periods. An increase in non- cash amortization, primarily associated with the two amendments to the Company’s Credit Facility, has also been a significant driver of the higher interest expense in 2016.

The effective income tax rate was 40.3% and 41.2%% for the three and six months ended June30, 2016 compared to 41.1% and 40.1% for the comparable periods in 2015. The effective tax rate for the second quarter of 2016 was favorably impacted by various accrual and interest adjustments relating to uncertain tax benefits.

Liquidity and Capital Resources

Liquidity is provided by available cash and cash equivalents, cash generated from operations, credit facilities and access to capital markets. We have a $300 million revolving credit facility, which may be used for revolving loans, letters of credit and/or general purposes. We believe that for at least the next 12 months, cash generated from operations, together with our unused credit capacity of $145.8 million as of June 30, 2016 and our cash position, is sufficient to support our operating requirements.

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Cash and Working Capital

Cash and cash equivalents were $93.6  million as of June 30, 2016 compared to $75.5 million as of December31, 2015. These were comprised of cash held by us and available for general corporate purposes of $19.0 million and $18.5 million, respectively, and our proportionate share of cash held by joint ventures, available only for joint venture-related uses including distributions to joint venture partners, of $74.6 million and $57.0 million, respectively. In addition, our restricted cash, held primarily to secure insurance-related contingent obligations, was $49.5 million as of June 30, 2016 compared to $45.9 million as of December31, 2015.

During the first six months ended June 30, 2016, net cash provided by operating activities was $4.6 million, due primarily to favorable operating results offset by net investment in working capital. The change in working capital primarily reflects increases in accounts receivable related to billing activity, partly offset by a reduction of costs and estimated earnings in excess of billings, which management has been working to resolve and collect.  During the first six months ended June 30, 2015, we used $31.7 million in cash from operating activities, due primarily to lower operating results from construction operations and net investments in working capital.

The $36.3 million improvement in cash flow from operations for the six months ended June 30, 2016 compared to the six months ended June 30, 2015 is reflective of improved year-over-year profitability and lower net investment in working capital. The improvement in cash generation for the first six months of 2016 compared to 2015 is even more pronounced when considering there were significant collections by the Company in the first quarter of 2015 related to the settlement of a dispute at CityCenter in Las Vegas and a hospital in Santa Monica.

During the first six months of 2016, we used $11.2 million of cash from investing activities, due primarily to the acquisition of property and equipment and a $3.6 million increase in restricted cash balances relating to the Company’s insurance programs compared to the use of cash of $23.5 million for investing activities for the same period of 2015, which were primarily related to the acquisition of property and equipment and a $4.9 million reduction in restricted cash balances.

For the first six months of 2016, net cash provided by financing activities was $24.8 million, which was primarily due to increased net borrowings of $39.4 million, partially offset by $14.7 million in debt issuance costs associated with amendments to our Credit Facility and the issuance of $200.0 million Convertible Notes. The net proceeds from the Convertible Notes were used to prepay $125.0 million of the borrowings outstanding under our Term Loan, pay down $69.0 million of borrowings outstanding under our Revolver and pay $6.0 million of fees related to the offering.  Net cash provided by financing activities for the comparable period of 2015 was $26.6 million, which was due to increased net borrowings under our credit facility offset by cash used for scheduled debt payments.

At June30, 2016, we had working capital of $1.2 billion, a ratio of current assets to current liabilities of 1.76 and a ratio of debt to equity of 0.54,  compared to working capital of $1.2 billion, a ratio of current assets to current liabilities of 1.79 and a ratio of debt to equity of 0.58 at December 31, 2015.

Long-Term Debt

Convertible Notes

On June 15, 2016, we completed an offering of $200 million of 2.875% Convertible Senior Notes due June 15, 2021 (the “Convertible Notes”). The Convertible Notes are senior unsecured obligations of the Company. Interest on the Convertible Notes is payable on June 15 and December 15 of each year, commencing on December 15, 2016, until the maturity date. We used the proceeds to prepay $125.0 million of our Term Loan, pay down $69.0 million of our Revolver, and pay $6.0 million of fees related to the offering. For additional information regarding the terms of our Convertible Notes, refer to Note 5 of the Notes to Condensed Consolidated Financial Statements.

Credit Facility

Under our Revolver, we had outstanding borrowings of $154.0 million as of June30, 2016 and $158.0 million as of December31, 2015. The change reflects the $69.0 million paydown, discussed above, offset by additional borrowing used for general corporate purposes. The Revolver balances reported on the Condensed Consolidated Balance Sheets as of June30, 2016 and December31, 2015 include unamortized debt issuance cost of $5.9 million and$2.2 million, respectively. We utilized the Revolver for letters of credit in the amount of $0.2 million as of June30, 2016 and December31, 2015, respectively. Accordingly, as of June 30, 2016, we had $145.8million of additional capacity under the Revolver.

On June 5, 2014, the Company entered into a Sixth Amended and Restated Credit Agreement, (the “Original Facility”; with subsequent amendments discussed herein, the “Credit Facility”) with Bank of America, N.A. as Administrative Agent, Swing Line Lender and L/C Issuer and a syndicate of other lenders. The Credit Facility, provides for a $300 million revolving credit facility (the “Revolver”), a $250 million term loan (the “Term Loan”) and a sublimit for the issuance of letters of credit up to the aggregate amount

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of $150 million, all maturing on May 1, 2018. Borrowings under both the Revolver and the Term Loan bear interest based either on Bank of America’s prime lending rate or the London Interbank Offered Rate (“LIBOR”), each plus an applicable margin.

During the first half of 2016, the Company entered into two amendments to the Original Facility (the “Amendments”): Waiver and Amendment No. 1, entered into on February 26, 2016 (“Amendment No.1”), and Consent and Amendment No. 2, entered into on June 8, 2016 (“Amendment No. 2”). In Amendment No. 1, the lenders waived the Company’s violation of its consolidated leverage ratio covenant and consolidated fixed charge coverage ratio covenant. These violations were the result of the Company’s financial results for the fiscal year ended December 31, 2015, which included the previously reported $23.9 million non-cash, pre-tax charge related to an adverse ruling on the Brightwater litigation matter in the third quarter of 2015 as well as $45.6 million of pre-tax charges in the third and fourth quarters of 2015 for various Five Star Electric projects. In Amendment No. 2, the lenders consented to the issuance of the Convertible Notes subject to certain conditions, including the prepayment of $125 million on the Term Loan and the paydown of $69 million on the Revolver, and consented to a potential sale transaction of one of the Company’s business units in its Building segment.

In addition to the Amendments’ provisions discussed above, the Amendments also modified other provisions and added new provisions to the Original Facility, and Amendment No. 2 superseded and modified some of the provisions of Amendment No. 1. The following reflects the more significant changes to the Original Facility and the results of the Amendments that are now reflected in the Credit Facility. Unless otherwise noted, the changes below were primarily the result of Amendment No. 1: (1) The Company may utilize LIBOR-based borrowings.(Amendment No. 1 precluded the use of LIBOR-based borrowings until the Company filed its compliance certificate for the fourth quarter of 2016; however, Amendment No. 2 negated this preclusion.) (2) The Company is subject to an increased rate on borrowings, with such rate being 100 basis points higher than the highest rate under the Original Facility if the Company’s consolidated leverage ratio is greater than 3.50:1.00 but not more than 4.00:1.00, and an additional 100 basis points higher if the Company’s consolidated leverage ratio is greater than 4.00:1.00. (3) The Company will be subject to increased commitment fees if the Company’s consolidated leverage ratio is greater than 3.50:1.00. (4) The impact of the Brightwater litigation matter is to be excluded from the calculation of the Company’s consolidated leverage ratio and consolidated fixed charge coverage ratio covenants. (5) Interest payments are due on a monthly basis; however, if the Company is in compliance with its consolidated leverage ratio and consolidated fixed charge coverage ratio covenants provided in the Original Facility as of December 31, 2016, the timing of interest payments will revert to the terms of the Original Facility. (6) The accordion feature of the Original Facility, which would have allowed either an increase of $300 million in the Revolver or the establishment of one or more new term loan commitments, is no longer available. (7) The Company’s maximum allowable consolidated leverage ratio was increased to 4.25:1.00 for the first, second and third quarters of 2016 after which it returns to the Original Facility’s range of 3.25:1.00 to 3.00:1.00. (Amendment No. 1 increased the Company’s maximum allowable consolidated leverage ratio covenant requirements to 4.25:1.00 for the first quarter of 2016 and 4.0:1.0 for the second and third quarters of 2016. Amendment No. 2 increased the maximum allowable consolidated leverage ratio covenant requirements to 4.25:1.00 for the second and third quarters of 2016.) (8) The Company is subject to additional covenants regarding its liquidity, including a cap on the cash balance in the Company’s bank account and a weekly minimum liquidity requirement (based on specified available cash balances and availability under the Revolver). (9) The Company is required to achieve certain quarterly cash collection milestones, which were eased somewhat in Amendment No. 2. (10) The Company is required to make additional quarterly principal payments, which will be applied to the Term Loan balloon payment, with some of the payments based on a percentage of certain forecasted cash collections for the prior quarter. This change will be effective beginning in the fourth quarter of 2016. (11) The lenders’ collateral package was increased by pledging to the lenders (i) the equity interests of each direct domestic subsidiary of the Company and (ii) 65% of the stock of each material first-tier foreign restricted subsidiary of the Company. (12) The Credit Facility will now mature on May 1, 2018, as opposed to maturity date of the Original Facility of June 5, 2019.

We are in compliance with all of the covenants under our Credit Facility as of June30, 2016. The table below presents our actual and required consolidated fixed charge coverage ratio and consolidated leverage ratio under the Credit Facility for the period, which are calculated on a four quarter rolling basis:

	Twelve Months Ended June 30, 2016
	Actual	Required
Fixed charge coverage ratio	1.84 : 1.00	> or = 1.25 : 1.00
Leverage ratio	3.59 : 1.00	< or = 4.25 : 1.00

Aside from the Convertible Notes discussed above, there has been no significant change in our contractual obligations from that described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2015.

Off-Balance Sheet Arrangements

As of June 30, 2016, we do not have any off-balance sheet financing or other arrangements with unconsolidated entities, such as entities often referred to as structured finance or special purpose entities, which are often established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes. Accordingly, we are not exposed to any financing, liquidity, market or credit risk that could arise from such arrangements.

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Critical Accounting Policies

Our significant accounting policies are described in Note 1of the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2015.  Our critical accounting policies are also identified and discussed in Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2015.

Recently Issued Accounting Pronouncements

See Note 2 of the Notes to Condensed Consolidated Financial Statements.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

There has been no material change in our exposure to market risk from that described in Item 7A of our Annual Report on Form 10-K for the year ended December31, 2015.

Item 4. Controls and Procedures

Disclosure Controls and Procedures

An evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as defined by Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (“Exchange Act”), as of the end of the period covered by this Quarterly Report on Form 10-Q was made under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures (a) were effective to ensure that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms and (b) include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in reports filed or submitted under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Controls Over Financial Reporting

There were no changes in our internal controls over financial reporting during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

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PART II. –OTHER INFORMATION

Item 1. Legal Proceedings

From time to time in the ordinary course of business, we are subject to claims, asserted or unasserted, or named as a party to lawsuits or investigations. Litigation can be expensive and disruptive to normal business operations. Moreover, the results of legal proceedings cannot be predicted with any certainty and, in the case of more complex legal proceedings, the results are difficult to predict at all. We disclosed information about certain of our legal proceedings in Part I, Item 3 of our Annual Report on Form 10-K for the year ended December 31, 2015. For an update to those disclosures, see Note 6 of the Notes to the Condensed Consolidated Financial Statements.

Item 1A. Risk Factors

There have been no material changes from our risk factors as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2015.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Section 1503 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) requires domestic mine operators to disclose violations and orders issued under the Federal Mine Safety and Health Act of 1977 (the “Mine Act”) by the federal Mine Safety and Health Administration. We do not act as the owner of any mines but we may act as a mining operator as defined under the Mine Act where we may be an independent contractor performing services or construction of such mine.

Information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Act and Item 104 Regulation S-K is included in Exhibit 95.

Item 5. Other Information

None.

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Item 6. Exhibits

Exhibits	Description
3.1	Restated Articles of Organization (incorporated by reference to Exhibit 3.1 to Form10-K (File No. 001-06314) filed on March 31, 1997).
3.2	Articles of Amendment to the Restated Articles of Organization of Tutor Perini Corporation (incorporated by reference to Exhibit 3.1 to Form 8-K filed on April 12, 2000).
3.3	Articles of Amendment to the Restated Articles of Organization of Tutor Perini Corporation (incorporated by reference to Exhibit 3.1 to Form 8-K filed on September 11, 2008).
3.4	Articles of Amendment to the Restated Articles of Organization of Tutor Perini Corporation (incorporated by reference to Exhibit 3.5 to Form 10-Q filed on August 10, 2009).
3.5	Third Amended and Restated By-laws of Tutor Perini Corporation — filed herewith.
4.1	Indenture, dated June 15, 2016, by and between Tutor Perini Corporation and Wilmington Trust, National Association(incorporated by reference to Exhibit 4.1 to Form 8-K filed on June 16, 2016).
10.1	Consent and Amendment No. 2 to the Sixth Amended and Restated Credit Agreement, dated June8, 2016, with the guarantors and lenders party thereto and Bank of America, N.A., as administrative agent and L/C Issuer(incorporated by reference to Exhibit 10.1 to Form 8-K filed on June 8, 2016).
31.1	Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 — filed herewith.
31.2	Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 — filed herewith.
32.1	Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 — filed herewith.
32.2	Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 — filed herewith.
95	Mine Safety Disclosure — filed herewith.
101.INS	XBRL Instance Document.
101.SCH	XBRL Taxonomy Extension Schema Document.
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document.
101.LAB	XBRL Taxonomy Extension Label Linkbase Document.
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document.
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Tutor Perini Corporation
	(Registrant)
Dated: August 2, 2016	By:	/s/Gary G. Smalley
	Gary G. Smalley
	Executive Vice President and Chief Financial Officer

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EX-3.5

THIRD AMENDED AND RESTATED BY-LAWS

OF

TUTOR PERINI CORPORATION

As amended through May 25, 2016

Table of Contents

			Page
SECTION 1.  Articles of Organization			1
SECTION 2.  Shareholders			1
	2.1	Annual Meeting	1
	2.2	Special Meeting in Place of Annual Meeting	1
	2.3	Special Meetings	1
	2.4	Place of Meetings	1
	2.5	Notice of Meetings	1
	2.6	Quorum of Shareholders	1
	2.7	Action by Vote	2
	2.8	Voting	2
	2.9	Matters to be considered at Annual Meeting	2
	2.10	Action by Writing	4
	2.11	Proxies	4
	2.12	Postponement or Adjournment of Annual or Special Meeting	5
SECTION 3.  Board of Directors			5
	3.1	Election, Number and Qualification	5
	3.2	Powers; Issuance of Stock	5
	3.3	Committees	5
	3.4	Meetings	6
	3.5	Notice	6
	3.6	Quorum	6
	3.7	Action by Vote	6
	3.8	Action by Writing	6
	3.9	Nomination of Directors	7
	3.10	Lead Outside Director	8
SECTION 4.  Officers and Agents			8
	4.1	Enumeration and Qualification	8
	4.2	Powers	8
	4.3	Appointment	9
	4.4	Tenure	9
	4.5	Chairman of the Board, Vice-Chairman of the Board, Chief Executive Officer and President	9
	4.6	Vice Presidents	9
	4.7	Treasurer and Assistant Treasurers	10
	4.8	Secretary and Assistant Secretary	10

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SECTION 5.  Resignations and Removals			10
SECTION 6.  Vacancies			11
SECTION 7.  Capital Stock			11
	7.1	Number and Par Value	11
	7.2	Fractional Shares	11
	7.3	Stock Certificates	11
	7.4	Uncertificated Shares	12
	7.5	Loss of Certificates	12
SECTION 8.  Transfer of Shares of Stock			12
	8.1	Transfer on Books	12
	8.2	Record Holder	12
	8.3	Record Date	12
SECTION 9.  Indemnification of Directors and Officers			13
	9.1	Actions, Suits and Proceedings	13
	9.2	Settlements	13
	9.3	Notification and Defense of Claim	14
	9.4	Advance of Expenses	14
	9.5	Partial Indemnity	15
	9.6	Rights Not Exclusive	15
	9.7	Insurance	15
	9.8	Insurance Offset	15
	9.9	Amendment	15
	9.10	Mergers, etc	15
	9.11	Savings Clause	15
	9.12	Definitions	16
SECTION 10.  Corporate Records			16
	10.1	Records to be Kept	16
	10.2	Inspection of Records by Shareholders	17
	10.3	Scope of Inspection Right	18
	10.4	Inspection of Records by Directors	18
SECTION 11.  Miscellaneous			18
	11.1	Corporate Seal	18
	11.2	Execution of Papers	18
	11.3	Voting of Securities	18
	11.4	Fiscal Year	18
	11.5	Control Share Acquisition	19

2

SECTION 12.  Amendments	19
SECTION 13.  Manner of Notice	19

3

THIRD AMENDED AND RESTATED
BY-LAWS OF TUTOR PERINI CORPORATION

As amended through May 25, 2016

SECTION 1.  Articles of Organization

These Third Amended and Restated By-Laws (“By-Laws”) shall be subject to the provisions of the Articles of Organization of the corporation, as amended and in effect from time to time.

SECTION 2.  Shareholders

2.1Annual Meeting.  The annual meeting of the shareholders shall be held within six (6) months after the end of the fiscal year of the corporation, at the hour, date and place which is fixed by the board of directors, the chairman of the board or the president.

2.2Special Meeting in Place of Annual Meeting.  If no annual meeting has been held in accordance with the foregoing provisions, a special meeting of the shareholders may be held in place thereof, and any action taken at such special meeting shall have the same force and effect as if taken at the annual meeting and in such case all references in these By-Laws to the annual meeting of the shareholders shall be deemed to refer to such special meeting.  Any such special meeting shall be called as provided in Section 2.3.

2.3Special Meetings.  Special meetings of shareholders may be called by the chairman of the board, by the president or by the board of directors.  Special meetings shall be called by the secretary, or in case of the death, absence, incapacity or refusal of the secretary, by any other officer, upon written application of one or more shareholders who hold at least twenty-five percent (25%) in interest of the capital stock entitled to vote at such meeting describing the purposes for which it is to be held.

2.4Place of Meetings.  Meetings of the shareholders may be held anywhere within the United States at such place as shall be fixed by the chairman of the board, the president or the directors.

2.5Notice of Meetings.  A written notice of each meeting of shareholders, stating the place, date and hour and the purposes of the meeting, shall be given no fewer than seven (7) but no more than sixty (60) days before the meeting to each shareholder entitled to vote thereat and to each shareholder who, by law, by the Articles of Organization or these By-Laws, is entitled to notice.  All notices to shareholders shall conform to the requirements of Section 13 of these Bylaws.  No notice of any meeting of shareholders need be given to a shareholder if a written waiver of notice, executed before or after the date and time specified in the notice by such shareholder or his attorney thereunto duly authorized, is filed with the records of the meeting.

2.6Quorum of Shareholders.

(a)Unless otherwise provided by law, or in the Articles of Organization, these By-Laws or, to the extent authorized by law, a resolution of the Board of Directors requiring

1

satisfaction of a greater quorum requirement for any voting group, a majority of the votes entitled to be cast on a matter bya voting group constitutes a quorum of that voting group for action on that matter.  As used in these By-Laws, a voting group includes all shares of one or more classes or series that, under the Articles of Organization or the Massachusetts Business Corporation Act, as in effect from time to time (the “MBCA”), are entitled to vote and to be counted together collectively on a matter at a meeting of shareholders.

(b)A share once represented for any purpose at a meeting is deemed present for quorum purposes of the remainder of the meeting and for any adjournment of that meeting unless (1) the shareholder attends solely to object to lack of notice, defective notice or the conduct of the meeting on other grounds and does not vote the shares or otherwise consent that they are to be deemed present, or (2) in the case of an adjournment, a new record date is or shall be set for that adjourned meeting

2.7Action by Vote.  If a quorum of a voting group exists, favorable action on a matter, other than the election of a member of the Board of Directors, is taken by a voting group if the votes cast within the group favoring the action exceed the votes cast opposing the action, unless a greater number of affirmative votes is required by law, the Articles of Organization, these By-Laws or, to the extent authorized by law, a resolution of the Board of Directors requiring receipt of a greater affirmative vote of the shareholders, including more separate voting groups.  If a quorum of a voting group exists, directors shall be elected by a plurality of the votes cast by the shares entitled to vote in the election.

2.8Voting.  Except as provided in this Section 2.8 or unless the Articles of Organization provide otherwise, each outstanding share, regardless of class, is entitled to one vote on each matter voted on at a shareholders’ meeting.  Only shares are entitled to vote, and each fractional share, if any, is entitled to a proportional vote.  Absent special circumstances, the shares of the corporation are not entitled to vote if they are owned, directly or indirectly, by another entity of which the corporation owns, directly or indirectly, a majority of the voting interests; provided, however, that nothing in these Bylaws shall limit the power of the corporation to vote any shares held by it, directly or indirectly, in a fiduciary capacity.  Unless the Articles of Organization provide otherwise, redeemable shares are not entitled to vote after notice of redemption is given to the holders and a sum sufficient to redeem the shares has been deposited with a bank, trust company or other financial institution under an irrevocable obligation to pay the holders the redemption price upon surrender of the shares.

2.9Matters to be considered at Annual Meeting.  At an annual meeting of shareholders, only such business shall be conducted, and only such proposals shall be acted upon, as shall have been properly brought before the annual meeting (a) by, or at the direction of, a majority of the board of directors or (b) by any holder of record (both as of the time notice of such proposal is given by the shareholder as set forth below and as of the record date for the annual meeting in question) of any shares of the corporation’s capital stock entitled to vote at such annual meeting who complies with the procedures set forth in this Section 2.9.  For a proposal to be properly brought before an annual meeting by a shareholder, the shareholder must have given timely notice thereof in writing to the secretary of the corporation, and such shareholder or his representative must be present in person at the annual meeting.  To be timely, a shareholder’s notice must be delivered to, or mailed and received at, the principal executive

2

offices of the corporation not less than seventy-five (75) days nor more than one hundred eighty (180) days prior to the anniversary of the annual meeting immediately preceding the annual meeting at which the proposal is proposed to be acted upon (the “Anniversary Date”); provided,  however, that if the annual meeting in any year is scheduled to be held on a day which is more than seven (7) days earlier than the Anniversary Date, then notice by a shareholder to be timely must be so delivered or received not later than the close of business on (a) on the twentieth (20th) day following the earlier of (i) the day on which such notice of the date of the annual meeting is mailed or (ii) the day on which public disclosure of the date of the annual meeting is made, or (b) if such date of notice or public disclosure occurs more than seventy-five (75) days prior to the scheduled date of such meeting, then the later of (i) the twentieth (20th) day following the first to occur of such notice or such public disclosure or (ii) the seventy-fifth (75th) day prior to such scheduled date of such meeting.  A shareholder’s notice to the secretary shall set forth as to each matter the shareholder proposes to bring before the annual meeting (a) a brief description of the proposal desired to be brought before the annual meeting and the reasons for conducting such business at the annual meeting, (b) the name and address, as they appear on the corporation’s stock transfer books, of the shareholder proposing such business and of the beneficial owners (if any) of the stock registered in such shareholder’s name and the name and address of other shareholders known by such shareholder to be supporting such proposal on the date of such shareholder’s notice, (c) the class and number of shares of the corporation’s capital stock which are beneficially owned by the shareholder and such beneficial owners (if any) on the date of such shareholder’s notice and by any other shareholders known by such shareholder to be supporting such proposal on the date of such shareholder’s notice, and (d) any financial interest of the shareholder in such proposal.

If the board of directors, or a designated committee thereof, determines that any shareholder proposal was not timely made in accordance with the terms of this Section 2.9, such proposal shall not be presented for action at the annual meeting in question.  If the board of directors, or a designated committee thereof, determines that the information provided in a shareholder’s notice does not satisfy the informational requirements of this section in any material respect, the secretary of the corporation shall promptly notify such shareholder of the deficiency in the notice.  Such shareholder shall have an opportunity to cure the deficiency by providing additional information to the secretary within such period of time, not to exceed five (5) days from the date such deficiency notice is given to the shareholder, as the board of directors or such committee shall reasonably determine.  If the deficiency is not cured within such period, or if the board of directors or such committee determines that the additional information provided by the shareholder, together with the information previously provided, does not satisfy the requirements of this Section 2.9 in any material respect, then such proposal shall not be presented for action at the annual meeting in question.

Notwithstanding the procedure set forth in the preceding paragraph, if neither the board of directors nor such committee makes a determination as to the validity of any shareholder proposal as set forth above, the presiding officer of the annual meeting shall determine and declare at the annual meeting whether the shareholder proposal was made in accordance with the terms of this Section 2.9.  If the presiding officer determines that a shareholder proposal was made in accordance with the terms of this Section 2.9, he shall so declare at the annual meeting.  If the presiding officer determines that a shareholder proposal was not made in accordance with

3

the provisions of this Section 2.9, he shall so declare at the annual meeting and such proposal shall not be acted upon at the annual meeting.

This provision shall not prevent the consideration and approval or disapproval at the annual meeting of reports of officers, directors and committees of the board of directors, but in connection with such reports, no new business shall be acted upon at such annual meeting except in accordance with the provisions of this Section 2.9.

2.10Action by Writing.

(a)Any action to be taken by shareholders may be taken without a meeting if all shareholders entitled to vote on the matter consent to the action by a writing filed with the records of the meetings of shareholders.  Such consent shall be treated for all purposes as a vote at a meeting.  The action shall be evidenced by one or more written consents that describe the action taken, are signed by all such shareholders, bear the date of the signatures of such shareholders, and are delivered to the corporation for inclusion with the records of meetings within 60 days of the earliest dated consent delivered to the corporation as required by this Section 2.10.

(b)If action is to be taken pursuant to the consent of voting shareholders without a meeting, the corporation, at least seven days before the action pursuant to the consent is taken, shall give notice, which complies in form with the requirements of Section 13 of these Bylaws, of the action to nonvoting shareholders in any case where such notice would be required by law if the action were to be taken pursuant to a vote by voting shareholders at a meeting.  The notice shall contain, or be accompanied by, the same material that would have been required by law to be sent to shareholders in or with the notice of a meeting at which the action would have been submitted to the shareholders for approval.

2.11Proxies.  A shareholder may vote his or her shares in person or may appoint a proxy to vote or otherwise act for him or her by signing an appointment form, either personally or by his or her attorney-in-fact.  An appointment of a proxy is effective when received by the secretary or other officer or agent authorized to tabulate votes.  Unless otherwise provided in the appointment form, an appointment is valid for a period of 11 months from the date the shareholder signed the form or, if it is undated, from the date of its receipt by the officer or agent.  An appointment of a proxy is revocable by the shareholder unless the appointment form conspicuously states that it is irrevocable and the appointment is coupled with an interest, as defined in the MBCA.  An appointment made irrevocable is revoked when the interest with which it is coupled is extinguished.  The death or incapacity of the shareholder appointing a proxy shall not affect the right of the corporation to accept the proxy’s authority unless notice of the death or incapacity is received by the secretary or other officer or agent authorized to tabulate votes before the proxy exercises his or her authority under the appointment.  A transferee for value of shares subject to an irrevocable appointment may revoke the appointment if he or she did not know of its existence when he or she acquired the shares and the existence of the irrevocable appointment was not noted conspicuously on the certificate representing the shares or on the information statement for shares without certificates.  Subject to the provisions of Section 7.24 of the MBCA, or any successor Section thereto, and to any express limitation on the

4

proxy’s authority appearing on the face of the appointment form, the Corporation is entitled to accept the proxy’s vote or other action as that of the shareholder making the appointment.

2.12Postponement or Adjournment of Annual or Special Meeting.  The board of directors acting by resolution may postpone and reschedule any previously scheduled annual or special meeting of shareholders.  The presiding officer at all annual or special meetings of shareholders shall have the power, among other things, to adjourn such meeting at any time and from time to time, subject to Section 2.6.  The order of business and all other matters of procedure at any meeting of the shareholders shall be determined by the presiding officer.

SECTION 3.  Board of Directors

3.1Election, Number and Qualification.

(a)During any time that the corporation is subject to Section 8.06 of Chapter 156D of the Massachusetts General Laws (“Section 8.06”), (i) the number of directors (which shall not be less than three (3) or less than the number of shareholders, if less than three (3)) shall be determined and increased or decreased from time to time only by vote of the board of directors and (ii) the directors, other than those who may be elected by the holders of any class or series of preferred stock, shall be classified with respect to the term for which they generally hold office, pursuant to the terms of Section 8.06.

(b)During any time that the corporation is not subject to Section 8.06, (i) the number of directors shall be determined and increased or decreased from time to time only by vote of the board of directors, except that the board of directors may be enlarged by the shareholders at any meeting, provided that the vacancies created by such an enlargement shall be filled in accordance with Section 6 and (ii) except as otherwise provided by law, by the Articles of Organization or by these By-Laws, directors shall hold office until the next annual meeting of shareholders and until their successors are chosen and qualified.

(c)No director need be a shareholder.  No decrease in the number of directors shall shorten the term of any incumbent director.

3.2Powers; Issuance of Stock.  Except as reserved to the shareholders by law, by the Articles of Organization or by these By-Laws, the business and affairs of the corporation shall be managed under the direction of the directors, who shall have and may exercise all the powers of the corporation.  In particular, and without limiting the generality of the foregoing, the board of directors shall have the authority to issue or reserve for issue from time to time the whole or any part of the capital stock of the corporation which may be authorized from time to time, to such persons or organizations, for such consideration, whether cash, property, services or expenses, and on such terms as the board of directors may determine, including without limitation the granting of options, warrants, or conversion or other rights to subscribe to said capital stock.

3.3Committees.  The directors may, by vote of a majority of the directors then in office or if greater the number of directors required by the Articles of Organization or By-Laws to take action under Section 8.24 of the MBCA, elect from their number an executive committee and other committees and may by vote delegate to any such committee or committees some or all of the powers of the directors except those which by law, by the Articles of Organization or by

5

these By-Laws they are prohibited from delegating.  Except as the directors may otherwise determine, any such committee may make rules for the conduct of its business, but unless otherwise provided by the directors or such rules, its meetings shall be called, notice given or waived, its business conducted, or its action taken as nearly as may be the same manner as is provided by these By-Laws with respect to meetings or for the conduct of business or the taking of action by the directors.  All members of such committees shall hold such offices at the pleasure of the board of directors.  The board of directors may abolish any such committee at any time.  Any committee to which the board of directors delegates any of its powers or duties shall keep records of its meetings and shall report its action to the board of directors.  The board of directors shall have power to rescind any action of any committee, but no such rescission shall have retroactive effect.

3.4Meetings.  Regular meetings of the directors, including the first meeting of the board following the annual meeting of the shareholders, may be held without call or notice at such places and at such times as the directors may from time to time determine, provided that notice of the first regular meeting following any such determination shall be given to absent directors.  Special meetings of the directors may be held at any time and at any place designated in the call of the meeting when called by the chairman of the board, the vice chairman of the board, the president, the treasurer or by the directors, notice thereof being given to each director by the secretary or an assistant secretary or by the officer or the directors calling the meeting.  Directors may participate in meetings of the board of directors by means of conference telephone or similar communications equipment by means of which all directors participating in the meeting can hear each other, and participation in a meeting in accordance herewith shall constitute presence in person at such meeting.

3.5Notice.  It shall be sufficient notice to a director to send written notice at least forty-eight (48) hours before the meeting addressed to him at his usual or last known business or residence address or to give notice to him in person or by telephone or electronic transmission at least twenty-four (24) hours before the meeting.  Notice of a meeting need not be given to any director if a written waiver of notice, executed by him before or after the meeting, is filed with the records of the meeting, or to any director who attends the meeting without protesting prior thereto or at its commencement the lack of notice to him.  Neither notice of a meeting nor a waiver of a notice need specify the purposes of the meeting.

3.6Quorum.  At any meeting of the directors a majority of the directors then in office shall constitute a quorum.  Any meeting may be adjourned from time to time by a majority of the votes cast upon the question, whether or not a quorum is present, and the meeting may be held as adjourned without further notice.

3.7Action by Vote.  If a quorum is present when a vote is taken, the affirmative vote of a majority of the directors present is the act of the board of directors except when a larger vote is required by law, by the Articles of Organization or by these By-Laws.

3.8Action by Writing.  Any action required or permitted to be taken at any meeting of the directors may be taken without a meeting if the action is taken by the unanimous consent of the members of the board of directors.  The action must be evidenced by one or more consents describing the action taken, in writing, signed by each director, or delivered to the corporation by

6

electronic transmission, to the address specified by the corporation for the purpose or, if no address has been specified, to the principal office of the corporation, addressed to the Secretary or other officer or agent having custody of the records of proceedings of directors, and included in the minutes or filed with the corporate records reflecting the action taken.  Action taken under this Section 3.8 is effective when the last Director signs or delivers the consent, unless the consent specifies a different effective date.  A consent signed or delivered under this Section 3.8 has the effect of a meeting vote and may be described as such in any document.

3.9Nomination of Directors.  Nominations of candidates for election as directors of the corporation at any annual meeting of shareholders may be made (a) by, or at the direction of, a majority of the board of directors or (b) by any holder of record (both as of the time notice of such nomination is given by the shareholder as set forth below and as of the record date for the annual meeting in question) of any shares of the corporation’s capital stock entitled to vote at such meeting who complies with the procedures set forth in this Section 3.9.  Any shareholder who seeks to make such a nomination, or his representative, must be present in person at the annual meeting.  Only persons nominated in accordance with the procedures set forth in this Section 3.9 shall be eligible for election as directors at an annual meeting of shareholders.

Nominations, other than those made by, or at the direction of, the board of directors, shall be made pursuant to timely notice in writing to the secretary of the corporation as set forth in this Section 3.9.  To be timely, a shareholder’s notice shall be delivered to, or mailed and received at, the principal executive offices of the corporation not less than seventy-five (75) days nor more than one hundred eighty (180) days prior to the Anniversary Date; provided,  however, that if the annual meeting in any year is scheduled to be held on a day which is more than seven (7) days earlier than the Anniversary Date then notice by a shareholder to be timely must be so delivered or received not later than the close of business on (a) the twentieth (20th) day following the earlier of (i) the day on which such notice of the date of the annual meeting is mailed or (ii) the day on which public disclosure of the date of the annual meeting is made, or (b) if such date of notice or public disclosure occurs more than seventy-five (75) days prior to the scheduled date of such meeting, then the later of (i) the twentieth (20th) day following the first to occur of such notice or such public disclosure or (ii) the seventy-fifth (75th) day prior to such scheduled date of such meeting.  Such shareholder’s notice shall set forth (a) as to each person whom the shareholder proposes to nominate for election or re-election as a director (i) the name, age, business address and residence address of such person, (ii) the principal occupation or employment of such person for the past five years and (iii) the class and number of shares of the corporation’s capital stock which are beneficially owned by such person on the date of such shareholder notice and (b) as to the shareholder giving the notice (i) the name and address, as they appear on the corporation’s stock transfer books, of such shareholder and of the beneficial owners (if any) of the stock registered in such shareholder’s name and the name and address of other shareholders known by such shareholder to be supporting such nominees on the date of such shareholder’s notice and (ii) the class and number of shares of the corporation’s capital stock which are beneficially owned by such shareholder and such beneficial owners (if any) on the date of such shareholder notice and by any other shareholders known by such shareholder to be supporting such nominees on the date of such shareholder notice.  At the request of the boardof directors, any person nominated by, or at the direction of, the board of directors for election as a director at an annual meeting shall furnish to the secretary of the corporation that information required to be set forth in a shareholder’s notice of nomination which pertains to the nominee.

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No person shall be elected by the shareholders as a director of the corporation unless nominated in accordance with the procedures set forth in this Section 3.9.  If the board of directors, or a designated committee thereof, determines that any shareholder nomination was not timely made in accordance with the terms of this Section such nomination shall not be considered at the annual meeting in question.  If the board of directors, or a designated committee thereof, determines that the information provided in a shareholder’s notice does not satisfy the informational requirements of this Section 3.9 in any material respect, the secretary of the corporation shall promptly notify such shareholder of the deficiency in the notice.  Such shareholder shall have an opportunity to cure the deficiency by providing additional information to the secretary within such period of time, not to exceed five (5) days from the date such deficiency notice is given to the shareholder, as the board of directors or such committee shall determine.  If the deficiency is not cured within such period, or if the board of directors or such committee reasonably determines that the additional information provided by the shareholder, together with the information previously provided, does not satisfy the requirements of this Section 3.9 in any material respect, such nomination shall not be considered at the annual meeting in question.

Notwithstanding the procedure set forth in the preceding paragraph, if neither the board of directors nor such committee makes a determination as to the validity of any nominations by a shareholder as set forth above, the presiding officer of the annual meeting shall determine and declare at the annual meeting whether a nomination was made in accordance with the terms of this Section 3.9.  If the presiding officer determines that a nomination was made in accordance with the terms of this Section 3.9, he shall so declare at the annual meeting.  If the presiding officer determines that a nomination was not made in accordance with the terms of this Section 3.9, he shall so declare at the annual meeting and such nomination shall be disregarded.

3.10Lead Outside Director.  The board of directors shall include a lead outside director.  The lead outside director shall be an independent director and shall be elected by a majority of the independent directors.  The lead outside director shall have such duties and powers as shall be determined from time to time by the board of directors.

SECTION 4.  Officers and Agents

4.1Enumeration and Qualification.  The officers of the corporation shall be a chief executive officer, a chairman of the board, a president, a treasurer, a secretary and such other officers, including a vice-chairman of the board and one or more vice-presidents, as the directors from time to time may in their discretion elect or appoint.  The corporation may also have such agents as the directors from time to time may in their discretion appoint.  The president, the chairman of the board and the vice-chairman of the board, if any, shall be elected from the board of directors, but need not be shareholders.  No other officer need be a director or shareholder.  Any two (2) or more offices may be held in the same person.  Any officer may be required by the directors to give bond for the faithful performance of his duties to the corporation in such amount and with such sureties as the directors may determine.

4.2Powers.  Subject to law, to the Articles of Organization and to the other provisions of these By-Laws, each officer shall have, in addition to the duties and powers herein

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set forth, such duties and powers as are commonly incident to his office and such duties and powers as the directors may from time to time designate.

4.3Appointment.  The chairman of the board, the president, the treasurer and the secretary shall be appointed annually by the directors at their first meeting following the annual meeting of the shareholders.  All other officers shall be appointed from time to time as the directors may in their discretion determine.

4.4Tenure.  Except as otherwise provided by law or by the Articles of Organization or by these By-Laws, the chairman of the board, the president, the treasurer and the secretary shall hold office until the first meeting of the directors following the next annual meeting of the shareholders and until their respective successors are chosen and qualified, and each other officer shall hold office until the first meeting of the directors following the next annual meeting of the shareholders unless a shorter period shall have been specified by the terms of his  appointment, or in each case until he sooner dies, resigns, is removed or becomes disqualified.  Each agent shall retain his authority at the pleasure of the directors.

4.5Chairman of the Board, Vice-Chairman of the Board, Chief Executive Officer and President.  The chairman of the board shall preside at all meetings of the shareholders and of the directors at which he is present.  The vice-chairman of the board, if there is such a position, shall, in the absence of the chairman of the board, preside at all meetings of the shareholders and of the directors at which he is present.  The chairman and vice-chairman shall each advise with and make his counsel available to the other officers of the corporation and each shall have such other duties and powers as shall be prescribed from time to time by the directors.

The chief executive officer shall, subject to the direction of the directors, have general charge of the property and business of the corporation and of all operations, shall employ and remove at pleasure and fix the duties and compensation of managers, agents, salesmen, secretaries,  workmen and other subordinate employees of the corporation, and shall have such other duties and powers as shall be prescribed from time to time by the directors.

The president, subject to the direction of the directors and of the chairman of the board, shall direct and supervise the administration of the business and affairs of the corporation and shall have such other duties and powers as shall be prescribed from time to time by the directors.

4.6Vice Presidents.  The vice presidents shall have such duties and powers as shall be prescribed for them respectively from time to time by the directors or by the chief executive officer.  The directors or the chief executive officer may from time to time designate one (1) or more vice presidents as executive vice president, financial vice president, administrative vice president, senior vice president, or otherwise, or may otherwise fix or indicate the order of their rank, and, in their or his discretion, may from time to time change or revoke any such designation.  In the event of the death or disability of the president, the vice president designated by the directors or the chief executive officer, or in the absence of such designation, the vice presidents in the order of their rank, shall perform all the duties of the president, and when so acting shall have all the powers of the president.

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4.7Treasurer and Assistant Treasurers.  The treasurer shall, subject to the direction and under the supervision of the board of directors, have general charge of the financial concerns of the corporation and of its funds and valuable papers, and shall have such other duties and powers as may be prescribed from time to time by the directors or the chief executive officer.  The treasurer shall report to the directors but in the ordinary conduct of the company’s business shall be under the supervision of the chief executive officer or such other officer as the directors from time to time may determine.

Any assistant treasurers shall have such duties and powers as shall be prescribed from time to time by the directors, the chief executive officer or the treasurer, and shall be responsible to and shall report to the treasurer.

4.8Secretary and Assistant Secretary.  The secretary shall keep a true record of all proceedings of the shareholders and the directors.  In the absence of the secretary from any meeting of shareholders or directors,  an assistant secretary, or if there be none or he is absent, a temporary secretary chosen at the meeting, shall record the proceedings thereof.  Unless a transfer agent has been appointed, the secretary shall keep or cause to be kept the transfer records of the corporation, which shall contain the names and record addresses of all shareholders and the amount of stock held by each.  Any assistant secretary shall have such duties and powers as shall be prescribed from time to time by the directors.

SECTION 5.  Resignations and Removals

Any director or officer may resign at any time by delivering his resignation in writing to the president, the treasurer or the secretary or to a meeting of the directors.  Such resignation shall be effective upon receipt unless specified to be effective at some other time.  A director (including persons elected by directors to fill vacancies in the board) may be removed from office only (a) if Section 8.06 is then applicable to the corporation, for cause by the shareholders by the affirmative vote of a majority of the shares outstanding and entitled to vote in the election of directors or with or without cause by vote of a majority of the directors then in office or (b) if Section 8.06 is not then applicable to the corporation, with or without cause by vote of the holders of a majority of the voting power of the then outstanding shares of capital stock of the corporation entitled to vote generally in the election of directors, voting together as a single class, or for cause by vote of a majority of the directors then in office.

The directors may remove any officer appointed by them with or without cause by the vote of a majority of the directors then in office.  A director or officer may be removed for cause only after reasonable notice and opportunity to be heard before the body proposing to remove him.  No director or officer resigning and (except where a right to receive compensation shall be expressly provided in a duly authorized written agreement with the corporation) no director or officer removed, shall have any right to any compensation as such director or officer for any period following his resignation or removal, or any right to damages on account of such removal, whether his compensation be by the month or by the year or otherwise unless in the case of a resignation, the directors, or in the case of a removal, the body acting on the removal, shall in their or its discretion provide for compensation.

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SECTION 6.  Vacancies

Any vacancy in the board of directors, including a vacancy resulting from the enlargement of the board, may be filled (a) if Section 8.06 is then applicable to the corporation, only by the directors by vote of a majority of the directors then in office, even though less than a quorum of the board,  and (b) if Section 8.06 is not then applicable to the corporation, by the shareholders or, in the absence of shareholder action, by the directors by vote of a majority of the directors then in office.  Each successor shall hold office for the unexpired term, and in the case of the president, the treasurer and the secretary, until his successor is chosen and qualified, or in each case until he sooner dies, resigns, is removed or becomes disqualified.  The directors shall have and may exercise all their powers notwithstanding the existence of one or more vacancies in their number.

SECTION 7.  Capital Stock

7.1Number and Par Value.  The total number of shares and the par value, if any, of each class of stock which the corporation is authorized to issue shall be stated in the Articles of Organization.

7.2Fractional Shares.  The corporation may issue fractional shares and may issue in lieu thereof scrip in registered or bearer form which shall entitle the holder to receive a certificate for a full share or an uncertificated share upon surrender of such scrip aggregating a full share.  The terms and conditions and manner of issue of such scrip shall be fixed by the directors.

7.3Stock Certificates.  Each shareholder shall be entitled to a certificate stating the number and the class and the designation of the series, if any, of the shares held by him, in such form as shall be prescribed from time to time by the directors; provided,  however, that pursuant to Section 7.4 of these By-Laws, the board of directors may provide that some or all of the shares of any or all of the corporation’s classes or series shall be uncertificated shares, in which case the holders of such shares will not be entitled to certificates with respect to such shares, unless a holder requests a certificate with respect to such shares.  If shares are represented by certificates, at a minimum each share certificate shall state on its face: (a) the name of the corporation and that it is organized under the laws of The Commonwealth of Massachusetts, (b) the name of the person to whom issued, and (c) the number and class of shares and the designation of the series, if any, the certificate represents, or any other items required by law.  If different classes of shares or different series within a class are authorized, then the variations in rights, preferences and limitations applicable to each class and series, and the authority of the board of directors to determine variations for any future class or series, must be summarized on the front or back of each certificate.  Alternatively, each certificate may state conspicuously on its front or back that the corporation will furnish the shareholder this information on request in writing and without charge.  Such certificate shall be signed by the president or a vice president and by the treasurer or an assistant treasurer, or any two officers designated by the board of directors.  Such signatures may be facsimiles if the certificate is signed by a transfer agent or by a registrar, other than a director, officer or employee of the corporation.  In case any officer who has signed or whose facsimile signature has been placed on such certificate shall have ceased to be such officer before such certificate is issued, it may be issued by the corporation with the same effect as if he were such officer at the time of its issue.

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7.4Uncertificated Shares.  The board of directors may authorize the issuance of some or all of the shares of any or all of the corporation’s classes or series without certificates.  The authorization shall not affect shares already represented by certificates until such certificates are surrendered to the corporation.  Within a reasonable time after the issuance or transfer of shares without certificates, the corporation shall send the shareholder any written statement of information required by Chapter 156D of the General Laws of Massachusetts.

7.5Loss of Certificates.  In the case of the alleged loss or destruction or the mutilation of a certificate of stock, a duplicate certificate or uncertificated shares may be issued in place thereof, upon such terms as the directors may prescribe.

SECTION 8.  Transfer of Shares of Stock

8.1Transfer on Books.  Subject to the restrictions, if any, stated or noted on the stock certificates or in the case of uncertificated shares, on any written statement of information pertaining to such shares required by Chapter 156D of the General Laws of Massachusetts, shares of stock may be transferred on the books of the corporation (a) in the case of shares represented by certificates, by the surrender to the corporation or its transfer agent of the certificates therefor properly endorsed or accompanied by a written assignment and power of attorney properly executed, with necessary transfer stamps affixed, and with such proof of the authenticity of signature as the directors or the transfer agent of the corporation may reasonably require, or (b) in the case of uncertificated shares, by delivery of duly executed instructions or in any other manner the corporation may specify.

8.2Record Holder.  Except as may be otherwise required by law, the Articles of Organization or by these By-Laws, the corporation shall be entitled to treat the record holder of stock as shown on its books as the owner of such stock for all purposes, including the payment of dividends and the right to receive notice and to vote with respect thereto, regardless of any transfer, pledge or other disposition of such stock, until the shares have been transferred on the books of the corporation in accordance with the requirements of these By-Laws.

It shall be the duty of each shareholder to notify the corporation of his post office address.

8.3Record Date.  The Board of Directors may fix the record date in order to determine the shareholders entitled to notice of a shareholders’ meeting, to demand a special meeting, to vote or to take any other action.  If a record date for a specific action is not fixed by the Board of Directors, and is not supplied by law, the record date shall be (a) the close of business either on the day before the first notice is sent to shareholders, or, if no notice is sent, on the day before the meeting or (b) in the case of action without a meeting by written consent, the date the first shareholder signs the consent or (c) for purposes of determining shareholders entitled to demand a special meeting of shareholders, the date the first shareholder signs the demand or (d) for purposes of determining shareholders entitled to a distribution, other than one involving a purchase, redemption or other acquisition of the corporation’s shares, the date the Board of Directors authorizes the distribution.  A record date fixed under this Section 8.3 may not be more than 70 days before the meeting or action requiring a determination of shareholders.  A determination of shareholders entitled to notice of or to vote at a shareholders’ meeting is

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effective for any adjournment of the meeting unless the Board of Directors fixes a new record date, which it shall do if the meeting is adjourned to a date more than 120 days after the date fixed for the original meeting.

SECTION 9.  Indemnification of Directors and Officers

9.1Actions, Suits and Proceedings.Except as otherwise provided below, the corporation shall, to the fullest extent authorized by Chapter 156D of the Massachusetts General Laws, as the same exists or may hereafter be amended (in the case of any such amendment, only to the extent that such amendment either (i) permits the corporation to provide broader indemnification rights than such laws permitted prior to such amendment or (ii) prohibits or limits any of the indemnification rights previously set forth in such laws), indemnify each person who is, or shall have been, a director or officer of the corporation or who is or was a director or employee of the corporation and is serving, or shall have served, at the request of the corporation, as a director or officer of another organization or in any capacity with respect to any employee benefit plan of the corporation, against all liabilities and expenses (including judgments, fines, penalties, amounts paid or to be paid in settlement, and reasonable attorneys’ fees) imposed upon or incurred by any such person (the “Indemnitee”) in connection with, or arising out of, the defense or disposition of any action, suit or other proceeding, whether civil or criminal, in which he may be a defendant or with which he may be threatened or otherwise involved, directly or indirectly, by reason of his being or having been such a director or officer or as a result of his serving or having served with respect to any such employee benefit plan;  provided, however, that the corporation shall provide no indemnification with respect to any matter as to which any such Indemnitee shall be finally adjudicated in such action, suit or proceeding not to have acted in good faith in the reasonable belief that his action was (i) in the best interests of the Corporation or (ii) to the extent such matter relates to service with respect to an employee benefit plan, in the best interests of the participants or beneficiaries of such employee benefit plan.

9.2Settlements.  The right to indemnification conferred in this Article shall include the right to be paid by the corporation for liabilities and expenses incurred in connection with the settlement or compromise of any such action, suit or proceeding, pursuant to a consent decree or otherwise, unless a determination is made, within 45 days after receipt by the corporation of a written request by the Indemnitee for indemnification, that such settlement or compromise is not in the best interests of the corporation or, to the extent such matter relates to service with respect to an employee benefit plan, that such settlement or compromise is not in the best interests of the participants or beneficiaries of such plan. Any such determination shall be made (i) by the Board of Directors of the corporation by a majority vote of a quorum consisting of disinterested directors, or (ii) if such quorum is not obtainable, by a majority of the disinterested directors of the corporation then in office. Notwithstanding the foregoing, if there are less than two disinterested directors then in office, the Board of Directors shall promptly direct that independent legal counsel (who may be regular legal counsel to the corporation) determine, based on facts known to such counsel at such time, whether such Indemnitee acted in good faith in the reasonable belief that his action was in the best interests of the corporation or the participants or beneficiaries of any such employee benefit plan, as the case may be; and, in such event, indemnification shall be made to such Indemnitee unless, within 45 days after receipt by the Corporation of the request by such Indemnitee for indemnification, such independent legal

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counsel in a written opinion to the Corporation determines that such Indemnitee did not act in good faith in the reasonable belief that his action was in the best interests of the Corporation or the participants or beneficiaries of any such employee benefit plan, as the case may be.

9.3Notification and Defense of Claim.  As a condition precedent to his right to be indemnified, the Indemnitee must give to the corporation notice in writing as soon as practicable of any action, suit or proceeding involving him for which indemnity will or could be sought.  With respect to any action, suit or proceeding of which the corporation is so notified, the corporation will be entitled to participate therein at its own expense and/or to assume the defense thereof at its own expense, with legal counsel reasonably acceptable to such Indemnitee.  After notice from the corporation to the Indemnitee of its election so to assume such defense, the corporation shall not be liable to such Indemnitee for any legal or other expenses subsequently incurred by such Indemnitee in connection with such claim, but the fees and expenses of such counsel incurred after notice from the corporation of its assumption of the defense thereof shall be at the expense of the Indemnitee unless (i) the employment of counsel by the Indemnitee has been authorized by the corporation, (ii) counsel to the Indemnitee shall have reasonably concluded that there may be a conflict of interest or position on any significant issue between the corporation and the Indemnitee in the conduct of the defense of such action or (iii) the corporation shall not in fact have employed counsel to assume the defense of such action, in each of which cases, the fees and expenses of counsel for the Indemnitee shall be at the expense of the corporation, except as otherwise expressly provided by this Article.  The corporation shall not be entitled to assume the defense of any claim brought by or on behalf of the corporation or as to which counsel for the Indemnitee shall have reasonably made the conclusion provided for in (ii) above.

9.4Advance of Expenses.  Subject to Section 9.3 above, the right to indemnification conferred in this Article shall include the right to be paid by the corporation for reasonable expenses (including reasonable attorneys’ fees) incurred in defending a civil or criminal action, suit or proceeding in advance of its final disposition, subject to receipt from the Indemnitee of (i) a written affirmation of his good faith belief that he has met the relevant standard of conduct for indemnification or that the proceeding involves conduct for which liability has been eliminated under a provision of the corporation’s Articles of Organization  as authorized by clause (4) of subsection (b) of Section 2.02 of the MBCA; and(ii) his written undertaking to repay any funds advanced if he is not entitled to mandatory indemnification under section 8.52 of the MBCA and it is ultimately determined under section 8.54 or section 8.55 that he has not met the relevant standard of conduct described in section 8.51.  Such repayment undertaking must be an unlimited general obligation of the Indemnitee but need not be secured and may be accepted without reference to the financial ability of such Indemnitee to make such repayment.  Notwithstanding the foregoing, no advance shall be made by the corporation under this Section 9.4 if a determination is reasonably and promptly made by the Board of Directors by a majority vote of a quorum consisting of disinterested directors or, if such quorum is not obtainable, by a majority of the disinterested directors of the corporation then in office or, if there are not at least two disinterested directors then in office, by independent legal counsel (who may be regular legal counsel to the corporation) in a written opinion that, based on facts known to the Board or counsel at such time, such Indemnitee did not act in good faith in the reasonable belief that his action was in the best interests of the Corporation or the participants or beneficiaries of an employee benefit plan of the Corporation, as the case may be.

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9.5Partial Indemnity.  If an Indemnitee is entitled under any provision of this Article to indemnification by the corporation for some or a portion of the liabilities or expenses imposed upon or incurred by such Indemnitee in the investigation, defense, appeal or settlement of any action, suit or proceeding but not, however, for the total amount thereof, the corporation shall nevertheless indemnify the Indemnitee for the portion of such liabilities or expenses to which such Indemnitee is entitled.

9.6Rights Not Exclusive.  The right to indemnification and advancement of expenses conferred in this Article shall not be exclusive of any other right which any person may have or hereafter acquire under any statute, provision of the Articles of Organization, By-Laws, agreement, vote of stockholders or directors or otherwise.  Without limiting the generality of the foregoing, the corporation, acting through its Board of Directors, may enter into agreements with any director, officer, employee or agent of the corporation providing for indemnification rights equivalent to or greater than the indemnification rights set forth in this Article.

9.7Insurance.   The corporation may purchase and maintain insurance, at its expense, to protect itself and any director or officer of the corporation or who, while a director or officer of the corporation, serves at the corporation’s request as a director, officer, partner, trustee, employee or agent of another domestic or foreign corporation, partnership, joint venture, trust, employee benefit plan or other entity, against any expense or liability incurred by him in any such capacity, or arising out of the status as such, whether or not the corporation would have the power to indemnify such person against such expense or liability under Chapter 156D of the Massachusetts General laws.

9.8Insurance Offset.  The corporation’s obligation to provide indemnification under this Article shall be offset to the extent of any other source of indemnification or any otherwise applicable insurance coverage under a policy maintained by the corporation or any other person.

9.9Amendment.  Without the consent of a person entitled to the indemnification and other rights provided in this Article (unless otherwise required by Chapter 156D of the Massachusetts General Laws), no amendment modifying or terminating such rights shall adversely affect such person’s rights under this Article with respect to the period prior to such Amendment.

9.10Mergers, etc.  If the corporation is merged into or consolidated with another corporation and the corporation is not the surviving corporation, or if substantially all of the assets of the corporation are acquired by any other corporation, or in the event of any other similar reorganization involving the corporation, the Board of Directors of the corporation or the board of directors of any corporation assuming the obligations of the corporation shall assume the obligations of the corporation under this Article, through the date of such merger, consolidation, sale or reorganization, with respect to each person who is entitled to indemnification rights under this Article as of such date.

9.11Savings Clause. If this Article or any portion hereof shall be invalidated on any ground by any court of competent jurisdiction, then the corporation shall nevertheless indemnify each Indemnitee as to any liabilities and expenses with respect to any action, suit or proceeding

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to the full extent permitted by any applicable portion of this Article that shall not have been invalidated and to the full extent permitted by applicable law.

9.12Definitions.  As used in this Article, the term “director”,  “officer” and “person” include their respective heirs, executors, administrators, and legal representatives, and an “interested” director is one against whom in such capacity the proceedings in question or another proceeding on the same or similar grounds is then pending.

SECTION 10.  Corporate Records

10.1Records to be Kept.

(a)The corporation shall keep as permanent records minutes of all meetings of its shareholders and board of directors, a record of all actions taken by the shareholders or board of directors without a meeting, and a record of all actions taken by a committee of the board of directors in place of the board of directors on behalf of the corporation.  The corporation shall maintain appropriate accounting records.  The corporation or its agent shall maintain a record of its shareholders, in a form that permits preparation of a list of the names and addresses of all shareholders, in alphabetical order by class of shares showing the number and class of shares held by each.  The corporation shall maintain its records in written form or in another form capable of conversion into written form within a reasonable time

(b)The corporation shall keep within the Commonwealth of Massachusetts a copy of the following records at its principal office or an office of its transfer agent or of its secretary or assistant secretary or of its registered agent:

(i)its Articles or restated Articles of Organization and all amendments to them currently in effect;

(ii)its by-laws or restated by-laws and all amendments to them currently in effect;

(iii)resolutions adopted by its board of directors creating one or more classes or series of shares, and fixing their relative rights, preferences, and limitations, if shares issued pursuant to those resolutions are outstanding;

(iv)the minutes of all shareholders’ meetings, and records of all action taken by shareholders without a meeting, for the past three (3) years;

(v)all written communications to shareholders generally within the past three (3) years, including the financial statements furnished under Section 16.20 of Chapter 156D of the Massachusetts General Laws for the past three (3) years;

(vi)a list of the names and business addresses of its current directors and officers; and

(vii)its most recent annual report delivered to the Secretary of the Commonwealth of Massachusetts.

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10.2Inspection of Records by Shareholders.

(a)A shareholder is entitled to inspect and copy, during regular business hours at the office where they are maintained pursuant to Section 10.1(b), copies of any of the records of the corporation described in said Section if he or she gives the corporation written notice of his or her demand at least five (5) business days before the date on which he or she wishes to inspect and copy.

(b)A shareholder is entitled to inspect and copy, during regular business hours at a reasonable location specified by the corporation, any of the following records of the corporation if the shareholder meets the requirements of subsection (c) of this Section 10.2 and gives the corporation written notice of his or her demand at least five (5) business days before the date on which he or she wishes to inspect and copy:

(i)excerpts from minutes reflecting action taken at any meeting of the board of directors, records of any action of a committee of the board of directors while acting in place of the board of directors on behalf of the corporation, minutes of any meeting of the shareholders, and records of action taken by the shareholders or board of directors without a meeting, to the extent not subject to inspection under subsection (a) of this Section 10.2;

(ii)accounting records of the corporation, but if the financial statements of the corporation are audited by a certified public accountant, inspection shall be limited to the financial statements and the supporting schedules reasonably necessary to verify any line item on those statements; and

(iii)the record of shareholders described in Section 10.1(a).

(c)A shareholder may inspect and copy the records described in Section 10.2(b) only if:

(i)his or her demand is made in good faith and for a proper purpose;

(ii)he or she describes with reasonable particularity his or her purpose and the records he or she desires to inspect;

(iii)the records are directly connected with his or her purpose; and

(iv)the corporation shall not have determined in good faith that disclosure of the records sought would adversely affect the corporation in the conduct of its business or constitute material non-public information at the time when the shareholder’s notice of demand to inspect and copy is received by the corporation.

(d)For purposes of this Section 10.2, “shareholder” includes a beneficial owner whose shares are held in a voting trust or by a nominee on his or her behalf.

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10.3Scope of Inspection Right.

(a)A shareholder’s agent or attorney has the same inspection and copying rights as the shareholder represented.

(b)The corporation may, if reasonable, satisfy the right of a shareholder to copy records under Section 10.2 by furnishing to the shareholder copies by photocopy or other means chosen by the corporation including copies furnished through an electronic transmission.

(c)The corporation may impose a reasonable charge, covering the costs of labor, material, transmission and delivery, for copies of any documents provided to the shareholder.  The charge may not exceed the estimated cost of production, reproduction, transmission or delivery of the records.

(d)The corporation may comply, at its expense, with a shareholder’s demand to inspect the record of shareholders under Section 10.2(b)(iii) by providing the shareholder with a list of shareholders that was compiled no earlier than the date of the shareholder’s demand.

(e)The corporation may impose reasonable restrictions on the use or distribution of records by the demanding shareholder.

10.4Inspection of Records by Directors.  A director is entitled to inspect and copy the books, records and documents of the corporation at any reasonable time to the extent reasonably related to the performance of the director’s duties as a director, including duties as a member of a committee, but not for any other purpose or in any manner that would violate any duty to the corporation.

SECTION 11.  Miscellaneous

11.1Corporate Seal. The seal of the corporation shall, subject to alteration by the directors, consist of a flat faced circular die with the words “Massachusetts” and “Corporate Seal”, together with the name of the corporation and the year of its organization, cut or engraved thereon.

11.2Execution of Papers. Except as the directors may generally or in particular cases authorize the execution thereof in some other manner, all deeds, leases, transfers, contracts, bonds, notes, checks, drafts and other obligations made, accepted or endorsed by the corporation shall be signed by the chief executive officer.

11.3Voting of Securities.  Unless otherwise provided by the board of directors, the chairman of the board, president or treasurer each may waive notice of and act on behalf of this corporation, or appoint another person or persons to act as proxy or attorney-in-fact for this corporation with or without discretionary power and/or power of substitution, at any meeting of shareholders or stockholders of any other corporation or organization, any of whose securities are held by this corporation.

11.4Fiscal Year.  Except as from time to time provided by the board of directors, the fiscal year of the corporation shall end on the 31st day of December.

18

11.5Control Share Acquisition. Until such time as this Section 11.5 shall be repealed or these By-Laws shall otherwise be amended to provide otherwise, in each case in accordance with Section 12 of these By-Laws, the provisions of Chapter 110D of the Massachusetts General Laws (“Chapter 110D”) shall not apply to “control share acquisitions” of the corporation within the meaning of Chapter 110D.

SECTION 12.  Amendments

These By-Laws may be altered, amended or repealed at any annual or special meeting of the shareholders called for the purpose by vote of the shareholders entitled to vote on the matter of the proposed alteration, amendment or repeal, and the sections to be affected thereby.  If authorized by the Articles of Organization, these By-Laws may also be altered, amended or repealed by vote of the majority of the directors then in office, except that the directors shall not amend the By-Laws in a manner which:

(a)Alters or abolishes any preferential right of stock of a series with shares already outstanding;

(b)Creates, alters or abolishes any right in respect of redemption of stock of a series with shares already outstanding;

(c)Creates or alters any restriction on transfer applicable to stock of a series with shares already outstanding;

(d)Excludes or limits the right of a shareholder of a series with shares already outstanding to vote on a matter;

(e)Alters the provisions for indemnification of directors or affects the powers of directors or officers to contract with the corporation.

Any by-law so altered, amended or repealed by the directors may be further altered or amended or reinstated by the shareholders in the above manner.

SECTION 13.  Manner of Notice

All notices provided for under these By-laws shall conform to the following requirements:

(a)Notice shall be in writing unless oral notice is reasonable under the circumstances.  Notice by electronic transmission is written notice.

(b)Notice may be communicated in person; by telephone, voice mail, telegraph, teletype, or other electronic means; by mail; by electronic transmission; or by messenger or delivery service.  If these forms of personal notice are impracticable, notice may be communicated by a newspaper of general circulation in the area where published; or by radio, television, or other form of public broadcast communication.

19

(c)Written notice, other than notice by electronic transmission, by a domestic or foreign corporation to any of its shareholders, if in a comprehensible form, is effective upon deposit in the United States mail, if mailed postpaid and correctly addressed to the shareholder’s address shown in the corporation’s current record of shareholders.

(d)Written notice by electronic transmission by a domestic or foreign corporation to any of its shareholders, if in comprehensible form, is effective:

(1)if by facsimile telecommunication, when directed to a number furnished by the shareholder for the purpose;

(2)if by electronic mail, when directed to an electronic mail address furnished by the shareholder for the purpose;

(3)if by a posting on an electronic network together with separate notice to the shareholder of such specific posting, directed to an electronic mail address furnished by the shareholder for the purpose, upon the later of (i) such posting and (ii) the giving of such separate notice; and

(4)if by any other form of electronic transmission, when directed to the shareholder in such manner as the shareholder shall have specified to the corporation.

An affidavit of the secretary or an assistant secretary of the corporation, the transfer agent or other agent of the corporation that the notice has been given by a form of electronic transmission shall, in the absence of fraud, be prima facie evidence of the facts stated therein.

(e)Written notice, including notice by electronic transmission, to a domestic or foreign corporation, authorized to transact business in the commonwealth, may be addressed to its registered agent at its registered office or to the corporation at its principal office shown in its most recent annual report or, in the case of a foreign corporation that has not yet delivered an annual report, in its application for a certificate of qualification.

(f)Except as provided in subsection (c), written notice, other than notice by electronic transmission, if in a comprehensible form, is effective at the earliest of the following:

(1)when received;

(2)five days after its deposit in the United States mail, if mailed postpaid and correctly addressed;

(3)on the date shown on the return receipt, if sent by registered or certified mail, return receipt requested; or if sent by messenger or delivery service, on the date shown on the return receipt signed by or on behalf of the addressee; or

(4)on the date of publication if notice by publication is permitted.

(g)Oral notice is effective when communicated if communicated in a comprehensible manner.

20

EX-31.1

Exhibit 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO SECTION302

OF THE SARBANES-OXLEY ACT OF 2002

I, Ronald N. Tutor, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Tutor Perini Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 2, 2016	/s/Ronald N. Tutor
	Ronald N. Tutor
	Chairman and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO SECTION302

OF THE SARBANES-OXLEY ACT OF 2002

I, Gary G. Smalley, certify that:

1. I have reviewed this quarterly report on Form10-Q of Tutor Perini  Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 2, 2016	/s/GaryG.  Smalley
	GaryG.  Smalley
	Executive Vice President and Chief Financial Officer

EX-32.1

Exhibit32.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION1350,

AS ADOPTED PURSUANT TO SECTION906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the quarterly report of Tutor Perini Corporation (the “Company”) on Form10-Q for the period ended June30, 2016 as filed with the Securities and Exchange Commission on the date hereof (the “Report”),I, Ronald N. Tutor, Chairman and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section1350, as adopted pursuant to Section906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: August 2, 2016	/s/Ronald N. Tutor
	Ronald N. Tutor
	Chairman and Chief Executive Officer

A signed original of this written statement required by Section906 has been provided to Tutor Perini Corporation and will be retained by Tutor Perini Corporation and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.2

Exhibit32.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION1350,

AS ADOPTED PURSUANT TO SECTION906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the quarterly report of Tutor Perini Corporation (the “Company”) on Form10-Q for the period ended June30, 2016 as filed with the Securities and Exchange Commission on the date hereof (the “Report”),I, GaryG.  Smalley, Executive Vice President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section1350, as adopted pursuant to Section906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section13(a)or 15(d)of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: August 2, 2016	/s/GaryG.  Smalley
	GaryG.  Smalley
	Executive Vice President and Chief Financial Officer

A signed original of this written statement required by Section906 has been provided to Tutor Perini Corporation and will be retained by Tutor Perini Corporation and furnished to the Securities and Exchange Commission or its staff upon request.

EX-95

Exhibit 95

MINE SAFETY DISCLOSURE

Section 1503 of the Dodd-Frank Wall Street Reform and Consumer Protection Act requires domestic mine operators to disclose violations and orders issued under the Federal Mine Safety and Health Act of 1977 (the “Mine Act”) by the federal Mine Safety and Health Administration (“MSHA”). We do not act as the owner of any mines but we may act as a mining operator as defined under the Mine Act where we may be an independent contractor performing services or construction of such mine. Due to timing and other factors, the data may not agree with the mine data retrieval system maintained by MSHA.

The following table provides information for the 2nd Quarter ending June 30, 2016.

Mine (1)	Mine Act §104 Violations (2)	Mine Act §104 (b) Orders (3)	Mine Act §104 (d) Citations and Orders (4)	Mine Act §110 (b)(2) Violations (5)	Mine Act §107 (a) Orders (6)	Proposed Assessments from MSHA (In dollars ($)		Mining Related Fatalities	Mine Act §104(e) Notice (yes/no) (7)	Pending Legal Action before Federal Mine Safety and Health Review Commission (yes/no)
2st Quarter Ended June 30, 2016
Buchanan Mine #1	6	-	-	-	-	$	11,232	-	No	No

(1) United States mines.

(2) The total number of violations received from MSHA under §104 of the Mine Act, which includes citations for health or safety standards that could significantly and substantially contribute to a serious injury if left unabated.

(3) The total number of orders issued by MSHA under §104(b) of the Mine Act, which represents a failure to abate a citation under §104(a) within the period of time prescribed by MSHA.

(4) The total number of citations and orders issued by MSHA under §104(d) of the Mine Act for unwarrantable failure to comply with mandatory health or safety standards.

(5) The total number of flagrant violations issued by MSHA under §110(b)(2) of the Mine Act.

(6) The total number of orders issued by MSHA under §107(a) of the Mine Act for situations in which MSHA determined an imminent danger existed.

(7) A written notice from the MSHA regarding a pattern of violations, or a potential to have such pattern under §104(e) of the Mine Act.

XML

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2016	Aug. 01, 2016
Document and Entity Information
Entity Registrant Name	TUTOR PERINI Corp
Entity Central Index Key	0000077543
Document Type	10-Q
Document Period End Date	Jun. 30, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		49,169,813
Document Fiscal Year Focus	2016
Document Fiscal Period Focus	Q2

XML

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract]
REVENUE	$ 1,308,130	$ 1,312,438	$ 2,393,499	$ 2,378,903
COST OF OPERATIONS	(1,198,360)	(1,213,818)	(2,178,637)	(2,189,524)
GROSS PROFIT	109,770	98,620	214,862	189,379
General and administrative expenses	(60,941)	(67,739)	(125,911)	(138,414)
INCOME FROM CONSTRUCTION OPERATIONS	48,829	30,881	88,951	50,965
Other income (expense), net	2,485	379	3,166	(97)
Interest expense	(15,534)	(11,268)	(29,614)	(22,671)
INCOME BEFORE INCOME TAXES	35,780	19,992	62,503	28,197
Provision for income taxes	(14,419)	(8,215)	(25,743)	(11,294)
NET INCOME	$ 21,361	$ 11,777	$ 36,760	$ 16,903
BASIC EARNINGS PER COMMON SHARE (in dollars per share)	$ 0.43	$ 0.24	$ 0.75	$ 0.35
DILUTED EARNINGS PER COMMON SHARE (in dollars per share)	$ 0.43	$ 0.24	$ 0.74	$ 0.34
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
BASIC (in shares)	49,131	49,028	49,105	48,890
DILUTED (in shares)	49,561	49,828	49,423	49,688

XML

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract]
NET INCOME	$ 21,361	$ 11,777	$ 36,760	$ 16,903
OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX:
Defined benefit pension plan adjustments	324		571
Foreign currency translation adjustment	(258)	(1,146)	672	(1,734)
Unrealized loss in fair value of investments	(153)	(74)	(145)	(84)
Unrealized gain (loss) in fair value of interest rate swap	11	60	(24)	105
Total other comprehensive (loss) income, net of tax	(76)	(1,160)	1,074	(1,713)
TOTAL COMPREHENSIVE INCOME	$ 21,285	$ 10,617	$ 37,834	$ 15,190

XML

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015
CURRENT ASSETS:
Cash and cash equivalents	$ 93,622	$ 75,452
Restricted cash	49,452	45,853
Accounts receivable, including retainage of $512,808 and $484,255	1,739,343	1,473,615
Costs and estimated earnings in excess of billings	811,406	905,175
Deferred income taxes	19,098	26,306
Other current assets	76,960	108,844
Total current assets	2,789,881	2,635,245
PROPERTY AND EQUIPMENT (net of accumulated depreciation of $280,059 and $254,477)	507,395	523,525
OTHER ASSETS:
GOODWILL	585,006	585,006
INTANGIBLE ASSETS, NET	94,768	96,540
OTHER ASSETS	218,535	196,361
TOTAL ASSETS	4,195,585	4,036,677
CURRENT LIABILITIES:
Current maturities of long-term debt	120,256	88,917
Accounts payable, including retainage of $222,175 and $204,767	968,193	937,464
Billings in excess of costs and estimated earnings	325,290	288,311
Accrued expenses and other current liabilities	171,150	159,016
Total current liabilities	1,584,889	1,473,708
LONG-TERM DEBT, less current maturities (net of unamortized discount and debt issuance cost of $63,297 and $6,697)	680,265	728,767
DEFERRED INCOME TAXES	296,728	273,310
OTHER LONG-TERM LIABILITIES	140,870	140,665
Total liabilities	2,702,752	2,616,450
CONTINGENCIES AND COMMITMENTS (NOTE 6)
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 49,169,813 and 49,072,710 shares	49,170	49,073
Additional paid-in capital	1,070,191	1,035,516
Retained earnings	414,563	377,803
Accumulated other comprehensive loss	(41,091)	(42,165)
TOTAL STOCKHOLERS' EQUITY	1,492,833	1,420,227
TOTAL LIABILITIES AND STOCKHOLERS' EQUITY	$ 4,195,585	$ 4,036,677

XML

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015
CONDENSED CONSOLIDATED BALANCE SHEETS [Abstract]
Accounts receivable, retainage	$ 512,808	$ 484,255
Accumulated depreciation	280,059	254,477
Accounts payable, retainage	222,175	204,767
Unamortized discount and debt issuance cost	$ 63,297	$ 6,697
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, par value (in dollars per share)	$ 1	$ 1
Preferred stock, shares issued	0	0
Common stock, shares authorized	75,000,000	75,000,000
Common stock, par value (in dollars per share)	$ 1	$ 1
Common stock, shares issued	49,169,813	49,072,710
Common stock, shares outstanding	49,169,813	49,072,710

XML

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Cash Flows from Operating Activities:
Net income	$ 36,760	$ 16,903
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization	29,956	20,389
Stock-based compensation expense	6,959	13,324
Excess income tax benefit from stock-based compensation		(162)
Change in debt discount and deferred debt issuance costs	3,348	1,045
Deferred income taxes	(371)	(177)
Loss (gain) on sale of property and equipment	204	(313)
Other long-term liabilities	(3,811)	42
Other non-cash items	1,200	(3,259)
Changes in other components of working capital	(69,669)	(79,550)
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES	4,576	(31,758)
Cash Flows from Investing Activities:
Acquisition of property and equipment excluding financed purchases	(8,681)	(29,544)
Proceeds from sale of property and equipment	1,092	1,122
Change in restricted cash	(3,599)	4,877
NET CASH USED IN INVESTING ACTIVITIES	(11,188)	(23,545)
Cash Flows from Financing Activities:
Proceeds from issuance of convertible notes	200,000
Proceeds from debt	711,092	473,490
Repayment of debt	(871,654)	(446,239)
Excess income tax benefit from stock-based compensation		162
Issuance of common stock and effect of cashless exercise		(776)
Debt issuance costs	(14,656)
NET CASH PROVIDED BY FINANCING ACTIVITIES	24,782	26,637
Net increase (decrease) in cash and cash equivalents	18,170	(28,666)
Cash and cash equivalents at beginning of year	75,452	135,583
Cash and cash equivalents at end of period	$ 93,622	$ 106,917

XML

Basis of Presentation

6 Months Ended

Jun. 30, 2016

Basis of Presentation [Abstract]

Basis of Presentation

(1)     Basis of Presentation

The Condensed Consolidated Financial Statements do not include footnotes and certain financial information normally presented annually under accounting principles generally accepted in the United States (“GAAP”); therefore, they should be read in conjunction with the audited consolidated financial statements and the related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. The results of operations for the three and six months ended June 30, 2016 may not necessarily be indicative of results that can be expected for the full year.

In the opinion of management, the accompanying unaudited Condensed Consolidated Financial Statements reflect all adjustments, including those of a normal recurring nature, necessary to present fairly the Company’s consolidated financial position as of June 30, 2016 and its consolidated results of operations and cash flows for the interim periods presented. All significant intercompany transactions of consolidated subsidiaries have been eliminated. Management has evaluated all material events occurring subsequent to the date of the financial statements up to the filing of this Form 10-Q.

XML

Recent Accounting Pronouncements

6 Months Ended

Jun. 30, 2016

Recent Accounting Pronouncements [Abstract]

Recent Accounting Pronouncements

(2)     Recent Accounting Pronouncements

In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments. The amendments in this update replace the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable informationin credit loss estimates. This guidance is effective for the Company as of January1, 2020 with early adoption permitted as of January 1, 2019. The Company is currently assessing the impact of this standard on its consolidated financial statements.

In the first quarter of 2016, the Company adopted ASU 2015-03, Interest – Imputation of Interest (Subtopic 835-30). This ASUrequires companies to present, in the balance sheet, debt issuance costs related to a recognized debt liability as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. In addition, the amortization of that debt discount is required to be presented as a component of interest expense. The Company applied this guidance retrospectively, effective January1, 2016.Accordingly, the Company reclassified unamortized debt issuance costs of $5.8 million fromOther Assets to Long-Term Debt,  less current maturities in its December31, 2015 Condensed Consolidated Balance Sheet and reclassified amortization of deferred debt issuance costs of $0.3 million and $0.6 million, respectively, from Other income (expense), net to Interest Expense in its Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2015.

In March 2016, the FASB issued ASU No. 2016-09, Improvement to Employee Share-Based Payment Accounting (Topic 718), which simplifies several aspects of the accounting for employee share-based payments including: accounting for income taxes, forfeitures and statutory tax withholding requirements. This guidance is to be adopted by the Company as of January1, 2017. The adoption of this ASU is not expected to have a material impact on the Company’s financial statements.

In March 2016, the FASB issued ASU No. 2016-07, Equity Method and Joint Ventures (Topic 323), which eliminates the requirement that an entity retroactively adopt the equity method of accounting if an investment qualifies for use of the equity method as a result of an increase in the level of ownership. Instead, an equity method investor adds the cost of acquiring the additional interest to the current basis of the previously held interest and adopts the equity method of accounting as of the date the investment becomes qualified as such. This guidance is effective for the Company as of January 1, 2017. The Company is currently evaluating the effect that the adoption of this ASU will have on its financial statements.

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic-842), which amends the existing guidance in ASC 840 Leases. This amendment requires the recognition of lease assets and lease liabilities by lessees for those leases currently classified as operating leases. Other significant provisions of the amendment include (i) defining the “lease term” to include the non-cancellable period together with periods for which there is a significant economic incentive for the lessee to extend or not terminate the lease; (ii) defining the initial lease liability to be recorded on the balance sheet to contemplate only those variable lease payments that depend on an index or that are in substance “fixed”; and (iii) a dual approach for determining whether lease expense is recognized on a straight-line or accelerated basis, depending on whether the lessee is expected to consume more than an insignificant portion of the leased asset’s economic benefits. This ASU is to be adopted by the Company as of January 1, 2019. Lessees and lessors are required to use a modified retrospective transition method for existing leases. Accordingly, they would apply the new accounting model for the earliest year presented in the financial statements. The Company is currently evaluating the effect that the adoption of this ASU will have on its financial statements.

In November 2015, the FASB issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes (Subtopic 740-10). This ASU requires entities to present all deferred tax assets and all deferred tax liabilities as noncurrent in a classified balance sheet. This ASU is effective for the Company as of January 1, 2017. The Company had $19.1 million of current deferred tax assets and $31.1 million of current deferred tax liabilities as of June 30 2016, which will be presented as noncurrent upon adoption of this ASU.

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), which provides a single comprehensive accounting standard for revenue recognition for contracts with customers and supersedes current industry-specific guidance, including ASC 605-35. The new standard prescribes a five-step revenue recognition model that focuses on transfer of control and entitlement to consideration in determining the amount of revenue to be recognized. The guidance also significantly expands qualitative and quantitative disclosure requirements regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The standard is effective for the Company as of January 1, 2018. The adoption will result in retrospective application, either in the form of recasting all prior periods presented or a cumulative adjustment to equity in the period of adoption. The Company is currently evaluating the effect that the adoption of this ASU will have on its financial statements.

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Earnings per Share

6 Months Ended

Jun. 30, 2016

Earnings per Share [Abstract]

Earnings per Share

(3)     Earnings Per Share (EPS)

Basic EPS is calculated by dividing net income for a given period by the weighted-average number of common shares outstanding during that period, to which dilutive securities are included in the calculation of diluted EPS, using the treasury stock method. The calculations of the basic and diluted EPS for the three and six months ended June 30, 2016 and 2015 are presented below:

	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands, except per share data)	2016		2015		2016		2015
Net income	$	21,361	$	11,777	$	36,760	$	16,903
Weighted-average common shares outstanding - basic		49,131		49,028		49,105		48,890
Effect of diluted stock options and unvested restricted stock		430		800		318		798
Weighted-average common shares outstanding - diluted		49,561		49,828		49,423		49,688
Net income per share:
Basic	$	0.43	$	0.24	$	0.75	$	0.35
Diluted	$	0.43	$	0.24	$	0.74	$	0.34
Anti-dilutive shares not included above		1,704		628		1,704		574

With regard to diluted EPS and the impact of the Convertible Notes (as discussed in Note 5) on the diluted EPS calculation, because the Company has the intent and ability to settle the principal amount of the Convertible Notes in cash, per Accounting Standards Codification (“ASC”) 260,Earnings Per Share, the settlement of the principal amount has no impact on diluted EPS. ASC 260 also requires any potential conversion premium associated with the Convertible Notes’ conversion option to be considered in the calculation of diluted EPS when the Company's average stock price for the periods presented is higher than the initial conversion price of $30.25. As this was not the case during the three and six months ended June 30, 2016, the conversion premium also has no impact on diluted EPS for those periods.

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Costs And Estimated Earnings In Excess Of Billings

6 Months Ended

Jun. 30, 2016

Costs and estimated earnings in excess of billings [Abstract]

Costs and estimated earnings in excess of billings

(4)     Costs and Estimated Earnings in Excess of Billings

Reported costs and estimated earnings in excess of billings consist of the following:

	June 30,		December 31,
(in thousands)	2016		2015
Claims	$	427,558	$	407,164
Unapproved change orders		220,427		270,019
Other unbilled costs and profits		163,421		227,992
Total costs and estimated earnings in excess of billings	$	811,406	$	905,175

Claims and unapproved change orders are billable upon the final resolution and agreement between the contractual parties. Other unbilled costs and profits are billable in accordance with the billing terms of each of the existing contractual arrangements.

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Financial Commitments

6 Months Ended

Jun. 30, 2016

Financial Commitments [Abstract]

Financial Commitments

(5)     Financial Commitments

Long-Term Debt

Long-term debt consists of the following:

	June 30,		December 31,
(in thousands)	2016		2015
Term Loan	$	83,911	$	222,120
Revolver		148,070		155,815
Senior Notes		297,616		297,118
Convertible Notes		148,606		—
Equipment financing, mortgages and acquisition-related notes		116,179		133,288
Other indebtedness		6,139		9,343
Total debt		800,521		817,684
Less – current maturities		(120,256)		(88,917)
Long-term debt, net	$	680,265	$	728,767

The following table reconciles the outstanding debt balance to the reported debt balances as of June 30, 2016 and December31,2015.

	June 30, 2016						December 31, 2015
(in thousands)	Outstanding Long-Term Debt		Unamortized Discount and Issuance Cost		Long-Term Debt, as reported		Outstanding Long-Term Debt		Unamortized Discount and Issuance Cost		Long-Term Debt, as reported
Term Loan	$	87,500	$	(3,589)	$	83,911	$	223,750	$	(1,630)	$	222,120
Revolver		154,000		(5,930)		148,070		158,000		(2,185)		155,815
Senior Notes		300,000		(2,384)		297,616		300,000		(2,882)		297,118
Convertible Notes		200,000		(51,394)		148,606		—		—		—

Convertible Notes

On June 15, 2016, the Company issued $200 million of 2.875% Convertible Senior Notes (the “Convertible Notes”) due June 15, 2021. The Company used the proceeds to prepay $125 million of its Term Loan, pay down $69 million of its Revolver and pay $6million of debt issuance fees.

To account for the Convertible Notes, the Company applied the provisions of ASC 470-20, Debt with Conversion and Other Options. ASC 470-20 requires issuers of certain convertible debt instruments that may be settled in cash upon conversion to separately account for the liability (debt) and equity (conversion option) components of the instrument in a manner that reflects the issuer’s nonconvertible debt borrowing rate. This is done by allocating the proceeds from issuance to the liability component based on the fair value of the debt instrument excluding the conversion feature, with the residual allocated to the equity component and classified in additional paid in capital. The $46.8 million difference between the principal amount of the Convertible Notes ($200.0 million) and the proceeds allocated to the liability component ($153.2 million) is treated as a discount on the Convertible Notes. This difference is being amortized as non-cash interest expense using the interest method, as discussed further below under Interest Expense. The equity component, however, is not subject to amortization nor subsequent remeasurement.

In addition, ASC 470-20 requires that the debt issuance costs associated with a convertible debt instrument be allocated between the liability and equity components in proportion to the allocation of the debt proceeds between these two components. The debt issuance costs attributable to the liability component of the Convertible Notes ($4.9 million) are also treated as a discount on the Convertible Notes and amortized as non-cash interest expense. The debt issuance costs attributable to the equity component ($1.5 million) were netted with the equity component and will not be amortized.

The following table presents information related to the liability and equity components of the Convertible Notes:

(in thousands)	June 30, 2016
Liability component:
Principal	$	200,000
Conversion feature		(46,800)
Allocated debt issuance costs		(4,934)
Amortization of discount and debt issuance costs (non-cash interest expense)		340
Net carrying amount	$	148,606
Equity component:
Conversion feature	$	46,800
Allocated debt issuance costs		(1,507)
Net deferred tax liability		(18,787)
Net carrying amount	$	26,506

The Convertible Notes, governed by the terms of an indenture between the Company and Wilmington Trust, National Association, as trustee, are unsecured obligations and do not contain any financial covenants or restrictions on the payments of dividends, the incurrence of indebtedness or the issuance or repurchase of securities by the Company. The Convertible Notes bear interest at a rate of 2.875% per year, payable in cash semiannually in June and December, unless earlier purchased by the Company or converted.

Prior to January 15, 2021, the Convertible Notes will be convertible only under the following circumstances: (1) during the five business day period after any ten consecutive trading day period in which the trading price per $1,000 principal amount of Convertible Notes for such trading day was less than 98% of the product of the last reported sale price of our common stock and the conversion rate on each such trading day; (2) during any calendar quarter commencing after the calendar quarter ending on September 30, 2016, if the last reported sale price of the common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; or (3) upon the occurrence of specified corporate events. On or after January 15, 2021 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their notes, in multiples of $1,000 principal amount, at the option of the holder regardless of the foregoing circumstances.

The Convertible Notes will be convertible at an initial conversion rate of 33.0579 shares of the Company’s common stock per $1,000 principal amount of the Convertible Notes, which is equivalent to an initial conversion price of approximately $30.25. The conversion rate will be subject to adjustment for some events but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date, the Company is required to increase, in certain circumstances, the conversion rate for a holder who elects to convert its Convertible Notes in connection with such a corporate event including customary conversion rate adjustments in connection with a “make-whole fundamental change” as defined. Upon conversion, and at the Company’s election, the Company may satisfy its conversion obligation by paying or delivering, as applicable, cash, shares of its common stock or a combination of cash and shares of its common stock.

Credit Facility

On June 5, 2014, the Company entered into a Sixth Amended and Restated Credit Agreement, (the “Original Facility”; with subsequent amendments discussed herein, the “Credit Facility”) with Bank of America, N.A. as Administrative Agent, Swing Line Lender and L/C Issuer and a syndicate of other lenders. The Credit Facility, provides for a $300 million revolving credit facility (the “Revolver”), a $250 million term loan (the “Term Loan”) and a sublimit for the issuance of letters of credit up to the aggregate amount of $150 million, all maturing on May 1, 2018. Borrowings under both the Revolver and the Term Loan bear interest based either on Bank of America’s prime lending rate or the London Interbank Offered Rate (“LIBOR”), each plus an applicable margin.

During the first half of 2016, the Company entered into two amendments to the Original Facility (the “Amendments”): Waiver and Amendment No. 1, entered into on February 26, 2016 (“Amendment No.1”), and Consent and Amendment No. 2, entered into on June 8, 2016 (“Amendment No. 2”). In Amendment No. 1, the lenders waived the Company’s violation of its consolidated leverage ratio covenant and consolidated fixed charge coverage ratio covenant. These violations were the result of the Company’s financial results for the fiscal year ended December 31, 2015, which included the previously reported $23.9 million non-cash, pre-tax charge related to an adverse ruling on the Brightwater litigation matter in the third quarter of 2015 as well as $45.6 million of pre-tax charges in the third and fourth quarters of 2015 for various Five Star Electric projects. In Amendment No. 2, the lenders consented to the issuance of the Convertible Notes subject to certain conditions, including the prepayment of $125 million on the Term Loan and the paydown of $69 million on the Revolver, and consented to a potential sale transaction of one of the Company’s business units in its Building segment.

In addition to the Amendments’ provisions discussed above, the Amendments also modified other provisions and added new provisions to the Original Facility, and Amendment No. 2 superseded and modified some of the provisions of Amendment No. 1. The following reflects the more significant changes to the Original Facility and the results of the Amendments that are now reflected in the Credit Facility. Unless otherwise noted, the changes below were primarily the result of Amendment No. 1: (1) The Company may utilize LIBOR-based borrowings.(Amendment No. 1 precluded the use of LIBOR-based borrowings until the Company filed its compliance certificate for the fourth quarter of 2016; however, Amendment No. 2 negated this preclusion.) (2) The Company is subject to an increased rate on borrowings, with such rate being 100 basis points higher than the highest rate under the Original Facility if the Company’s consolidated leverage ratio is greater than 3.50:1.00 but not more than 4.00:1.00, and an additional 100 basis points higher if the Company’s consolidated leverage ratio is greater than 4.00:1.00. (3) The Company will be subject to increased commitment fees if the Company’s consolidated leverage ratio is greater than 3.50:1.00. (4) The impact of the Brightwater litigation matter is to be excluded from the calculation of the Company’s consolidated leverage ratio and consolidated fixed charge coverage ratio covenants. (5) Interest payments are due on a monthly basis; however, if the Company is in compliance with its consolidated leverage ratio and consolidated fixed charge coverage ratio covenants provided in the Original Facility as of December 31, 2016, the timing of interest payments will revert to the terms of the Original Facility. (6) The accordion feature of the Original Facility, which would have allowed either an increase of $300 million in the Revolver or the establishment of one or more new term loan commitments, is no longer available. (7) The Company’s maximum allowable consolidated leverage ratio was increased to 4.25:1.00 for the first, second and third quarters of 2016 after which it returns to the Original Facility’s range of 3.25:1.00 to 3.00:1.00. (Amendment No. 1 increased the Company’s maximum allowable consolidated leverage ratio covenant requirements to 4.25:1.00 for the first quarter of 2016 and 4.0:1.0 for the second and third quarters of 2016. Amendment No. 2 increased the maximum allowable consolidated leverage ratio covenant requirements to 4.25:1.00 for the second and third quarters of 2016.) (8) The Company is subject to additional covenants regarding its liquidity, including a cap on the cash balance in the Company’s bank account and a weekly minimum liquidity requirement (based on specified available cash balances and availability under the Revolver). (9) The Company is required to achieve certain quarterly cash collection milestones, which were eased somewhat in Amendment No. 2. (10) The Company is required to make additional quarterly principal payments, which will be applied to the Term Loan balloon payment, with some of the payments based on a percentage of certain forecasted cash collections for the prior quarter. This change will be effective beginning in the fourth quarter of 2016. (11) The lenders’ collateral package was increased by pledging to the lenders (i) the equity interests of each direct domestic subsidiary of the Company and (ii) 65% of the stock of each material first-tier foreign restricted subsidiary of the Company. (12) The Credit Facility will now mature on May 1, 2018, as opposed to maturity date of the Original Facility of June 5, 2019.

As of June 30, 2016 there was $145.8 million available under the Revolver and the Company had utilized the Credit Facility for letters of credit in the amount of $0.2 million.  The Company was in compliance with the financial covenants under the Credit Facility for the period ended June 30, 2016.

Interest Expense

Interest expense as reported in the Condensed Consolidated Statements of Operations consists of the following:

	Three Months Ended				Six Months Ended
	June 30,				June 30,
(in thousands)	2016		2015		2016		2015
Cash interest expense:
Interest on Credit Facility	$	7,051	$	3,633	$	12,389	$	7,229
Interest on Senior Notes		5,719		5,719		11,438		11,438
Interest on Convertible Notes		240		—		240		—
Other interest		863		1,393		2,199		2,959
Total cash interest expense		13,873		10,745		26,266		21,626
Non-cash interest expense:(a)
Amortization of debt issuance costs on Original Facility and Amendments		1,071		279		2,510		558
Amortization of discount and debt issuance costs on Senior Notes		250		244		498		487
Amortization of discount and debt issuance costs on Convertible Notes		340		—		340		—
Total non-cash interest expense		1,661		523		3,348		1,045
Total cash and non-cash interest expense	$	15,534	$	11,268	$	29,614	$	22,671

(a) Non-cash interest expense in the table above was the result of the amortization of debt discounts and debt issuance costs associated with the Credit Facility, the Senior Notes and the Convertible Notes. As a result, this amortization produces an effective interest rate for these liabilities that is greater than the contractual rate per their respective debt indenture agreements; accordingly, the effective interest rates for the Credit Facility, Senior Notes and Convertible Notes are 9.66%,  7.99% and 9.37%, respectively.

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Contingencies and Commitments

6 Months Ended

Jun. 30, 2016

Contingencies and Commitments [Abstract]

Contingencies and Commitments

(6)     Contingencies and Commitments

The Company and certain of its subsidiaries are involved in litigation and are contingently liable for commitments and performance guarantees arising in the ordinary course of business. The Company and certain of its customers have made claims arising from the performance under their contracts. The Company recognizes certain significant claims for recovery of incurred cost when it is probable that the claim will result in additional contract revenue and when the amount of the claim can be reliably estimated. These assessments require judgments concerning matters such as litigation developments and outcomes, the anticipated outcome of negotiations, the number of future claims and the cost of both pending and future claims. In addition, because most contingencies are resolved over long periods of time, assets and liabilities may change in the future due to various factors.

Several matters are in the litigation and dispute resolution process. The following discussion provides a background and current status of the more significant matters.

Long Island Expressway/Cross Island Parkway Matter

The Company reconstructed the Long Island Expressway/Cross Island Parkway Interchange project for the New York State Department of Transportation (the “NYSDOT”). The $130 million project was substantially completed in January 2004 and was accepted by the NYSDOT as finally complete in February 2006. The Company incurred significant added costs in completing its work and suffered extended schedule costs due to numerous design errors, undisclosed utility conflicts, lack of coordination with local agencies and other interferences for which the Company believes the NYSDOT is responsible.

In March 2011, the Company filed its claim and complaint with the New York State Court of Claims and served to the New York State Attorney General’s Office, seeking damages in the amount of $53.8 million. In May 2011, the NYSDOT filed a motion to dismiss the Company’s claim on the grounds that the Company had not provided required documentation for project closeout and filing of a claim. In September 2011, the Company reached agreement on final payment with the Comptroller’s Office on behalf of the NYSDOT which resulted in an amount of $0.5 million payable to the Company and formally closed out the project allowing the Company to re-file its claim. The Company re-filed its claim in the amount of $53.8 million with the NYSDOT in February 2012 and with the Court of Claims in March 2012. In May 2012, the NYSDOT served its answer and counterclaims in the amount of $151million alleging fraud in the inducement and punitive damages related to disadvantaged business enterprise (“DBE”) requirements for the project. The Court subsequently ruled that NYSDOT’s counterclaims may only be asserted as a defense and offset to the Company’s claims and not as affirmative claims. In November 2014, the Appellate Division First Department affirmed the dismissal of the City’s affirmative defenses and counterclaims based on DBE fraud. The Company does not expect the counterclaims to have any material effect on its consolidated financial statements.

Management has made an estimate of the total anticipated recovery on this project, and such estimate is included in revenue recorded to date. To the extent new facts become known or the final recovery included in the claim settlement varies from the estimate, the impact of the change will be reflected in the consolidated financial statements at that time.

Fontainebleau Matter

Desert Mechanical Inc. (“DMI”) and Fisk Electric Company (“Fisk”), wholly owned subsidiaries of the Company, were subcontractors on the Fontainebleau Project in Las Vegas (“Fontainebleau”), a hotel/casino complex with approximately 3,800 rooms. In June 2009, Fontainebleau filed for bankruptcy protection, under Chapter 11 of the U.S. Bankruptcy Code, in the Southern District of Florida. Fontainebleau is headquartered in Miami, Florida.

DMI and Fisk filed liens in Nevada for approximately $44 million, representing unreimbursed costs to date and lost profits, including anticipated profits. Other unaffiliated subcontractors have also filed liens. In June 2009, DMI filed suit against Turnberry West Construction, Inc., the general contractor, in the 8th Judicial District Court, Clark County, Nevada (the “District Court”), and in May 2010, the court entered an order in favor of DMI for approximately $45 million.

In January 2010, the Bankruptcy Court approved the sale of the property to Icahn Nevada Gaming Acquisition, LLC, and this transaction closed in February 2010. As a result of a July 2010 ruling relating to certain priming liens, there was approximately $125million set aside from this sale, which is available for distribution to satisfy the creditor claims based on seniority. At that time, the total estimated sustainable lien amount was approximately $350 million. The project lender filed suit against the mechanic’s lien claimants, including DMI and Fisk, alleging that certain mechanic’s liens are invalid and that all mechanic’s liens are subordinate to the lender’s claims against the property. The Nevada Supreme Court ruled in October 2012 in an advisory opinion at the request of the Bankruptcy Court that lien priorities would be determined in favor of the mechanic lien holders under Nevada law.

In October 2013, a settlement was reached by and among the Statutory Lienholders and the other interested parties. The Bankruptcy Court appointed a mediator to facilitate the execution of that settlement agreement. Mediation is ongoing.

Management has made an estimate of the total anticipated recovery on this project, and such estimate is included in revenue recorded to date. To the extent new facts become known or the final recovery included in the claim settlement varies from the estimate, the impact of the change will be reflected in the consolidated financial statements at that time.

Honeywell Street/Queens Boulevard Bridges Matter

In 1999, the Company was awarded a contract for reconstruction of the Honeywell Street/Queens Boulevard Bridges project for the City of New York (the “City”). In June 2003, after substantial completion of the project, the Company initiated an action to recover $8.8 million in claims against the City on behalf of itself and its subcontractors. In March 2010, the City filed counterclaims for $74.6million and other relief, alleging fraud in connection with the DBE requirements for the project. In May2010, the Company served the City with its response to the City’s counterclaims and affirmative defenses. In August2013, the Court granted the Company’s motion to dismiss the City’s affirmative defenses and counterclaims relating to fraud.

The Company does not expect ultimate resolution of this matter to have any material effect on its consolidated financial statements.

Westgate Planet Hollywood Matter

Tutor-Saliba Corporation (“TSC”), a wholly owned subsidiary of the Company, contracted to construct a timeshare development project in Las Vegas which was substantially completed in December2009. The Company’s claims against the owner, Westgate Planet Hollywood Las Vegas, LLC (“WPH”), relate to unresolved owner change orders and other claims. The Company filed a lien on the project in the amount of $23.2 million, and filed its complaint with the District Court, Clark County, Nevada. Several subcontractors have also recorded liens, some of which have been released by bonds and some of which have been released as a result of subsequent payment. WPH has posted a mechanic’s lien release bond for $22.3 million.

WPH filed a cross-complaint alleging non-conforming and defective work for approximately $51 million, primarily related to alleged defects, misallocated costs, and liquidated damages. WPH revised the amount of their counterclaims to approximately $45 million.

Following multiple post-trial motions, final judgment was entered in this matter on March20, 2014. TSC was awarded total judgment in the amount of $19.7 million on its breach of contract claim, which includes an award of interest up through the date of judgment, plus attorney’s fees and costs. WPH has paid $0.6 million of that judgment. WPH was awarded total judgment in the amount of $3.1million on its construction defect claims, which includes interest up through the date of judgment. The awards are not offsetting. WPH and its Sureties have filed a notice of appeal. TSC has filed a notice of appeal on the defect award. In July 2014, the Court ordered WPH to post an additional supersedeas bond on appeal, in the amount of $1.7 million, in addition to the lien release bond of $22.3 million, which increases the security up to $24.0 million. The Nevada Supreme Court has not yet ruled on this matter.

The Company does not expect ultimate resolution of this matter to have any material effect on its consolidated financial statements. Management has made an estimate of the total anticipated recovery on this project and such estimate is included in revenue recorded to date. To the extent new facts become known or the final recovery included in the claim settlement varies from the estimate, the impact of the change will be reflected in the consolidated financial statements at that time.

U.S. Department of Commerce, National Oceanic and Atmospheric Administration Matter

Rudolph and Sletten, Inc. (“R&S”), a wholly owned subsidiary of the Company, entered into a contract with the United States Department of Commerce, National Oceanic and Atmospheric Administration (“NOAA”) for the construction of a 287,000 square-foot facility for NOAA’s Southwest Fisheries Science Center Replacement Headquarters and Laboratory in La Jolla, California. The contract work began on May 24, 2010, and was substantially completed in September 2012. R&S incurred significant additional costs as a result of a design that contained errors and omissions, NOAA’s unwillingness to correct design flaws in a timely fashion and a refusal to negotiate the time and pricing associated with change order work.

R&S has filed three certified claims against NOAA for contract adjustments related to the unresolved Owner change orders, delays, design deficiencies and other claims. The First Certified Claim was submitted on August20, 2013, in the amount of $26.8 million ("First Certified Claim") and the Second Certified Claim was submitted on October30, 2013, in the amount of $2.6 million ("Second Certified Claim") and the Third Certified Claim was submitted on October1, 2014 in the amount of $0.7 million (“Third Certified Claim”).

NOAA requested an extension to issue a decision on the First Certified Claim and on the Third Certified Claim, but did not request an extension of time to review the Second Certified Claim. On January6, 2014, R&S filed suit in the United States Federal Court of Claims on the Second Certified Claim plus interest and attorney's fees and costs. This was followed by a submission of a lawsuit on the First Certified Claim on July 31, 2014. In February2015, the Court denied NOAA’s motion to dismiss the Second Certified Claim. In March2015, the Contracting Officer issued decisions on all Claims accepting a total of approximately $1.0 million of claims and denying approximately $29.5 million of claims. On April14, 2015, the Court consolidated the cases. No trial date has been set.

Management has made an estimate of the total anticipated recovery on this project, and such estimate is included in revenue recorded to date. To the extent new facts become known or the final recovery included in the claim settlement varies from the estimate, the impact of the change will be reflected in the consolidated financial statements at that time.

Five Star Electric Matter

In the third quarter of 2015, Five Star Electric Corp. ("Five Star"), a subsidiary of the Company that was acquired in 2011, entered into a tolling agreement related to an ongoing investigation being conducted by the United States Attorney for the Eastern District of New York (“USAO EDNY”). The tolling agreement extended the statute of limitations to avoid the expiration of any unexpired statute of limitations while the investigation is pending. Five Star has been cooperating with the USAO EDNY since late June 2014, when it was first made aware of the investigation, and has been providing information related to its use of certain minority-owned, women-owned, small and disadvantaged business enterprises and, in addition, most recently, information regarding certain of Five Star’s employee compensation, benefit and tax practices. The investigation covers the period of 2005-2014.

The Company cannot predict the ultimate outcome of the investigation and cannot accurately estimate any potential liability that Five Star or the Company may incur or the impact of the results of the investigation on Five Star or the Company.

Alaskan Way Viaduct Matter

In January 2011, Seattle Tunnel Partners (“STP”), a joint venture between Dragados USA, Inc. and the Company, entered into a design-build contract with the Washington State Department of Transportation ("WSDOT") for the construction of a large diameter bored tunnel in downtown Seattle, King County, Washington to replace the Alaskan Way Viaduct, also known as State Route 99.

The construction of the large diameter bored tunnel requires the use of a tunnel boring machine (“TBM”). In December2013, the TBM struck a steel pipe, installed by WSDOT as a well casing for an exploratory well. The TBM was damaged and was required to be shut down for repair. STP has asserted that the steel pipe casing was a differing site condition that WSDOT failed to properly disclose. The Disputes Review Board mandated by the contract to hear disputes issued a decision finding the steel casing was a Type I differing site condition. WSDOT has not accepted that finding.

The TBM is insured under a Builder’s Risk Insurance Policy (“the Policy”) with Great Lakes Reinsurance (UK) PLC and a consortium of other insurers (the “Insurers”). STP submitted the claims to the insurer and requested interim payments under the Policy. The Insurers refused to pay and denied coverage. In June2015, STP filed a lawsuit in the King County Superior Court, State of Washington (“Washington Superior Court”) seeking declaratory relief concerning contract interpretation as well as damages as a result of the Insurers’ breach of its obligations under the terms of the Policy. WSDOT is deemed a plaintiff since WSDOT is an insured under the Policy and had filed its own claim for damages. Trial is scheduled for June2017. In April2016, the Insurers filed a motion with the Court of Appeals seeking dismissal of STP’s claims. The commissioner’s ruling is pending before the Court of Appeals.

In October 2015, WSDOT filed a complaint against STP in the Washington Superior Court for breach of contract and declaratory relief concerning contract interpretation. Said Complaint was dismissed. In March2016, WSDOT refiled action against STP in Thurston County Superior Court. In July2016, STP filed its answer to WSDOT’s complaint and filed a counterclaim against WSDOT and against the manufacturer of the TBM.

As of June2016, the Company has concluded that the potential for a material adverse financial impact due to the Insurer’s and WSDOT’s respective legal actions are neither probable nor remote. Management has made an estimate of the total anticipated recovery on this project and such estimate is included in revenue recorded to date. To the extent new facts become known or the final recovery included in the claim settlement varies from the estimate, the impact of the change will be reflected in the financial statements at that time.

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Share-Based Compensation

6 Months Ended

Jun. 30, 2016

Share-Based Compensation [Abstract]

Share-Based Compensation

(7)Share-Based Compensation

The Company’s share-based compensation plan is described, and informational disclosures are provided, in the Notes to Consolidated Financial Statements included in the Form 10-K for the year ended December31, 2015. In the first half of 2016 and 2015, 483,387 and 321,500 restricted stock units were granted at weighted-average per share prices of $19.14 and $23.07, respectively. During the first half of 2016 and 2015, the Company awarded 274,000 and 259,000 stock options at weighted-average exercise prices of $16.20and $16.07 per share, respectively. The options expire ten years after the grant date. Both the restricted stock units and options granted in 2016 and 2015 vest upon the achievement of defined performance targets.

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Other Comprehensive Income (Loss)

6 Months Ended

Jun. 30, 2016

Other Comprehensive Income (Loss) [Abstract]

Other Comprehensive Income (Loss)

(8)Other Comprehensive Income (Loss)

The tax effects of the components of other comprehensive income (loss) for the three months ended June 30, 2016 and 2015 are as follows:

	Three Months Ended						Three Months Ended
	June 30, 2016						June 30, 2015
(in thousands)	Before-Tax Amount		Tax (Expense) Benefit		Net-of-Tax Amount		Before-Tax Amount		Tax (Expense) Benefit		Net-of-Tax Amount
Other comprehensive income (loss):
Defined benefit pension plan adjustments	$	427	$	(103)	$	324	$	-	$	-	$	-
Foreign currency translation adjustment		(396)		138		(258)		(1,877)		731		(1,146)
Unrealized gain (loss) in fair value of investments		(271)		118		(153)		(122)		48		(74)
Unrealized gain (loss) in fair value of interest rate swap		17		(6)		11		99		(39)		60
Total other comprehensive income (loss)	$	(223)	$	147	$	(76)	$	(1,900)	$	740	$	(1,160)

The tax effects of the components of other comprehensive income (loss) for the six months ended June 30, 2016 and 2015 are as follows:

	Six Months Ended						Six Months Ended
	June 30, 2016						June 30, 2015
(in thousands)	Before-Tax Amount		Tax (Expense) Benefit		Net-of-Tax Amount		Before-Tax Amount		Tax (Expense) Benefit		Net-of-Tax Amount
Other comprehensive income (loss):
Defined benefit pension plan adjustments	$	853	$	(282)	$	571	$	-	$	-	$	-
Foreign currency translation adjustment		1,208		(536)		672		(2,841)		1,107		(1,734)
Unrealized gain (loss) in fair value of investments		(258)		113		(145)		(138)		54		(84)
Unrealized gain (loss) in fair value of interest rate swap		(45)		21		(24)		173		(68)		105
Total other comprehensive income (loss)	$	1,758	$	(684)	$	1,074	$	(2,806)	$	1,093	$	(1,713)

The following tables present the changes in accumulated other comprehensive income (“AOCI”) balances by component (aftertax) for the three and sixmonths ended June 30, 2016:

	For the Three Months Ended June 30, 2016
(in thousands)	Defined Benefit Pension Plan		Foreign Currency Translation		Unrealized Gain in Fair Value of Investments, net		Unrealized Gain (Loss) in Fair Value of Interest Rate Swap, net		Accumulated Other Comprehensive Income (Loss), Net
Balance as of March 31, 2016	$	(37,995)	$	(3,673)	$	664	$	(11)	$	(41,015)
Other comprehensive income (loss) before reclassifications		—		(258)		(153)		11		(400)
Amounts reclassified from AOCI		324		—		—		—		324
Total other comprehensive income (loss)		324		(258)		(153)		11		(76)
Balance as of June 30,2016	$	(37,671)	$	(3,931)	$	511	$	—	$	(41,091)

	For the Six Months Ended June 30, 2016
(in thousands)	Defined Benefit Pension Plan		Foreign Currency Translation		Unrealized Gain in Fair Value of Investments, net		Unrealized Gain (Loss) in Fair Value of Interest Rate Swap, net		Accumulated Other Comprehensive Income (Loss), Net
Balance as of December 31, 2015	$	(38,242)	$	(4,603)	$	656	$	24	$	(42,165)
Other comprehensive income (loss) before reclassifications		—		672		(145)		(24)		503
Amounts reclassified from AOCI		571		—		—		—		571
Total other comprehensive income (loss)		571		672		(145)		(24)		1,074
Balance as of June 30, 2016	$	(37,671)	$	(3,931)	$	511	$	—	$	(41,091)

The following tables present the changes in AOCI balances by component (after tax) for the three and six months ended June 30, 2015:

	For the Three Months Ended June 30, 2015
(in thousands)	Defined Benefit Pension Plan		Foreign Currency Translation		Unrealized Loss in Fair Value of Investments, net		Unrealized Gain in Fair Value of Interest Rate Swap, net		Accumulated Other Comprehensive Income (Loss), Net
Balance as of March 31, 2015	$	(40,268)	$	(1,977)	$	(120)	$	194	$	(42,171)
Other comprehensive income (loss)		—		(1,146)		(74)		60		(1,160)
Balance as of June 30, 2015	$	(40,268)	$	(3,123)	$	(194)	$	254	$	(43,331)

	For the Six Months Ended June 30, 2015
(in thousands)	Defined Benefit Pension Plan		Foreign Currency Translation		Unrealized Loss in Fair Value of Investments, net		Unrealized Gain in Fair Value of Interest Rate Swap, net		Accumulated Other Comprehensive Income (Loss), Net
Balance as of December 31, 2014	$	(40,268)	$	(1,389)	$	(110)	$	149	$	(41,618)
Other comprehensive income (loss)		—		(1,734)		(84)		105		(1,713)
Balance as of June 30, 2015		(40,268)		(3,123)		(194)		254		(43,331)

The items reclassified out of AOCI and the corresponding location and impact on the Condensed Consolidated Statement of Operations are as follows:

	Location in	Three Months Ended				Six Months Ended
	Condensed Consolidated	June 30,				June 30,
(in thousands)	Statements of Earnings	2016		2015		2016		2015
Defined benefit pension plan adjustments	Various accounts(a)	$	427	$	—	$	853	$	—
Income tax benefit	Provision for income taxes		(103)		—		(282)		—
Net of tax		$	324	$	—	$	571	$	—

(a) Defined benefit pension plan adjustments were reclassified primarily to cost of operations and general and administrative expenses.

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Income Taxes

6 Months Ended

Jun. 30, 2016

Income Taxes [Abstract]

Income Taxes

(9)     Income Taxes

The Company’s income tax provision was $14.4 million and $25.7 million for the three and six months endedJune 30, 2016, with an effective tax rate of 40.3% and 41.2%, respectively, compared to an income tax provision of $8.2 million and $11.3 million with an effective tax rate of 41.1% and 40.1% for the same periodsin 2015. The effective tax rate for the second quarter of 2016 was favorably impacted by various accrual and interest adjustments relating to uncertain tax benefits.

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Fair Value Measurements

6 Months Ended

Jun. 30, 2016

Fair Value Measurements [Abstract]

Fair Value Measurements

(10)     Fair Value Measurements

The fair value hierarchy established by ASC 820, Fair Value Measurements, prioritizes the use of inputs used in valuation techniques into the following three levels:

Level 1 — quoted prices in active markets for identical assets or liabilities

Level 2 — inputs are other than Level 1 inputs that are observable, either directly or indirectly

Level 3 — unobservable inputs

The following is a summary of financial statement items carried at estimated fair values measured on a recurring basis as of the dates presented:

	June 30, 2016								December 31, 2015
	Fair Value Hierarchy								Fair Value Hierarchy
(in thousands)	Total		Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3
Assets:
Cash and cash equivalents (a)	$	93,622	$	93,622	$	—	$	—	$	75,452	$	75,452	$	—	$	—
Restricted cash (a)		49,452		49,452		—		—		45,853		45,853		—		—
Investments in lieu of retainage (b)		47,204		41,080		6,124		—		41,566		35,350		6,216		—
Total	$	190,278	$	184,154	$	6,124	$	—	$	162,871	$	156,655	$	6,216	$	—
Liabilities:
Interest rate swap contract (c)	$	—	$	—	$	—	$	—	$	45	$	—	$	45	$	—
Total	$	—	$	—	$	—	$	—	$	45	$	—	$	45	$	—

(a) Cash, cash equivalents and restricted cash consist primarily of money market funds with original maturity dates of three months or less, for which fair value is determined through quoted market prices.

(b) Investments in lieu of retainage are classified as accounts  receivable and are comprised primarily of money market funds, U.S. Treasury Notes and other municipal bonds, the majority of which are rated Aa3 or better. The fair values of the U.S. Treasury Notes and municipal bonds are obtained from readily-available pricing sources for comparable instruments and, as such, the Company has classified these assets as Level 2.

(c) The Company values the interest rate swap liability utilizing a discounted cash flow model that takes into consideration forward interest rates observable in the market and the counterparty’s risk. The Company's only interest rate swap contract expired in June 2016.

The Company did not have transfers between Levels 1 and 2 for either financial assets or liabilities, during the three and six months endedJune 30, 2016 or 2015.

The carrying amount of cash and cash equivalents approximates fair value due to the short-term nature of these items. The carrying value of receivables, payables and other amounts arising out of normal contract activities, including retainage, which may be settled beyond one year, is estimated to approximate fair value. Of the Company’s long-term debt, the fair value of the Senior Notes was$303.4 millionand $305.6million as of June 30, 2016 and December 31, 2015, respectively, and the fair value of the Convertible Noteswas $208.9 million as of June 30, 2016; the fair values were determined using Level 1 inputs, specifically current observable market prices. The reported value of the Company’s remaining long-term debt at June 30, 2016 and December 31, 2015 approximates fair value.

The fair value of the liability component of the Convertible Notes as of the issuance date of June15, 2016 was $153.2 million, which was determined using a  Binomial Lattice approach based on Level 2 inputs, specifically quoted prices in active markets for similar debt instruments that do not have a conversion feature. See Note 5 for additional information related to the Company’s Convertible Notes.

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Business Segments

6 Months Ended

Jun. 30, 2016

Business Segments [Abstract]

Business Segments

(11)     Business Segments

The Company offers general contracting, pre-construction planning and comprehensive project management services, including planning and scheduling of the manpower, equipment, materials and subcontractors required for the timely completion of a project in accordance with the terms and specifications contained in a construction contract. The Company also offers self-performed construction services: site work, concrete forming and placement, steel erection, electrical, mechanical, plumbing and HVAC. As described further below, our business is conducted through three segments: Civil, Building and Specialty Contractors. These segments are determined based on how the Company’s Chairman and Chief Executive Officer (chief operating decision maker) aggregates business units when evaluating performance and allocating resources.

The Civil segment specializes in public works construction and the replacement and reconstruction of infrastructure. The civil contracting services include construction and rehabilitation of highways, bridges, tunnels, mass-transit systems, and water management and wastewater treatment facilities.

The Building segment has significant experience providing services to a number of specialized building markets for private and public works customers, including the high-rise residential, hospitality and gaming, transportation, health care, commercial and government offices, sports and entertainment, education, correctional facilities, biotech, pharmaceutical, industrial and high-tech markets.

The Specialty Contractors segment specializes in electrical, mechanical, plumbing, HVAC, fire protection systems and pneumatically placed concrete for a full range of civil and building construction projects in the industrial, commercial, hospitality and gaming, and mass-transit end markets. This segment provides the Company with unique strengths and capabilities that allow the Company to position itself as a full-service contractor with greater control over scheduled work, project delivery and risk management.

The following table sets forth certain reportable segment information relating to the Company’s operations for the three and six months ended June 30, 2016 and 2015:

	Reportable Segments
					Specialty							Consolidated
(in thousands)	Civil			Building	Contractors		Total		Corporate			Total
Three Months Ended June 30, 2016
Total revenue	$	504,930	$	546,157	$	318,902	$	1,369,989	$	—		$	1,369,989
Elimination of intersegment revenue		(39,223)		(22,636)		—		(61,859)		—			(61,859)
Revenue from external customers	$	465,707	$	523,521	$	318,902	$	1,308,130	$	—		$	1,308,130
Income from construction operations	$	45,056	$	13,223	$	5,413	$	63,692	$	(14,863)	(a)	$	48,829
Three Months Ended June 30, 2015
Total revenue	$	573,360	$	472,247	$	326,798	$	1,372,405	$	—		$	1,372,405
Elimination of intersegment revenue		(39,180)		(20,843)		56		(59,967)		—			(59,967)
Revenue from external customers	$	534,180	$	451,404	$	326,854	$	1,312,438	$	—		$	1,312,438
Income from construction operations	$	46,329	$	(12,592)	$	13,743	$	47,480	$	(16,599)	(a)	$	30,881
	Reportable Segments
					Specialty							Consolidated
(in thousands)	Civil			Building	Contractors		Total		Corporate			Total
Six Months Ended June 30, 2016
Total revenue	$	872,431	$	1,034,151	$	600,675	$	2,507,257	$	—		$	2,507,257
Elimination of intersegment revenue		(70,866)		(42,892)		—		(113,758)		—			(113,758)
Revenue from external customers	$	801,565	$	991,259	$	600,675	$	2,393,499	$	—		$	2,393,499
Income from construction operations	$	78,721	$	25,673	$	14,826	$	119,220	$	(30,269)	(a)	$	88,951
Six Months Ended June 30, 2015
Total revenue	$	966,236	$	888,309	$	619,816	$	2,474,361	$	—		$	2,474,361
Elimination of intersegment revenue		(57,382)		(38,076)		—		(95,458)		—			(95,458)
Revenue from external customers	$	908,854	$	850,233	$	619,816	$	2,378,903	$	—		$	2,378,903
Income from construction operations	$	76,923	$	(14,870)	$	24,267	$	86,320	$	(35,355)	(a)	$	50,965

(a) Consists primarily of corporate general and administrative expenses.

During the three months ended June 30, 2016, there were no material adjustments recorded. During the first quarter of 2016, the Company recorded net favorable adjustments totaling $3.0 million in income from construction operations ($0.04 per diluted share) for various Five Star Electric projects in New York in the Specialty Contractors segment. These included the following offsetting adjustments: a favorable adjustment of $14.0million for a completed project ($0.17 per diluted share) and an unfavorable adjustment of $13.8 million for a project that is substantially complete ($0.17 per diluted share).

During the three and six months ended June 30, 2015, the Company recorded unfavorable adjustments totaling $14.7 million ($0.17 per diluted share) and $17.7 million ($0.21 per diluted share), respectively, related to changes in the estimated cost to complete a certain Building segment project.

Income from construction operations for the three and six months ended June30, 2016 includes depreciation and amortization of $12.4 million and $20.5million for the Civil segment, $0.5 million and $1.1 million for the Building segment, $1.3 million and $2.6million for the Specialty Contractors segment and $2.9 million and $5.8 million for Corporate, respectively. Income from construction operations for the three and six months ended June30, 2015 includes depreciation and amortization of $5.6 millionand $11.1million for the Civil segment,$0.8 million and $1.5 million for the Building segment, $1.4 million and $2.7 million for the Specialty Contractors segment and $2.6millionand $5.1 millionfor Corporate, respectively.

A reconciliation of segment results to the consolidated income before income taxes is as follows:

	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands)	2016		2015		2016		2015
Income from construction operations	$	48,829	$	30,881	$	88,951	$	50,965
Other income (expense), net		2,485		379		3,166		(97)
Interest expense		(15,534)		(11,268)		(29,614)		(22,671)
Income before income taxes	$	35,780	$	19,992	$	62,503	$	28,197

Total assets by segment are as follows:

(in thousands)	June 30, 2016		December 31, 2015
Civil	$	2,044,060	$	1,964,038
Building		882,465		795,851
Specialty Contractors		803,073		860,285
Corporate and other (a)		465,987		416,503
Total Assets	$	4,195,585	$	4,036,677

(a) Consists principally of cash and cash equivalents as well as corporate transportation and other equipment.

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Employee Pension Plans

6 Months Ended

Jun. 30, 2016

Employee Pension Plans [Abstract]

Employee Pension Plans

(12)     Employee Pension Plans

The Company has a defined benefit pension plan and an unfunded supplemental retirement plan. Effective September 1, 2004, all benefit accruals under these plans were frozen; however, the current vested benefit was preserved. The pension disclosure presented below includes aggregated amounts for both of the Company’s plans.

The following table sets forth the net periodic benefit cost for the three and six months endedJune 30, 2016 and 2015:

	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands)	2016		2015		2016		2015
Interest cost	$	1,053	$	1,011	$	2,106	$	2,022
Expected return on plan assets		(1,203)		(1,256)		(2,406)		(2,512)
Amortization of net loss		427		1,460		854		2,920
Other		150		—		300		—
Net periodic benefit cost	$	427	$	1,215	$	854	$	2,430

The Company contributed $0.8 million and $1.4 million to its defined benefit pension plan during the six months endedJune 30, 2016 and 2015, respectively. The Company expects to contribute an additional $1.0 million to its defined benefit pension plan during the remainder of fiscal year 2016.

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Separate Financial Information of Subsidiary Guarantors of Indebtedness

6 Months Ended

Jun. 30, 2016

Separate Financial Information of Subsidiary Guarantors of Indebtedness [Abstract]

Separate Financial Information of Subsidiary Guarantors of Indebtedness

(13)     Separate Financial Information of Subsidiary Guarantors of Indebtedness

The Company’s obligationson its Senior Notes are guaranteed by substantially all of the Company’s existing and future subsidiaries that guarantee obligations under the Credit Facility (the “Guarantors”). The guarantees are full and unconditional as well as joint and several. The Guarantors are whollyowned subsidiaries of the Company.

The following supplemental condensed consolidating financial information reflects the summarized financial information of the Company as the issuer of the senior unsecured notes, the Guarantors and the Company’s non-guarantor subsidiaries on a combined basis.

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

THREE MONTHS ENDED JUNE 30, 2016

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Revenue	$	248,134	$	1,134,967	$	469	$	(75,440)	$	1,308,130
Cost of operations		(214,264)		(1,059,536)		—		75,440		(1,198,360)
Gross profit		33,870		75,431		469		—		109,770
General and administrative expenses		(18,040)		(42,438)		(463)		—		(60,941)
Income from construction operations		15,830		32,993		6		—		48,829
Equity in earnings of subsidiaries		20,343		—		—		(20,343)		—
Other income (expense), net		1,568		1,127		253		(463)		2,485
Interest expense		(15,396)		(601)		—		463		(15,534)
Income (Loss) before income taxes		22,345		33,519		259		(20,343)		35,780
Provision for income taxes		(984)		(13,410)		(25)		—		(14,419)
Net income (loss)	$	21,361	$	20,109	$	234	$	(20,343)	$	21,361
Other comprehensive income (loss), net of tax:
Other comprehensive income of subsidiaries		(411)		—		—		411		—
Defined benefit pension plan adjustments		324		—		—		—		324
Foreign currency translation adjustment		—		(258)		—		—		(258)
Unrealized gain in fair value of investments		—		(153)		—		—		(153)
Unrealized loss in fair value of interest rate swap		11		—		—		—		11
Total other comprehensive (loss) income, net of tax		(76)		(411)		—		411		(76)
Total Comprehensive Income (Loss)	$	21,285	$	19,698	$	234	$	(19,932)	$	21,285

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

THREE MONTHS ENDED JUNE 30, 2015

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Revenue	$	309,217	$	1,065,766	$	2,793	$	(65,338)	$	1,312,438
Cost of operations		(265,129)		(1,014,027)		—		65,338		(1,213,818)
Gross profit		44,088		51,739		2,793		—		98,620
General and administrative expenses		(25,289)		(41,985)		(465)		—		(67,739)
Income from construction operations		18,799		9,754		2,328		—		30,881
Equity in earnings of subsidiaries		6,586		—		—		(6,586)		—
Other income (expense), net		(187)		431		135		—		379
Interest expense		(10,413)		(855)		—		—		(11,268)
Income (Loss) before income taxes		14,785		9,330		2,463		(6,586)		19,992
Provision for income taxes		(3,008)		(4,121)		(1,086)		—		(8,215)
Net income (loss)	$	11,777	$	5,209	$	1,377	$	(6,586)	$	11,777
Other comprehensive income (loss), net of tax:
Other comprehensive income of subsidiaries		(1,220)		—		—		1,220		—
Defined benefit pension plan adjustments		—		—		—		—		—
Foreign currency translation adjustment		—		(1,146)		—		—		(1,146)
Unrealized loss in fair value of investments		—		(74)		—		—		(74)
Unrealized gain in fair value of interest rate swap		60		—		—		—		60
Total other comprehensive (loss) income, net of tax		(1,160)		(1,220)		—		1,220		(1,160)
Total Comprehensive Income (Loss)	$	10,617	$	3,989	$	1,377	$	(5,366)	$	10,617

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

SIX MONTHS ENDED JUNE 30, 2016

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Revenue	$	424,859	$	2,121,328	$	7,573	$	(160,261)	$	2,393,499
Cost of operations		(368,553)		(1,970,345)		—		160,261		(2,178,637)
Gross profit		56,306		150,983		7,573		—		214,862
General and administrative expenses		(39,698)		(85,275)		(938)		—		(125,911)
Income from construction operations		16,608		65,708		6,635		—		88,951
Equity in earnings of subsidiaries		43,422		—		—		(43,422)		—
Other income (expense), net		946		2,187		496		(463)		3,166
Interest expense		(28,880)		(1,197)		—		463		(29,614)
Income (Loss) before income taxes		32,096		66,698		7,131		(43,422)		62,503
Benefit (Provision) for income taxes		4,664		(27,470)		(2,937)		—		(25,743)
Net income (loss)	$	36,760	$	39,228	$	4,194	$	(43,422)	$	36,760
Other comprehensive income (loss), net of tax:
Other comprehensive income of subsidiaries		527		—		—		(527)		—
Defined benefit pension plan adjustments		571		—		—		—		571
Foreign currency translation adjustment		—		672		—		—		672
Unrealized gain in fair value of investments		—		(145)		—		—		(145)
Unrealized loss in fair value of interest rate swap		(24)		—		—		—		(24)
Total other comprehensive (loss) income, net of tax	$	1,074	$	527	$	—	$	(527)	$	1,074
Total Comprehensive Income (Loss)	$	37,834	$	39,755	$	4,194	$	(43,949)	$	37,834

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

SIX MONTHS ENDED JUNE 30, 2015

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Revenue	$	545,509	$	1,950,869	$	7,084	$	(124,559)	$	2,378,903
Cost of operations		(474,962)		(1,839,121)		—		124,559		(2,189,524)
Gross profit		70,547		111,748		7,084		—		189,379
General and administrative expenses		(50,324)		(87,151)		(939)		—		(138,414)
Income from construction operations		20,223		24,597		6,145		—		50,965
Equity in earnings of subsidiaries		18,526		—		—		(18,526)		—
Other income (expense), net		(1,977)		1,627		253		—		(97)
Interest expense		(20,955)		(1,716)		—		—		(22,671)
Income (Loss) before income taxes		15,817		24,508		6,398		(18,526)		28,197
Benefit (Provision) for income taxes		1,086		(9,817)		(2,563)		—		(11,294)
Net income (loss)	$	16,903	$	14,691	$	3,835	$	(18,526)	$	16,903
Other comprehensive income (loss), net of tax:
Other comprehensive income of subsidiaries		(1,818)		—		—		1,818		—
Defined benefit pension plan adjustments										—
Foreign currency translation adjustment		—		(1,734)		—		—		(1,734)
Unrealized loss in fair value of investments		—		(84)		—		—		(84)
Unrealized gain in fair value of interest rate swap		105		—		—		—		105
Total other comprehensive (loss) income, net of tax		(1,713)		(1,818)		—		1,818		(1,713)
Total Comprehensive Income (Loss)	$	15,190	$	12,873	$	3,835	$	(16,708)	$	15,190

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING BALANCE SHEET

June 30, 2016

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Assets
Current assets:
Cash and cash equivalents	$	56,744	$	36,628	$	250	$	—	$	93,622
Restricted cash		3,261		2,958		43,233		—		49,452
Accounts receivable		456,016		1,377,164		89,282		(183,119)		1,739,343
Costs and estimated earnings in excess of billings		97,028		774,448		152		(60,222)		811,406
Deferred income taxes		8,898		10,200		—		—		19,098
Other current assets		49,217		37,705		9,023		(18,985)		76,960
Total current assets		671,164		2,239,103		141,940		(262,326)		2,789,881
Property and equipment		94,170		409,290		3,935		—		507,395
Intercompany notes and receivables		—		223,736		—		(223,736)		—
Goodwill		—		585,006		—		—		585,006
Intangible assets, net		—		94,768		—		—		94,768
Investment in subsidiaries		2,142,018		—		—		(2,142,018)		—
Other Assets		112,252		86,405		25,735		(5,857)		218,535
Total assets	$	3,019,604	$	3,638,308	$	171,610	$	(2,633,937)	$	4,195,585
Liabilities and stockholders' equity
Current liabilities:
Current maturities of long-term debt	$	153,959	$	26,297	$	—	$	(60,000)	$	120,256
Accounts payable		233,052		923,075		5,351		(193,285)		968,193
Billings in excess of costs and estimated earnings		114,649		201,483		2,524		6,634		325,290
Accrued expenses and other current liabilities		57,494		91,616		37,715		(15,675)		171,150
Total current liabilities		559,154		1,242,471		45,590		(262,326)		1,584,889
Long-term debt, less current maturities		610,080		76,042		—		(5,857)		680,265
Deferred income taxes		62,562		211,828		22,338		—		296,728
Other long-term liabilities		108,004		2,312		30,554		—		140,870
Intercompany notes and advances payable		186,971		—		36,765		(223,736)		—
Contingencies and commitments		—		—		—		—		—
Stockholders’ equity		1,492,833		2,105,655		36,363		(2,142,018)		1,492,833
Total liabilities and stockholders' equity	$	3,019,604	$	3,638,308	$	171,610	$	(2,633,937)	$	4,195,585

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING BALANCE SHEET

DECEMBER 31, 2015

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Assets
Current assets:
Cash and cash equivalents	$	47,196	$	26,892	$	1,364	$	—	$	75,452
Restricted cash		3,369		3,283		39,201		—		45,853
Accounts receivable		358,437		1,179,919		82,004		(146,745)		1,473,615
Costs and estimated earnings in excess of billings		114,580		868,026		152		(77,583)		905,175
Deferred income taxes		2,255		21,356		2,695		—		26,306
Other current assets		60,119		48,482		11,662		(11,419)		108,844
Total current assets		585,956		2,147,958		137,078		(235,747)		2,635,245
Property and equipment		105,306		414,143		4,076		—		523,525
Intercompany notes and receivables		—		148,637		—		(148,637)		—
Goodwill		—		585,006		—		—		585,006
Intangible assets, net		—		96,540		—		—		96,540
Investment in subsidiaries		1,962,983		—		—		(1,962,983)		—
Other Assets		58,722		128,094		15,268		(5,723)		196,361
Total assets	$	2,712,967	$	3,520,378	$	156,422	$	(2,353,090)	$	4,036,677
Liabilities and stockholders' equity
Current liabilities:
Current maturities of long-term debt	$	107,283	$	41,634	$	—	$	(60,000)	$	88,917
Accounts payable		211,679		890,268		3,222		(167,705)		937,464
Billings in excess of costs and estimated earnings		89,303		203,003		1,716		(5,711)		288,311
Accrued expenses and other current liabilities		6,145		115,392		39,810		(2,331)		159,016
Total current liabilities		414,410		1,250,297		44,748		(235,747)		1,473,708
Long-term debt, less current maturities		653,669		80,821		—		(5,723)		728,767
Deferred income taxes		—		273,310		—		—		273,310
Other long-term liabilities		106,588		3,278		30,799		—		140,665
Intercompany notes and advances payable		118,073		—		30,564		(148,637)		—
Contingencies and commitments		—		—		—		—		—
Stockholders’ equity		1,420,227		1,912,672		50,311		(1,962,983)		1,420,227
Total liabilities and stockholders' equity	$	2,712,967	$	3,520,378	$	156,422	$	(2,353,090)	$	4,036,677

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

SIX MONTHS ENDED JUNE 30, 2016

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Cash flows from operating activities:
Net income (loss)	$	36,760	$	39,228	$	4,194	$	(43,422)	$	36,760
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization		12,244		17,571		141		—		29,956
Equity in earnings of subsidiaries		(43,422)		—		—		43,422		—
Share-based compensation expense		6,959		—		—		—		6,959
Change in debt discount and deferred debt issuance costs		3,348		—		—		—		3,348
Deferred income taxes		(261)		(110)		—		—		(371)
Loss on sale of property and equipment		138		66		—		—		204
Other long-term liabilities		(2,600)		(966)		(245)		—		(3,811)
Other non-cash items		(240)		1,440		—		—		1,200
Changes in other components of working capital		24,144		(92,711)		(1,102)		—		(69,669)
NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES		37,070		(35,482)		2,988		—		4,576
Cash flows from investing activities:
Acquisition of property and equipment excluding financed purchases		(1,410)		(7,271)		—		—		(8,681)
Proceeds from sale of property and equipment		164		928		—		—		1,092
(Increase) decrease in intercompany advances		—		71,487		—		(71,487)		—
Change in restricted cash		108		325		(4,032)		—		(3,599)
NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES		(1,138)		65,469		(4,032)		(71,487)		(11,188)
Cash flows from financing activities:
Proceeds from issuance of convertible notes		200,000		—		—		—		200,000
Proceeds from debt		705,708		5,384		—		—		711,092
Repayment of debt		(846,019)		(25,635)		—		—		(871,654)
Debt Issuance Costs		(14,656)		—		—		—		(14,656)
Increase (decrease) in intercompany advances		(71,417)		—		(70)		71,487		—
NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES		(26,384)		(20,251)		(70)		71,487		24,782
Net (decrease) increase in cash and cash equivalents		9,548		9,736		(1,114)		—		18,170
Cash and cash equivalents at beginning of year		47,196		26,892		1,364		—		75,452
Cash and cash equivalents at end of period	$	56,744	$	36,628	$	250	$	—	$	93,622

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

SIX MONTHS ENDED JUNE 30, 2015

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Cash flows from operating activities:
Net income (loss)	$	16,903	$	14,691	$	3,835	$	(18,526)	$	16,903
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization		4,919		15,333		137		—		20,389
Equity in earnings of subsidiaries		(18,526)		—		—		18,526		—
Share-based compensation expense		13,324		—		—		—		13,324
Excess income tax benefit from stock-based compensation		(162)		—		—		—		(162)
Change in debt discount and deferred debt issuance costs		1,045		—		—		—		1,045
Deferred income taxes		(177)		—		—		—		(177)
(Gain) loss on sale of property and equipment		29		(342)		—		—		(313)
Other long-term liabilities		(56)		98		—		—		42
Other non-cash items		1,881		(5,140)		—		—		(3,259)
Changes in other components of working capital		(159,846)		96,590		(16,294)		—		(79,550)
NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES		(140,666)		121,230		(12,322)		—		(31,758)
Cash flows from investing activities:
Acquisition of property and equipment		—		(29,516)		(28)		—		(29,544)
Proceeds from sale of property and equipment		(21,505)		22,627		—		—		1,122
Decrease (increase) in intercompany advances		—		(101,660)		—		101,660		—
Change in restricted cash		—		339		4,538		—		4,877
NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES		(21,505)		(108,210)		4,510		101,660		(23,545)
Cash flows from financing activities:
Proceeds from debt		473,362		128		—		—		473,490
Repayment of debt		(427,107)		(19,132)		—		—		(446,239)
Excess income tax benefit from stock-based compensation		162		—		—		—		162
Issuance of common stock and effect of cashless exercise		(776)		—		—		—		(776)
Increase (decrease) in intercompany advances		104,573		—		(2,913)		(101,660)		—
NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES		150,214		(19,004)		(2,913)		(101,660)		26,637
Net (decrease) increase in cash and cash equivalents		(11,957)		(5,984)		(10,725)		—		(28,666)
Cash and cash equivalents at beginning of year		75,087		36,764		23,732		—		135,583
Cash and cash equivalents at end of period	$	63,130	$	30,780	$	13,007	$	—	$	106,917

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Recent Accounting Pronouncements (Policies)

6 Months Ended

Jun. 30, 2016

Recent Accounting Pronouncements [Abstract]

Recent Accounting Pronouncements

(2)     Recent Accounting Pronouncements

In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments. The amendments in this update replace the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable informationin credit loss estimates. This guidance is effective for the Company as of January1, 2020 with early adoption permitted as of January 1, 2019. The Company is currently assessing the impact of this standard on its consolidated financial statements.

In the first quarter of 2016, the Company adopted ASU 2015-03, Interest – Imputation of Interest (Subtopic 835-30). This ASUrequires companies to present, in the balance sheet, debt issuance costs related to a recognized debt liability as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. In addition, the amortization of that debt discount is required to be presented as a component of interest expense. The Company applied this guidance retrospectively, effective January1, 2016.Accordingly, the Company reclassified unamortized debt issuance costs of $5.8 million fromOther Assets to Long-Term Debt,  less current maturities in its December31, 2015 Condensed Consolidated Balance Sheet and reclassified amortization of deferred debt issuance costs of $0.3 million and $0.6 million, respectively, from Other income (expense), net to Interest Expense in its Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2015.

In March 2016, the FASB issued ASU No. 2016-09, Improvement to Employee Share-Based Payment Accounting (Topic 718), which simplifies several aspects of the accounting for employee share-based payments including: accounting for income taxes, forfeitures and statutory tax withholding requirements. This guidance is to be adopted by the Company as of January1, 2017. The adoption of this ASU is not expected to have a material impact on the Company’s financial statements.

In March 2016, the FASB issued ASU No. 2016-07, Equity Method and Joint Ventures (Topic 323), which eliminates the requirement that an entity retroactively adopt the equity method of accounting if an investment qualifies for use of the equity method as a result of an increase in the level of ownership. Instead, an equity method investor adds the cost of acquiring the additional interest to the current basis of the previously held interest and adopts the equity method of accounting as of the date the investment becomes qualified as such. This guidance is effective for the Company as of January 1, 2017. The Company is currently evaluating the effect that the adoption of this ASU will have on its financial statements.

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic-842), which amends the existing guidance in ASC 840 Leases. This amendment requires the recognition of lease assets and lease liabilities by lessees for those leases currently classified as operating leases. Other significant provisions of the amendment include (i) defining the “lease term” to include the non-cancellable period together with periods for which there is a significant economic incentive for the lessee to extend or not terminate the lease; (ii) defining the initial lease liability to be recorded on the balance sheet to contemplate only those variable lease payments that depend on an index or that are in substance “fixed”; and (iii) a dual approach for determining whether lease expense is recognized on a straight-line or accelerated basis, depending on whether the lessee is expected to consume more than an insignificant portion of the leased asset’s economic benefits. This ASU is to be adopted by the Company as of January 1, 2019. Lessees and lessors are required to use a modified retrospective transition method for existing leases. Accordingly, they would apply the new accounting model for the earliest year presented in the financial statements. The Company is currently evaluating the effect that the adoption of this ASU will have on its financial statements.

In November 2015, the FASB issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes (Subtopic 740-10). This ASU requires entities to present all deferred tax assets and all deferred tax liabilities as noncurrent in a classified balance sheet. This ASU is effective for the Company as of January 1, 2017. The Company had $19.1 million of current deferred tax assets and $31.1 million of current deferred tax liabilities as of June 30 2016, which will be presented as noncurrent upon adoption of this ASU.

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), which provides a single comprehensive accounting standard for revenue recognition for contracts with customers and supersedes current industry-specific guidance, including ASC 605-35. The new standard prescribes a five-step revenue recognition model that focuses on transfer of control and entitlement to consideration in determining the amount of revenue to be recognized. The guidance also significantly expands qualitative and quantitative disclosure requirements regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The standard is effective for the Company as of January 1, 2018. The adoption will result in retrospective application, either in the form of recasting all prior periods presented or a cumulative adjustment to equity in the period of adoption. The Company is currently evaluating the effect that the adoption of this ASU will have on its financial statements.

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Earnings per Share (Tables)

6 Months Ended

Jun. 30, 2016

Earnings per Share [Abstract]

Calculations of the Basic and Diluted EPS

	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands, except per share data)	2016		2015		2016		2015
Net income	$	21,361	$	11,777	$	36,760	$	16,903
Weighted-average common shares outstanding - basic		49,131		49,028		49,105		48,890
Effect of diluted stock options and unvested restricted stock		430		800		318		798
Weighted-average common shares outstanding - diluted		49,561		49,828		49,423		49,688
Net income per share:
Basic	$	0.43	$	0.24	$	0.75	$	0.35
Diluted	$	0.43	$	0.24	$	0.74	$	0.34
Anti-dilutive shares not included above		1,704		628		1,704		574

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Costs and estimated earnings in excess of billings (Tables)

6 Months Ended

Jun. 30, 2016

Costs and estimated earnings in excess of billings [Abstract]

Costs and estimated earnings in excess of billings

	June 30,		December 31,
(in thousands)	2016		2015
Claims	$	427,558	$	407,164
Unapproved change orders		220,427		270,019
Other unbilled costs and profits		163,421		227,992
Total costs and estimated earnings in excess of billings	$	811,406	$	905,175

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Financial Commitments (Tables)

6 Months Ended

Jun. 30, 2016

Financial Commitments [Abstract]

Long-term Debt

	June 30,		December 31,
(in thousands)	2016		2015
Term Loan	$	83,911	$	222,120
Revolver		148,070		155,815
Senior Notes		297,616		297,118
Convertible Notes		148,606		—
Equipment financing, mortgages and acquisition-related notes		116,179		133,288
Other indebtedness		6,139		9,343
Total debt		800,521		817,684
Less – current maturities		(120,256)		(88,917)
Long-term debt, net	$	680,265	$	728,767

Reconciliation Of Outstanding Debt Balance To Reported Debt Balance

	June 30, 2016						December 31, 2015
(in thousands)	Outstanding Long-Term Debt		Unamortized Discount and Issuance Cost		Long-Term Debt, as reported		Outstanding Long-Term Debt		Unamortized Discount and Issuance Cost		Long-Term Debt, as reported
Term Loan	$	87,500	$	(3,589)	$	83,911	$	223,750	$	(1,630)	$	222,120
Revolver		154,000		(5,930)		148,070		158,000		(2,185)		155,815
Senior Notes		300,000		(2,384)		297,616		300,000		(2,882)		297,118
Convertible Notes		200,000		(51,394)		148,606		—		—		—

Summary Of Information Related To The Liability And Equity Components Of The Convertible Notes

(in thousands)	June 30, 2016
Liability component:
Principal	$	200,000
Conversion feature		(46,800)
Allocated debt issuance costs		(4,934)
Amortization of discount and debt issuance costs (non-cash interest expense)		340
Net carrying amount	$	148,606
Equity component:
Conversion feature	$	46,800
Allocated debt issuance costs		(1,507)
Net deferred tax liability		(18,787)
Net carrying amount	$	26,506

Summary Of Interest Expense As Reported In The Condensed Consolidated Statements of Operations

	Three Months Ended				Six Months Ended
	June 30,				June 30,
(in thousands)	2016		2015		2016		2015
Cash interest expense:
Interest on Credit Facility	$	7,051	$	3,633	$	12,389	$	7,229
Interest on Senior Notes		5,719		5,719		11,438		11,438
Interest on Convertible Notes		240		—		240		—
Other interest		863		1,393		2,199		2,959
Total cash interest expense		13,873		10,745		26,266		21,626
Non-cash interest expense:(a)
Amortization of debt issuance costs on Original Facility and Amendments		1,071		279		2,510		558
Amortization of discount and debt issuance costs on Senior Notes		250		244		498		487
Amortization of discount and debt issuance costs on Convertible Notes		340		—		340		—
Total non-cash interest expense		1,661		523		3,348		1,045
Total cash and non-cash interest expense	$	15,534	$	11,268	$	29,614	$	22,671

(a) Non-cash interest expense in the table above was the result of the amortization of debt discounts and debt issuance costs associated with the Credit Facility, the Senior Notes and the Convertible Notes. As a result, this amortization produces an effective interest rate for these liabilities that is greater than the contractual rate per their respective debt indenture agreements; accordingly, the effective interest rates for the Credit Facility, Senior Notes and Convertible Notes are 9.66%,  7.99% and 9.37%, respectively.

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Other Comprehensive Income (Loss) (Tables)

6 Months Ended

Jun. 30, 2016

Other Comprehensive Income (Loss) [Abstract]

Schedule Of Tax Effects Of The Components Of Other Comprehensive Income (Loss)

The tax effects of the components of other comprehensive income (loss) for the three months ended June 30, 2016 and 2015 are as follows:

	Three Months Ended						Three Months Ended
	June 30, 2016						June 30, 2015
(in thousands)	Before-Tax Amount		Tax (Expense) Benefit		Net-of-Tax Amount		Before-Tax Amount		Tax (Expense) Benefit		Net-of-Tax Amount
Other comprehensive income (loss):
Defined benefit pension plan adjustments	$	427	$	(103)	$	324	$	-	$	-	$	-
Foreign currency translation adjustment		(396)		138		(258)		(1,877)		731		(1,146)
Unrealized gain (loss) in fair value of investments		(271)		118		(153)		(122)		48		(74)
Unrealized gain (loss) in fair value of interest rate swap		17		(6)		11		99		(39)		60
Total other comprehensive income (loss)	$	(223)	$	147	$	(76)	$	(1,900)	$	740	$	(1,160)

The tax effects of the components of other comprehensive income (loss) for the six months ended June 30, 2016 and 2015 are as follows:

	Six Months Ended						Six Months Ended
	June 30, 2016						June 30, 2015
(in thousands)	Before-Tax Amount		Tax (Expense) Benefit		Net-of-Tax Amount		Before-Tax Amount		Tax (Expense) Benefit		Net-of-Tax Amount
Other comprehensive income (loss):
Defined benefit pension plan adjustments	$	853	$	(282)	$	571	$	-	$	-	$	-
Foreign currency translation adjustment		1,208		(536)		672		(2,841)		1,107		(1,734)
Unrealized gain (loss) in fair value of investments		(258)		113		(145)		(138)		54		(84)
Unrealized gain (loss) in fair value of interest rate swap		(45)		21		(24)		173		(68)		105
Total other comprehensive income (loss)	$	1,758	$	(684)	$	1,074	$	(2,806)	$	1,093	$	(1,713)

Schedule Of Changes In AOCI Balances By Component (After-Tax)

	For the Three Months Ended June 30, 2016
(in thousands)	Defined Benefit Pension Plan		Foreign Currency Translation		Unrealized Gain in Fair Value of Investments, net		Unrealized Gain (Loss) in Fair Value of Interest Rate Swap, net		Accumulated Other Comprehensive Income (Loss), Net
Balance as of March 31, 2016	$	(37,995)	$	(3,673)	$	664	$	(11)	$	(41,015)
Other comprehensive income (loss) before reclassifications		—		(258)		(153)		11		(400)
Amounts reclassified from AOCI		324		—		—		—		324
Total other comprehensive income (loss)		324		(258)		(153)		11		(76)
Balance as of June 30,2016	$	(37,671)	$	(3,931)	$	511	$	—	$	(41,091)

	For the Six Months Ended June 30, 2016
(in thousands)	Defined Benefit Pension Plan		Foreign Currency Translation		Unrealized Gain in Fair Value of Investments, net		Unrealized Gain (Loss) in Fair Value of Interest Rate Swap, net		Accumulated Other Comprehensive Income (Loss), Net
Balance as of December 31, 2015	$	(38,242)	$	(4,603)	$	656	$	24	$	(42,165)
Other comprehensive income (loss) before reclassifications		—		672		(145)		(24)		503
Amounts reclassified from AOCI		571		—		—		—		571
Total other comprehensive income (loss)		571		672		(145)		(24)		1,074
Balance as of June 30, 2016	$	(37,671)	$	(3,931)	$	511	$	—	$	(41,091)

The following tables present the changes in AOCI balances by component (after tax) for the three and six months ended June 30, 2015:

	For the Three Months Ended June 30, 2015
(in thousands)	Defined Benefit Pension Plan		Foreign Currency Translation		Unrealized Loss in Fair Value of Investments, net		Unrealized Gain in Fair Value of Interest Rate Swap, net		Accumulated Other Comprehensive Income (Loss), Net
Balance as of March 31, 2015	$	(40,268)	$	(1,977)	$	(120)	$	194	$	(42,171)
Other comprehensive income (loss)		—		(1,146)		(74)		60		(1,160)
Balance as of June 30, 2015	$	(40,268)	$	(3,123)	$	(194)	$	254	$	(43,331)

	For the Six Months Ended June 30, 2015
(in thousands)	Defined Benefit Pension Plan		Foreign Currency Translation		Unrealized Loss in Fair Value of Investments, net		Unrealized Gain in Fair Value of Interest Rate Swap, net		Accumulated Other Comprehensive Income (Loss), Net
Balance as of December 31, 2014	$	(40,268)	$	(1,389)	$	(110)	$	149	$	(41,618)
Other comprehensive income (loss)		—		(1,734)		(84)		105		(1,713)
Balance as of June 30, 2015		(40,268)		(3,123)		(194)		254		(43,331)

Schedule Of Items Reclassified Out Of AOCI And The Corresponding Location And Impact On The Condensed Consolidated Statement Of Operations

	Location in	Three Months Ended				Six Months Ended
	Condensed Consolidated	June 30,				June 30,
(in thousands)	Statements of Earnings	2016		2015		2016		2015
Defined benefit pension plan adjustments	Various accounts(a)	$	427	$	—	$	853	$	—
Income tax benefit	Provision for income taxes		(103)		—		(282)		—
Net of tax		$	324	$	—	$	571	$	—

(a) Defined benefit pension plan adjustments were reclassified primarily to cost of operations and general and administrative expenses.

XML

Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2016

Fair Value Measurements [Abstract]

Assets and Liabilities Measured at Fair Value on a Recurring Basis

	June 30, 2016								December 31, 2015
	Fair Value Hierarchy								Fair Value Hierarchy
(in thousands)	Total		Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3
Assets:
Cash and cash equivalents (a)	$	93,622	$	93,622	$	—	$	—	$	75,452	$	75,452	$	—	$	—
Restricted cash (a)		49,452		49,452		—		—		45,853		45,853		—		—
Investments in lieu of retainage (b)		47,204		41,080		6,124		—		41,566		35,350		6,216		—
Total	$	190,278	$	184,154	$	6,124	$	—	$	162,871	$	156,655	$	6,216	$	—
Liabilities:
Interest rate swap contract (c)	$	—	$	—	$	—	$	—	$	45	$	—	$	45	$	—
Total	$	—	$	—	$	—	$	—	$	45	$	—	$	45	$	—

(a) Cash, cash equivalents and restricted cash consist primarily of money market funds with original maturity dates of three months or less, for which fair value is determined through quoted market prices.

(b) Investments in lieu of retainage are classified as accounts  receivable and are comprised primarily of money market funds, U.S. Treasury Notes and other municipal bonds, the majority of which are rated Aa3 or better. The fair values of the U.S. Treasury Notes and municipal bonds are obtained from readily-available pricing sources for comparable instruments and, as such, the Company has classified these assets as Level 2.

(c) The Company values the interest rate swap liability utilizing a discounted cash flow model that takes into consideration forward interest rates observable in the market and the counterparty’s risk. The Company's only interest rate swap contract expired in June 2016.

XML

Business Segments (Tables)

6 Months Ended

Jun. 30, 2016

Business Segments [Abstract]

Reportable Segments

	Reportable Segments
					Specialty							Consolidated
(in thousands)	Civil			Building	Contractors		Total		Corporate			Total
Three Months Ended June 30, 2016
Total revenue	$	504,930	$	546,157	$	318,902	$	1,369,989	$	—		$	1,369,989
Elimination of intersegment revenue		(39,223)		(22,636)		—		(61,859)		—			(61,859)
Revenue from external customers	$	465,707	$	523,521	$	318,902	$	1,308,130	$	—		$	1,308,130
Income from construction operations	$	45,056	$	13,223	$	5,413	$	63,692	$	(14,863)	(a)	$	48,829
Three Months Ended June 30, 2015
Total revenue	$	573,360	$	472,247	$	326,798	$	1,372,405	$	—		$	1,372,405
Elimination of intersegment revenue		(39,180)		(20,843)		56		(59,967)		—			(59,967)
Revenue from external customers	$	534,180	$	451,404	$	326,854	$	1,312,438	$	—		$	1,312,438
Income from construction operations	$	46,329	$	(12,592)	$	13,743	$	47,480	$	(16,599)	(a)	$	30,881
	Reportable Segments
					Specialty							Consolidated
(in thousands)	Civil			Building	Contractors		Total		Corporate			Total
Six Months Ended June 30, 2016
Total revenue	$	872,431	$	1,034,151	$	600,675	$	2,507,257	$	—		$	2,507,257
Elimination of intersegment revenue		(70,866)		(42,892)		—		(113,758)		—			(113,758)
Revenue from external customers	$	801,565	$	991,259	$	600,675	$	2,393,499	$	—		$	2,393,499
Income from construction operations	$	78,721	$	25,673	$	14,826	$	119,220	$	(30,269)	(a)	$	88,951
Six Months Ended June 30, 2015
Total revenue	$	966,236	$	888,309	$	619,816	$	2,474,361	$	—		$	2,474,361
Elimination of intersegment revenue		(57,382)		(38,076)		—		(95,458)		—			(95,458)
Revenue from external customers	$	908,854	$	850,233	$	619,816	$	2,378,903	$	—		$	2,378,903
Income from construction operations	$	76,923	$	(14,870)	$	24,267	$	86,320	$	(35,355)	(a)	$	50,965

(a) Consists primarily of corporate general and administrative expenses.

Reconciliation of Segment Results to Consolidated Income Before Income Taxes

	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands)	2016		2015		2016		2015
Income from construction operations	$	48,829	$	30,881	$	88,951	$	50,965
Other income (expense), net		2,485		379		3,166		(97)
Interest expense		(15,534)		(11,268)		(29,614)		(22,671)
Income before income taxes	$	35,780	$	19,992	$	62,503	$	28,197

Schedule of Assets by Segment

(in thousands)	June 30, 2016		December 31, 2015
Civil	$	2,044,060	$	1,964,038
Building		882,465		795,851
Specialty Contractors		803,073		860,285
Corporate and other (a)		465,987		416,503
Total Assets	$	4,195,585	$	4,036,677

(a) Consists principally of cash and cash equivalents as well as corporate transportation and other equipment.

XML

Employee Pension Plans (Tables)

6 Months Ended

Jun. 30, 2016

Employee Pension Plans [Abstract]

Components of Net Periodic Benefit Cost

	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands)	2016		2015		2016		2015
Interest cost	$	1,053	$	1,011	$	2,106	$	2,022
Expected return on plan assets		(1,203)		(1,256)		(2,406)		(2,512)
Amortization of net loss		427		1,460		854		2,920
Other		150		—		300		—
Net periodic benefit cost	$	427	$	1,215	$	854	$	2,430

XML

Separate Financial Information of Subsidiary Guarantors of Indebtedness (Tables)

6 Months Ended

Jun. 30, 2016

Separate Financial Information of Subsidiary Guarantors of Indebtedness [Abstract]

Condensed Consolidating Statement of Operations

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

THREE MONTHS ENDED JUNE 30, 2016

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Revenue	$	248,134	$	1,134,967	$	469	$	(75,440)	$	1,308,130
Cost of operations		(214,264)		(1,059,536)		—		75,440		(1,198,360)
Gross profit		33,870		75,431		469		—		109,770
General and administrative expenses		(18,040)		(42,438)		(463)		—		(60,941)
Income from construction operations		15,830		32,993		6		—		48,829
Equity in earnings of subsidiaries		20,343		—		—		(20,343)		—
Other income (expense), net		1,568		1,127		253		(463)		2,485
Interest expense		(15,396)		(601)		—		463		(15,534)
Income (Loss) before income taxes		22,345		33,519		259		(20,343)		35,780
Provision for income taxes		(984)		(13,410)		(25)		—		(14,419)
Net income (loss)	$	21,361	$	20,109	$	234	$	(20,343)	$	21,361
Other comprehensive income (loss), net of tax:
Other comprehensive income of subsidiaries		(411)		—		—		411		—
Defined benefit pension plan adjustments		324		—		—		—		324
Foreign currency translation adjustment		—		(258)		—		—		(258)
Unrealized gain in fair value of investments		—		(153)		—		—		(153)
Unrealized loss in fair value of interest rate swap		11		—		—		—		11
Total other comprehensive (loss) income, net of tax		(76)		(411)		—		411		(76)
Total Comprehensive Income (Loss)	$	21,285	$	19,698	$	234	$	(19,932)	$	21,285

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

THREE MONTHS ENDED JUNE 30, 2015

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Revenue	$	309,217	$	1,065,766	$	2,793	$	(65,338)	$	1,312,438
Cost of operations		(265,129)		(1,014,027)		—		65,338		(1,213,818)
Gross profit		44,088		51,739		2,793		—		98,620
General and administrative expenses		(25,289)		(41,985)		(465)		—		(67,739)
Income from construction operations		18,799		9,754		2,328		—		30,881
Equity in earnings of subsidiaries		6,586		—		—		(6,586)		—
Other income (expense), net		(187)		431		135		—		379
Interest expense		(10,413)		(855)		—		—		(11,268)
Income (Loss) before income taxes		14,785		9,330		2,463		(6,586)		19,992
Provision for income taxes		(3,008)		(4,121)		(1,086)		—		(8,215)
Net income (loss)	$	11,777	$	5,209	$	1,377	$	(6,586)	$	11,777
Other comprehensive income (loss), net of tax:
Other comprehensive income of subsidiaries		(1,220)		—		—		1,220		—
Defined benefit pension plan adjustments		—		—		—		—		—
Foreign currency translation adjustment		—		(1,146)		—		—		(1,146)
Unrealized loss in fair value of investments		—		(74)		—		—		(74)
Unrealized gain in fair value of interest rate swap		60		—		—		—		60
Total other comprehensive (loss) income, net of tax		(1,160)		(1,220)		—		1,220		(1,160)
Total Comprehensive Income (Loss)	$	10,617	$	3,989	$	1,377	$	(5,366)	$	10,617

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

SIX MONTHS ENDED JUNE 30, 2016

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Revenue	$	424,859	$	2,121,328	$	7,573	$	(160,261)	$	2,393,499
Cost of operations		(368,553)		(1,970,345)		—		160,261		(2,178,637)
Gross profit		56,306		150,983		7,573		—		214,862
General and administrative expenses		(39,698)		(85,275)		(938)		—		(125,911)
Income from construction operations		16,608		65,708		6,635		—		88,951
Equity in earnings of subsidiaries		43,422		—		—		(43,422)		—
Other income (expense), net		946		2,187		496		(463)		3,166
Interest expense		(28,880)		(1,197)		—		463		(29,614)
Income (Loss) before income taxes		32,096		66,698		7,131		(43,422)		62,503
Benefit (Provision) for income taxes		4,664		(27,470)		(2,937)		—		(25,743)
Net income (loss)	$	36,760	$	39,228	$	4,194	$	(43,422)	$	36,760
Other comprehensive income (loss), net of tax:
Other comprehensive income of subsidiaries		527		—		—		(527)		—
Defined benefit pension plan adjustments		571		—		—		—		571
Foreign currency translation adjustment		—		672		—		—		672
Unrealized gain in fair value of investments		—		(145)		—		—		(145)
Unrealized loss in fair value of interest rate swap		(24)		—		—		—		(24)
Total other comprehensive (loss) income, net of tax	$	1,074	$	527	$	—	$	(527)	$	1,074
Total Comprehensive Income (Loss)	$	37,834	$	39,755	$	4,194	$	(43,949)	$	37,834

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

SIX MONTHS ENDED JUNE 30, 2015

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Revenue	$	545,509	$	1,950,869	$	7,084	$	(124,559)	$	2,378,903
Cost of operations		(474,962)		(1,839,121)		—		124,559		(2,189,524)
Gross profit		70,547		111,748		7,084		—		189,379
General and administrative expenses		(50,324)		(87,151)		(939)		—		(138,414)
Income from construction operations		20,223		24,597		6,145		—		50,965
Equity in earnings of subsidiaries		18,526		—		—		(18,526)		—
Other income (expense), net		(1,977)		1,627		253		—		(97)
Interest expense		(20,955)		(1,716)		—		—		(22,671)
Income (Loss) before income taxes		15,817		24,508		6,398		(18,526)		28,197
Benefit (Provision) for income taxes		1,086		(9,817)		(2,563)		—		(11,294)
Net income (loss)	$	16,903	$	14,691	$	3,835	$	(18,526)	$	16,903
Other comprehensive income (loss), net of tax:
Other comprehensive income of subsidiaries		(1,818)		—		—		1,818		—
Defined benefit pension plan adjustments										—
Foreign currency translation adjustment		—		(1,734)		—		—		(1,734)
Unrealized loss in fair value of investments		—		(84)		—		—		(84)
Unrealized gain in fair value of interest rate swap		105		—		—		—		105
Total other comprehensive (loss) income, net of tax		(1,713)		(1,818)		—		1,818		(1,713)
Total Comprehensive Income (Loss)	$	15,190	$	12,873	$	3,835	$	(16,708)	$	15,190

Condensed Consolidating Balance Sheet

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING BALANCE SHEET

June 30, 2016

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Assets
Current assets:
Cash and cash equivalents	$	56,744	$	36,628	$	250	$	—	$	93,622
Restricted cash		3,261		2,958		43,233		—		49,452
Accounts receivable		456,016		1,377,164		89,282		(183,119)		1,739,343
Costs and estimated earnings in excess of billings		97,028		774,448		152		(60,222)		811,406
Deferred income taxes		8,898		10,200		—		—		19,098
Other current assets		49,217		37,705		9,023		(18,985)		76,960
Total current assets		671,164		2,239,103		141,940		(262,326)		2,789,881
Property and equipment		94,170		409,290		3,935		—		507,395
Intercompany notes and receivables		—		223,736		—		(223,736)		—
Goodwill		—		585,006		—		—		585,006
Intangible assets, net		—		94,768		—		—		94,768
Investment in subsidiaries		2,142,018		—		—		(2,142,018)		—
Other Assets		112,252		86,405		25,735		(5,857)		218,535
Total assets	$	3,019,604	$	3,638,308	$	171,610	$	(2,633,937)	$	4,195,585
Liabilities and stockholders' equity
Current liabilities:
Current maturities of long-term debt	$	153,959	$	26,297	$	—	$	(60,000)	$	120,256
Accounts payable		233,052		923,075		5,351		(193,285)		968,193
Billings in excess of costs and estimated earnings		114,649		201,483		2,524		6,634		325,290
Accrued expenses and other current liabilities		57,494		91,616		37,715		(15,675)		171,150
Total current liabilities		559,154		1,242,471		45,590		(262,326)		1,584,889
Long-term debt, less current maturities		610,080		76,042		—		(5,857)		680,265
Deferred income taxes		62,562		211,828		22,338		—		296,728
Other long-term liabilities		108,004		2,312		30,554		—		140,870
Intercompany notes and advances payable		186,971		—		36,765		(223,736)		—
Contingencies and commitments		—		—		—		—		—
Stockholders’ equity		1,492,833		2,105,655		36,363		(2,142,018)		1,492,833
Total liabilities and stockholders' equity	$	3,019,604	$	3,638,308	$	171,610	$	(2,633,937)	$	4,195,585

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING BALANCE SHEET

DECEMBER 31, 2015

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Assets
Current assets:
Cash and cash equivalents	$	47,196	$	26,892	$	1,364	$	—	$	75,452
Restricted cash		3,369		3,283		39,201		—		45,853
Accounts receivable		358,437		1,179,919		82,004		(146,745)		1,473,615
Costs and estimated earnings in excess of billings		114,580		868,026		152		(77,583)		905,175
Deferred income taxes		2,255		21,356		2,695		—		26,306
Other current assets		60,119		48,482		11,662		(11,419)		108,844
Total current assets		585,956		2,147,958		137,078		(235,747)		2,635,245
Property and equipment		105,306		414,143		4,076		—		523,525
Intercompany notes and receivables		—		148,637		—		(148,637)		—
Goodwill		—		585,006		—		—		585,006
Intangible assets, net		—		96,540		—		—		96,540
Investment in subsidiaries		1,962,983		—		—		(1,962,983)		—
Other Assets		58,722		128,094		15,268		(5,723)		196,361
Total assets	$	2,712,967	$	3,520,378	$	156,422	$	(2,353,090)	$	4,036,677
Liabilities and stockholders' equity
Current liabilities:
Current maturities of long-term debt	$	107,283	$	41,634	$	—	$	(60,000)	$	88,917
Accounts payable		211,679		890,268		3,222		(167,705)		937,464
Billings in excess of costs and estimated earnings		89,303		203,003		1,716		(5,711)		288,311
Accrued expenses and other current liabilities		6,145		115,392		39,810		(2,331)		159,016
Total current liabilities		414,410		1,250,297		44,748		(235,747)		1,473,708
Long-term debt, less current maturities		653,669		80,821		—		(5,723)		728,767
Deferred income taxes		—		273,310		—		—		273,310
Other long-term liabilities		106,588		3,278		30,799		—		140,665
Intercompany notes and advances payable		118,073		—		30,564		(148,637)		—
Contingencies and commitments		—		—		—		—		—
Stockholders’ equity		1,420,227		1,912,672		50,311		(1,962,983)		1,420,227
Total liabilities and stockholders' equity	$	2,712,967	$	3,520,378	$	156,422	$	(2,353,090)	$	4,036,677

Condensed Consolidating Statement of Cash Flows

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

SIX MONTHS ENDED JUNE 30, 2016

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Cash flows from operating activities:
Net income (loss)	$	36,760	$	39,228	$	4,194	$	(43,422)	$	36,760
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization		12,244		17,571		141		—		29,956
Equity in earnings of subsidiaries		(43,422)		—		—		43,422		—
Share-based compensation expense		6,959		—		—		—		6,959
Change in debt discount and deferred debt issuance costs		3,348		—		—		—		3,348
Deferred income taxes		(261)		(110)		—		—		(371)
Loss on sale of property and equipment		138		66		—		—		204
Other long-term liabilities		(2,600)		(966)		(245)		—		(3,811)
Other non-cash items		(240)		1,440		—		—		1,200
Changes in other components of working capital		24,144		(92,711)		(1,102)		—		(69,669)
NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES		37,070		(35,482)		2,988		—		4,576
Cash flows from investing activities:
Acquisition of property and equipment excluding financed purchases		(1,410)		(7,271)		—		—		(8,681)
Proceeds from sale of property and equipment		164		928		—		—		1,092
(Increase) decrease in intercompany advances		—		71,487		—		(71,487)		—
Change in restricted cash		108		325		(4,032)		—		(3,599)
NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES		(1,138)		65,469		(4,032)		(71,487)		(11,188)
Cash flows from financing activities:
Proceeds from issuance of convertible notes		200,000		—		—		—		200,000
Proceeds from debt		705,708		5,384		—		—		711,092
Repayment of debt		(846,019)		(25,635)		—		—		(871,654)
Debt Issuance Costs		(14,656)		—		—		—		(14,656)
Increase (decrease) in intercompany advances		(71,417)		—		(70)		71,487		—
NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES		(26,384)		(20,251)		(70)		71,487		24,782
Net (decrease) increase in cash and cash equivalents		9,548		9,736		(1,114)		—		18,170
Cash and cash equivalents at beginning of year		47,196		26,892		1,364		—		75,452
Cash and cash equivalents at end of period	$	56,744	$	36,628	$	250	$	—	$	93,622

TUTOR PERINI CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

SIX MONTHS ENDED JUNE 30, 2015

UNAUDITED

					Non-
	Tutor Perini		Guarantor		Guarantor				Total
(in thousands)	Corporation		Subsidiaries		Subsidiaries		Eliminations		Consolidated
Cash flows from operating activities:
Net income (loss)	$	16,903	$	14,691	$	3,835	$	(18,526)	$	16,903
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization		4,919		15,333		137		—		20,389
Equity in earnings of subsidiaries		(18,526)		—		—		18,526		—
Share-based compensation expense		13,324		—		—		—		13,324
Excess income tax benefit from stock-based compensation		(162)		—		—		—		(162)
Change in debt discount and deferred debt issuance costs		1,045		—		—		—		1,045
Deferred income taxes		(177)		—		—		—		(177)
(Gain) loss on sale of property and equipment		29		(342)		—		—		(313)
Other long-term liabilities		(56)		98		—		—		42
Other non-cash items		1,881		(5,140)		—		—		(3,259)
Changes in other components of working capital		(159,846)		96,590		(16,294)		—		(79,550)
NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES		(140,666)		121,230		(12,322)		—		(31,758)
Cash flows from investing activities:
Acquisition of property and equipment		—		(29,516)		(28)		—		(29,544)
Proceeds from sale of property and equipment		(21,505)		22,627		—		—		1,122
Decrease (increase) in intercompany advances		—		(101,660)		—		101,660		—
Change in restricted cash		—		339		4,538		—		4,877
NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES		(21,505)		(108,210)		4,510		101,660		(23,545)
Cash flows from financing activities:
Proceeds from debt		473,362		128		—		—		473,490
Repayment of debt		(427,107)		(19,132)		—		—		(446,239)
Excess income tax benefit from stock-based compensation		162		—		—		—		162
Issuance of common stock and effect of cashless exercise		(776)		—		—		—		(776)
Increase (decrease) in intercompany advances		104,573		—		(2,913)		(101,660)		—
NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES		150,214		(19,004)		(2,913)		(101,660)		26,637
Net (decrease) increase in cash and cash equivalents		(11,957)		(5,984)		(10,725)		—		(28,666)
Cash and cash equivalents at beginning of year		75,087		36,764		23,732		—		135,583
Cash and cash equivalents at end of period	$	63,130	$	30,780	$	13,007	$	—	$	106,917

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Recent Accounting Pronouncements (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2015	Jun. 30, 2016	Dec. 31, 2015
Reclassified amortization of deferred debt issuance costs	$ 300	$ 600
Current deferred tax assets			$ 19,098	$ 26,306
Current deferred tax liabilities			31,100
Long-Term Debt, Less Current Maturities [Member] | Reclassification [Member]
Unamortized debt issuance costs				5,800
Tutor Perini Corporation [Member]
Current deferred tax assets			$ 8,898	$ 2,255

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Earnings per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Net income	$ 21,361	$ 11,777	$ 36,760	$ 16,903
Weighted-average common shares outstanding - basic	49,131	49,028	49,105	48,890
Effect of diluted stock options and unvested restricted stock	430	800	318	798
Weighted-average common shares outstanding - diluted	49,561	49,828	49,423	49,688
Net income per share: Basic	$ 0.43	$ 0.24	$ 0.75	$ 0.35
Net income per share: Diluted	$ 0.43	$ 0.24	$ 0.74	$ 0.34
Anti-dilutive shares not included above	1,704	628	1,704	574
Convertible Notes [Member]
Debt Instrument, Convertible, Conversion Price	$ 30.25		$ 30.25

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Costs And Estimated Earnings In Excess Of Billings (Details) - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015
Costs and estimated earnings in excess of billings [Abstract]
Claims	$ 427,558	$ 407,164
Unapproved change orders	220,427	270,019
Other unbilled costs and profits	163,421	227,992
Total costs and estimated earnings in excess of billings	$ 811,406	$ 905,175

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Financial Commitments (Narrative) (Details)	3 Months Ended	6 Months Ended		12 Months Ended
	Jun. 30, 2015 USD ($)	Jun. 30, 2016 USD ($) item $ / shares shares	Jun. 30, 2015 USD ($)	Dec. 31, 2015 USD ($)	Dec. 31, 2016	Sep. 30, 2016	Mar. 31, 2016
Debt Instrument [Line Items]
Proceeds from debt		$ 200,000,000
Amortization (non-cash interest expense)	$ 300,000		$ 600,000
Letters Of Credit [Member]
Debt Instrument [Line Items]
Face amount		150,000,000
Letters of credit outstanding		$ 200,000
Convertible Notes [Member]
Debt Instrument [Line Items]
Issuance date		Jun. 15, 2016
Face amount		$ 200,000,000
Interest rate		2.875%
Maturity date		Jun. 15, 2021
Payment of debt issuance fees		$ 6,000,000
Conversion price, shares | shares		33.0579
Conversion price, principal amount		$ 1,000
Conversion price | $ / shares		$ 30.25
Effective interest rates		9.37%
Convertible Notes [Member] | Circumstance One [Member]
Debt Instrument [Line Items]
Business day period after consecutive trading day period		5 days
Consecutive trading day period		10 days
Percentage of conversion price		98.00%
Conversion price, principal amount		$ 1,000
Convertible Notes [Member] | Circumstance Two [Member]
Debt Instrument [Line Items]
Business day period after consecutive trading day period		20 days
Percentage of conversion price		130.00%
Term Loan [Member]
Debt Instrument [Line Items]
Face amount		$ 250,000,000
Prepayment of debt		$ 125,000,000
Senior Notes [Member]
Debt Instrument [Line Items]
Effective interest rates		7.99%
Minimum [Member[ | Convertible Notes [Member] | Circumstance Two [Member]
Debt Instrument [Line Items]
Consecutive trading day period		30 days
Credit Facility [Member]
Debt Instrument [Line Items]
Number of amendments | item		2
Maximum adjustment to interest rate		1.00%
Revolver optional increase removed by amendment		$ 300,000,000
Percentage of foreign restricted subsidiary stock pledged as collateral		65.00%
Effective interest rates		9.66%
Credit Facility [Member] | Amendment One [Member] | Minimum [Member[
Debt Instrument [Line Items]
Consolidated leverage ratio		3.5
Credit Facility [Member] | Amendment One [Member] | Minimum [Member[ | Forecast [Member]
Debt Instrument [Line Items]
Consolidated leverage ratio					3.00
Credit Facility [Member] | Amendment One [Member] | Maximum [Member]
Debt Instrument [Line Items]
Consolidated leverage ratio							4.00
Credit Facility [Member] | Amendment One [Member] | Maximum [Member] | Forecast [Member]
Debt Instrument [Line Items]
Consolidated leverage ratio					3.25	4.25
Revolver [Member]
Debt Instrument [Line Items]
Repayment of debt		$ 69,000,000
Maximum borrowing capacity		300,000,000
Outstanding borrowings		145,800,000
Brightwater Matter [Member]
Debt Instrument [Line Items]
Pre-tax charges				$ 23,900,000
Five Star Electric [Member]
Debt Instrument [Line Items]
Pre-tax charges				$ 45,600,000
Liability Component [Member] | Convertible Notes [Member]
Debt Instrument [Line Items]
Face amount		200,000,000
Conversion feature		46,800,000
Proceeds from debt		153,200,000
Debt issuance costs		4,934,000
Amortization (non-cash interest expense)		340,000
Equity Component [Member] | Convertible Notes [Member]
Debt Instrument [Line Items]
Conversion feature		46,800,000
Debt issuance costs		$ 1,507,000

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Financial Commitments (Long-Term Debt) (Details) - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015
Debt Instrument [Line Items]
Total debt	$ 800,521	$ 817,684
Less - current maturities	(120,256)	(88,917)
Long-term debt, net	680,265	728,767
Term Loan [Member]
Debt Instrument [Line Items]
Total debt	83,911	222,120
Senior Notes [Member]
Debt Instrument [Line Items]
Total debt	297,616	297,118
Convertible Notes [Member]
Debt Instrument [Line Items]
Total debt	148,606
Equipment Financing, Mortgages And Acquisition-Related Notes [Member]
Debt Instrument [Line Items]
Total debt	116,179	133,288
Other Indebtedness [Member]
Debt Instrument [Line Items]
Total debt	6,139	9,343
Revolver [Member]
Debt Instrument [Line Items]
Total debt	$ 148,070	$ 155,815

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Financial Commitments (Reconciliation Of Outstanding Debt Balance To Reported Debt Balance) (Details) - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015
Debt Instrument [Line Items]
Unamortized Discount and Issuance Cost	$ (63,297)	$ (6,697)
Total debt	800,521	817,684
Revolver [Member]
Debt Instrument [Line Items]
Outstanding Long-Term Debt	154,000	158,000
Unamortized Discount and Issuance Cost	(5,930)	(2,185)
Total debt	148,070	155,815
Term Loan [Member]
Debt Instrument [Line Items]
Outstanding Long-Term Debt	87,500	223,750
Unamortized Discount and Issuance Cost	(3,589)	(1,630)
Total debt	83,911	222,120
Senior Notes [Member]
Debt Instrument [Line Items]
Outstanding Long-Term Debt	300,000	300,000
Unamortized Discount and Issuance Cost	(2,384)	(2,882)
Total debt	297,616	297,118
Convertible Notes [Member]
Debt Instrument [Line Items]
Outstanding Long-Term Debt	200,000
Unamortized Discount and Issuance Cost	(51,394)
Total debt	$ 148,606

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Financial Commitments (Summary Of Information Related To The Liability And Equity Components Of The Convertible Notes) (Details) - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Debt Instrument [Line Items]
Amortization of discount and debt issuance costs (non-cash interest expense)	$ 300,000		$ 600,000
Convertible Notes [Member]
Debt Instrument [Line Items]
Principal		$ 200,000,000
Liability Component [Member] | Convertible Notes [Member]
Debt Instrument [Line Items]
Principal		200,000,000
Conversion feature		46,800,000
Allocated debt issuance costs		(4,934,000)
Amortization of discount and debt issuance costs (non-cash interest expense)		340,000
Net carrying amount		148,606,000
Equity Component [Member] | Convertible Notes [Member]
Debt Instrument [Line Items]
Conversion feature		46,800,000
Allocated debt issuance costs		(1,507,000)
Net deferred tax liability		(18,787,000)
Net carrying amount		$ 26,506,000

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Financial Commitments (Summary Of Interest Expense As Reported In The Condensed Consolidated Statements of Operations) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Other interest	$ 863	$ 1,393	$ 2,199	$ 2,959
Total cash interest expense	13,873	10,745	26,266	21,626
Total non-cash interest expense	1,661	523	3,348	1,045
Total cash and non-cash interest expense	15,534	11,268	29,614	22,671
Senior Notes [Member]
Interest on debt	5,719	5,719	11,438	11,438
Total non-cash interest expense	$ 250	244	$ 498	487
Effective interest rates	7.99%		7.99%
Convertible Notes [Member]
Interest on debt	$ 240		$ 240
Total non-cash interest expense	$ 340		$ 340
Effective interest rates	9.37%		9.37%
Credit Facility [Member]
Interest on debt	$ 7,051	3,633	$ 12,389	7,229
Total non-cash interest expense	$ 1,071	$ 279	$ 2,510	$ 558
Effective interest rates	9.66%		9.66%

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Contingencies and Commitments (Details) $ in Thousands					1 Months Ended			12 Months Ended
	Oct. 01, 2014 USD ($)	Mar. 20, 2014 USD ($)	Oct. 30, 2013 USD ($)	Aug. 20, 2013 USD ($)	Mar. 31, 2015 USD ($)	Mar. 31, 2011 USD ($)	Jun. 30, 2003 USD ($)	Dec. 31, 2015 USD ($)	Dec. 31, 2009 USD ($) room	Jun. 30, 2016 USD ($) ft² claim	Jul. 31, 2014 USD ($)	May 31, 2012 USD ($)	Sep. 30, 2011 USD ($)	Jul. 31, 2010 USD ($)	May 31, 2010 USD ($)	Mar. 31, 2010 USD ($)	Jun. 30, 2009 USD ($)	Feb. 28, 2006 USD ($)
Loss Contingencies [Line Items]
Contract receivables								$ 1,473,615		$ 1,739,343
Tutor Perini Corporation [Member]
Loss Contingencies [Line Items]
Contract receivables								358,437		$ 456,016
Long Island Expressway/Cross Island Parkway Matter [Member]
Loss Contingencies [Line Items]
Estimated value of project completed in Feb. 2006																		$ 130,000
Value of claim filed						$ 53,800
Amount receivable as per final agreement													$ 500
Value of counterclaim filed												$ 151,000
Fontainebleau Matter [Member]
Loss Contingencies [Line Items]
Number of rooms in hotel/casino complex | room									3,800
Amount of court order in favor of plaintiff															$ 45,000
Total outstanding liens on property, including subcontractors' liens																	$ 44,000
Amount set aside from approved sale for distribution to satisfy creditor claims														$ 125,000
Estimated sustainable lien amount														$ 350,000
Honeywell Street/Queens Boulevard Bridges Matter [Member]
Loss Contingencies [Line Items]
Value of claim filed							$ 8,800
Value of counterclaim filed																$ 74,600
Westgate Planet Hollywood Matter [Member]
Loss Contingencies [Line Items]
Settlement receipt		$ 600
Total awards		19,700
Damages awarded which were anticipated to be paid including interest		$ 3,100
Value of cross complaint filed									$ 51,000
Value of counterclaim filed									45,000
Total outstanding liens on property, including subcontractors' liens									23,200
Value of mechanic's lien release bond									$ 22,300		$ 22,300
Value of supersedeas bond											1,700
Total value of security											$ 24,000
Brightwater Matter [Member]
Loss Contingencies [Line Items]
Pre-tax charge								$ 23,900
U.S. Department of Commerce, National Oceanic and Atmospheric Administration Matter [Member]
Loss Contingencies [Line Items]
Total awards					$ 1,000
Value of claim filed	$ 700		$ 2,600	$ 26,800
Number of claims | claim										3
Square footage of facility | ft²										287,000
Total awards denied					$ 29,500

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Share-Based Compensation (Details) - $ / shares	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Restricted Stock Units [Member]
Share-Based Compensation [Line Items]
Units granted	483,387	321,500
Weighted-average per share prices	$ 19.14	$ 23.07
Stock Options [Member]
Share-Based Compensation [Line Items]
Stock options awarded	274,000	259,000
Weighted-average exercise prices	$ 16.20	$ 16.07
Options expiration period	10 years
Term of stock options	10 years

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Other Comprehensive Income (Loss) (Schedule Of Tax Effects Of The Components Of Other Comprehensive Income (Loss)) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Other Comprehensive Income (Loss) [Abstract]
Defined benefit pension plan adjustments, Before-Tax Amount	$ 427		$ 853
Defined benefit pension plan adjustments, Tax (Expense) Benefit	(103)		(282)
Defined benefit pension plan adjustments, Net-of-Tax Amount	324		571
Foreign currency translation adjustment, Before-Tax Amount	(396)	$ (1,877)	1,208	$ (2,841)
Foreign currency translation adjustment, Tax (Expense) Benefit	138	731	(536)	1,107
Foreign currency translation adjustment, Net-of-Tax Amount	(258)	(1,146)	672	(1,734)
Unrealized gain (loss) in fair value of investments, Before-Tax Amount	(271)	(122)	(258)	(138)
Unrealized gain (loss) in fair value of investments, Tax (Expense) Benefit	118	48	113	54
Unrealized gain (loss) in fair value of investments, Net-of-Tax Amount	(153)	(74)	(145)	(84)
Unrealized gain (loss) in fair value of interest rate swap, Before-Tax Amount	17	99	(45)	173
Unrealized gain (loss) in fair value of interest rate swap, Tax (Expense) Benefit	(6)	(39)	21	(68)
Unrealized gain (loss) in fair value of interest rate swap, Net-of-Tax Amount	11	60	(24)	105
Total other comprehensive income (loss), Before-Tax Amount	(223)	(1,900)	1,758	(2,806)
Total other comprehensive income (loss), Tax (Expense) Benefit	147	740	(684)	1,093
Total other comprehensive (loss) income, net of tax	$ (76)	$ (1,160)	$ 1,074	$ (1,713)

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Other Comprehensive Income (Loss) (Schedule Of Changes In AOCI Balances By Component (After-Tax)) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance at the beginning of the period			$ 1,420,227
Net other comprehensive income (loss)	$ (76)	$ (1,160)	1,074	$ (1,713)
Balance at the end of the period	1,492,833		1,492,833
Defined Benefit Pension Plan [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance at the beginning of the period	(37,995)	(40,268)	(38,242)	(40,268)
Amounts reclassified from AOCI	324		571
Net other comprehensive income (loss)	324		571
Balance at the end of the period	(37,671)	(40,268)	(37,671)	(40,268)
Foreign Currency Translation [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance at the beginning of the period	(3,673)	(1,977)	(4,603)	(1,389)
Other comprehensive income (loss) before reclassifications	(258)		672
Net other comprehensive income (loss)	(258)	(1,146)	672	(1,734)
Balance at the end of the period	(3,931)	(3,123)	(3,931)	(3,123)
Unrealized Gain (Loss) in Fair Value of Investments, net [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance at the beginning of the period	664	(120)	656	(110)
Other comprehensive income (loss) before reclassifications	(153)		(145)
Net other comprehensive income (loss)	(153)	(74)	(145)	(84)
Balance at the end of the period	511	(194)	511	(194)
Unrealized Gain (Loss) in Fair Value of Interest Rate Swap, net [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance at the beginning of the period	(11)	194	24	149
Other comprehensive income (loss) before reclassifications	11		(24)
Net other comprehensive income (loss)	11	60	(24)	105
Balance at the end of the period		254		254
Accumulated Other Comprehensive Income (Loss) [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance at the beginning of the period	(41,015)	(42,171)	(42,165)	(41,618)
Other comprehensive income (loss) before reclassifications	(400)		503
Amounts reclassified from AOCI	324		571
Net other comprehensive income (loss)	(76)	(1,160)	1,074	(1,713)
Balance at the end of the period	$ (41,091)	$ (43,331)	$ (41,091)	$ (43,331)

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Other Comprehensive Income (Loss) (Schedule Of Items Reclassified Out Of AOCI And The Corresponding Location And Impact On The Condensed Consolidated Statements Of Operations) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Provision for income taxes	$ (14,419)	$ (8,215)	$ (25,743)	$ (11,294)
NET INCOME	21,361	$ 11,777	36,760	$ 16,903
Reclassification out of Accumulated Other Comprehensive Income [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Defined benefit pension plan adjustments	427		853
Provision for income taxes	(103)		(282)
NET INCOME	$ 324		$ 571

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Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Income Taxes [Abstract]
Income tax provision	$ 14,419	$ 8,215	$ 25,743	$ 11,294
Effective income tax rate	40.30%	41.10%	41.20%	40.10%

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Fair Value Measurements (Narrative) (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Long-term Debt
Transfers between Levels 1 and 2, description	The Company did not have transfers between Levels 1 and 2 for either financial assets or liabilities, during the three and six months ended June 30, 2016 or 2015.
Transfers between Levels 1 and 2, amount	$ 0	$ 0
Long-term debt, carrying amount	800,521		$ 817,684
Proceeds from Convertible Debt	200,000
Senior Notes [Member]
Long-term Debt
Long-term debt, fair value	303,400		305,600
Long-term debt, carrying amount	297,616		297,118
Convertible Notes [Member]
Long-term Debt
Long-term debt, fair value	208,900
Long-term debt, carrying amount	148,606
Liability Component [Member] | Convertible Notes [Member]
Long-term Debt
Proceeds from Convertible Debt	$ 153,200

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Fair Value Measurements (Assets and Liabilities Measured at Fair Value on a Recurring Basis) (Details) - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015
Assets:
Restricted cash	$ 49,452	$ 45,853
Fair Value Measured On A Recurring Basis [Member] | Quoted Prices In Active Markets (Level 1) [Member]
Assets:
Cash and cash equivalents	93,622	75,452
Restricted cash	49,452	45,853
Investments in lieu of retainage	41,080	35,350
Total assets	184,154	156,655
Fair Value Measured On A Recurring Basis [Member] | Significant Other Observable Inputs (Level 2) [Member]
Assets:
Investments in lieu of retainage	6,124	6,216
Total assets	6,124	6,216
Liabilities:
Interest rate swap contract		45
Total liabilities		45
Carrying Value [Member] | Fair Value Measured On A Recurring Basis [Member]
Assets:
Cash and cash equivalents	93,622	75,452
Restricted cash	49,452	45,853
Investments in lieu of retainage	47,204	41,566
Total assets	$ 190,278	162,871
Liabilities:
Interest rate swap contract		45
Total liabilities		$ 45

XML

Business Segments (Narrative) (Details) $ / shares in Units, $ in Thousands	3 Months Ended			6 Months Ended
	Jun. 30, 2016 USD ($) $ / shares	Mar. 31, 2016 USD ($) $ / shares	Jun. 30, 2015 USD ($) $ / shares	Jun. 30, 2016 USD ($) segment $ / shares	Jun. 30, 2015 USD ($) $ / shares
Segment Reporting Information [Line Items]
Number of reportable segments | segment				3
Income from construction operations	$ 48,829		$ 30,881	$ 88,951	$ 50,965
Net income	$ 21,361		$ 11,777	$ 36,760	$ 16,903
DILUTED EARNINGS PER COMMON SHARE (in dollars per share) | $ / shares	$ 0.43		$ 0.24	$ 0.74	$ 0.34
Depreciation and amortization				$ 29,956	$ 20,389
Tutor Perini Corporation [Member]
Segment Reporting Information [Line Items]
Income from construction operations	$ 15,830		$ 18,799	16,608	20,223
Net income	21,361		11,777	36,760	16,903
Depreciation and amortization				12,244	4,919
Building [Member]
Segment Reporting Information [Line Items]
Income from construction operations	13,223		(12,592)	25,673	(14,870)
Depreciation and amortization	500		800	1,100	1,500
Building [Member] | Scenario Unfavorable Adjustment [Member]
Segment Reporting Information [Line Items]
Income from construction operations			$ (14,700)		$ 17,700
DILUTED EARNINGS PER COMMON SHARE (in dollars per share) | $ / shares			$ (0.17)		$ 0.21
Civil [Member]
Segment Reporting Information [Line Items]
Income from construction operations	45,056		$ 46,329	78,721	$ 76,923
Depreciation and amortization	12,400		5,600	20,500	11,100
Specialty Contractors [Member]
Segment Reporting Information [Line Items]
Income from construction operations	5,413		13,743	14,826	24,267
Depreciation and amortization	1,300		1,400	2,600	2,700
Corporate [Member]
Segment Reporting Information [Line Items]
Income from construction operations	(14,863)		(16,599)	(30,269)	(35,355)
Depreciation and amortization	$ 2,900		$ 2,600	$ 5,800	$ 5,100
Completed Project [Member] | Scenario Favorable Adjustment [Member]
Segment Reporting Information [Line Items]
Income from construction operations		$ 14,000
DILUTED EARNINGS PER COMMON SHARE (in dollars per share) | $ / shares		$ 0.17
Substatially Completed Project [Member] | Scenario Unfavorable Adjustment (b) [Member]
Segment Reporting Information [Line Items]
Income from construction operations		$ 13,800
DILUTED EARNINGS PER COMMON SHARE (in dollars per share) | $ / shares		$ 0.17
Five Star Electric [Member] | Specialty Contractors [Member] | Scenario Favorable Adjustment [Member]
Segment Reporting Information [Line Items]
Income from construction operations		$ 3,000
DILUTED EARNINGS PER COMMON SHARE (in dollars per share) | $ / shares		$ 0.04

XML

Business Segments (Reportable Segments) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Business Segments [Line items]
Revenue	$ 1,308,130	$ 1,312,438	$ 2,393,499	$ 2,378,903
Income from construction operations	48,829	30,881	88,951	50,965
Other income (expense), net	2,485	379	3,166	(97)
Interest expense	(15,534)	(11,268)	(29,614)	(22,671)
INCOME BEFORE INCOME TAXES	35,780	19,992	62,503	28,197
Elimination Of Intersegment Revenues [Member]
Business Segments [Line items]
Revenue	(61,859)	(59,967)	(113,758)	(95,458)
Operating segment [Member]
Business Segments [Line items]
Revenue	1,369,989	1,372,405	2,507,257	2,474,361
Reportable Segments [Member]
Business Segments [Line items]
Revenue	1,308,130	1,312,438	2,393,499	2,378,903
Income from construction operations	63,692	47,480	119,220	86,320
Reportable Segments [Member] | Elimination Of Intersegment Revenues [Member]
Business Segments [Line items]
Revenue	(61,859)	(59,967)	(113,758)	(95,458)
Reportable Segments [Member] | Operating segment [Member]
Business Segments [Line items]
Revenue	1,369,989	1,372,405	2,507,257	2,474,361
Civil [Member]
Business Segments [Line items]
Revenue	465,707	534,180	801,565	908,854
Income from construction operations	45,056	46,329	78,721	76,923
Civil [Member] | Elimination Of Intersegment Revenues [Member]
Business Segments [Line items]
Revenue	(39,223)	(39,180)	(70,866)	(57,382)
Civil [Member] | Operating segment [Member]
Business Segments [Line items]
Revenue	504,930	573,360	872,431	966,236
Building [Member]
Business Segments [Line items]
Revenue	523,521	451,404	991,259	850,233
Income from construction operations	13,223	(12,592)	25,673	(14,870)
Building [Member] | Elimination Of Intersegment Revenues [Member]
Business Segments [Line items]
Revenue	(22,636)	(20,843)	(42,892)	(38,076)
Building [Member] | Operating segment [Member]
Business Segments [Line items]
Revenue	546,157	472,247	1,034,151	888,309
Specialty Contractors [Member]
Business Segments [Line items]
Revenue	318,902	326,854	600,675	619,816
Income from construction operations	5,413	13,743	14,826	24,267
Specialty Contractors [Member] | Elimination Of Intersegment Revenues [Member]
Business Segments [Line items]
Revenue		56
Specialty Contractors [Member] | Operating segment [Member]
Business Segments [Line items]
Revenue	318,902	326,798	600,675	619,816
Corporate [Member]
Business Segments [Line items]
Income from construction operations	$ (14,863)	$ (16,599)	$ (30,269)	$ (35,355)

XML

Business Segments (Reconciliation of Segment Results to Consolidated Income Before Income Taxes) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Income from construction operations	$ 48,829	$ 30,881	$ 88,951	$ 50,965
Other income (expense), net	2,485	379	3,166	(97)
Interest expense	(15,534)	(11,268)	(29,614)	(22,671)
INCOME BEFORE INCOME TAXES	35,780	19,992	62,503	28,197
Tutor Perini Corporation [Member]
Income from construction operations	15,830	18,799	16,608	20,223
Other income (expense), net	1,568	(187)	946	(1,977)
Interest expense	(15,396)	(10,413)	(28,880)	(20,955)
INCOME BEFORE INCOME TAXES	$ 22,345	$ 14,785	$ 32,096	$ 15,817

XML

Business Segments (Schedule of Assets by Segment) (Details) - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015
Reportable segment information
Total Assets	$ 4,195,585	$ 4,036,677
Civil [Member]
Reportable segment information
Total Assets	2,044,060	1,964,038
Building [Member]
Reportable segment information
Total Assets	882,465	795,851
Specialty Contractors [Member]
Reportable segment information
Total Assets	803,073	860,285
Corporate [Member]
Reportable segment information
Total Assets	$ 465,987	$ 416,503

XML

Employee Pension Plans (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Summary of net periodic benefit cost
Interest cost	$ 1,053	$ 1,011	$ 2,106	$ 2,022
Expected return on plan assets	(1,203)	(1,256)	(2,406)	(2,512)
Amortization of net loss	427	1,460	854	2,920
Other	150		300
Net periodic benefit cost	$ 427	$ 1,215	854	2,430
Company contribution			800	$ 1,400
Expected contributions remainder of current fiscal year			$ 1,000

XML

Separate Financial Information of Subsidiary Guarantors of Indebtedness (Condensed Consolidating Statement of Operations) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
REVENUE	$ 1,308,130	$ 1,312,438	$ 2,393,499	$ 2,378,903
COST OF OPERATIONS	(1,198,360)	(1,213,818)	(2,178,637)	(2,189,524)
GROSS PROFIT	109,770	98,620	214,862	189,379
General and administrative expenses	(60,941)	(67,739)	(125,911)	(138,414)
INCOME FROM CONSTRUCTION OPERATIONS	48,829	30,881	88,951	50,965
Other (Expense) Income, net	2,485	379	3,166	(97)
Interest Expense	(15,534)	(11,268)	(29,614)	(22,671)
INCOME BEFORE INCOME TAXES	35,780	19,992	62,503	28,197
Benefit (Provision) for Income Taxes	(14,419)	(8,215)	(25,743)	(11,294)
NET INCOME	21,361	11,777	36,760	16,903
Other Comprehensive Income:
Defined benefit pension plan adjustments	324		571
Foreign currency translation adjustment	(258)	(1,146)	672	(1,734)
Change in fair value of investments	(153)	(74)	(145)	(84)
Change in fair value of interest rate swap	11	60	(24)	105
Total other comprehensive (loss) income, net of tax	(76)	(1,160)	1,074	(1,713)
TOTAL COMPREHENSIVE INCOME	21,285	10,617	37,834	15,190
Eliminations [Member]
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
REVENUE	(75,440)	(65,338)	(160,261)	(124,559)
COST OF OPERATIONS	75,440	65,338	160,261	124,559
Equity in Earnings of Subsidiaries	(20,343)	(6,586)	(43,422)	(18,526)
Other (Expense) Income, net	(463)		(463)
Interest Expense	463		463
INCOME BEFORE INCOME TAXES	(20,343)	(6,586)	(43,422)	(18,526)
NET INCOME	(20,343)	(6,586)	(43,422)	(18,526)
Other Comprehensive Income:
Other Comprehensive Income of Subsidiaries	411	1,220	(527)	1,818
Total other comprehensive (loss) income, net of tax	411	1,220	(527)	1,818
TOTAL COMPREHENSIVE INCOME	(19,932)	(5,366)	(43,949)	(16,708)
Tutor Perini Corporation [Member]
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
REVENUE	248,134	309,217	424,859	545,509
COST OF OPERATIONS	(214,264)	(265,129)	(368,553)	(474,962)
GROSS PROFIT	33,870	44,088	56,306	70,547
General and administrative expenses	(18,040)	(25,289)	(39,698)	(50,324)
INCOME FROM CONSTRUCTION OPERATIONS	15,830	18,799	16,608	20,223
Equity in Earnings of Subsidiaries	20,343	6,586	43,422	18,526
Other (Expense) Income, net	1,568	(187)	946	(1,977)
Interest Expense	(15,396)	(10,413)	(28,880)	(20,955)
INCOME BEFORE INCOME TAXES	22,345	14,785	32,096	15,817
Benefit (Provision) for Income Taxes	(984)	(3,008)	4,664	1,086
NET INCOME	21,361	11,777	36,760	16,903
Other Comprehensive Income:
Other Comprehensive Income of Subsidiaries	(411)	(1,220)	527	(1,818)
Defined benefit pension plan adjustments	324		571
Change in fair value of interest rate swap	11	60	(24)	105
Total other comprehensive (loss) income, net of tax	(76)	(1,160)	1,074	(1,713)
TOTAL COMPREHENSIVE INCOME	21,285	10,617	37,834	15,190
Guarantor Subsidiaries [Member]
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
REVENUE	1,134,967	1,065,766	2,121,328	1,950,869
COST OF OPERATIONS	(1,059,536)	(1,014,027)	(1,970,345)	(1,839,121)
GROSS PROFIT	75,431	51,739	150,983	111,748
General and administrative expenses	(42,438)	(41,985)	(85,275)	(87,151)
INCOME FROM CONSTRUCTION OPERATIONS	32,993	9,754	65,708	24,597
Other (Expense) Income, net	1,127	431	2,187	1,627
Interest Expense	(601)	(855)	(1,197)	(1,716)
INCOME BEFORE INCOME TAXES	33,519	9,330	66,698	24,508
Benefit (Provision) for Income Taxes	(13,410)	(4,121)	(27,470)	(9,817)
NET INCOME	20,109	5,209	39,228	14,691
Other Comprehensive Income:
Foreign currency translation adjustment	(258)	(1,146)	672	(1,734)
Change in fair value of investments	(153)	(74)	(145)	(84)
Total other comprehensive (loss) income, net of tax	(411)	(1,220)	527	(1,818)
TOTAL COMPREHENSIVE INCOME	19,698	3,989	39,755	12,873
Non-Guarantor Subsidiaries [Member]
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
REVENUE	469	2,793	7,573	7,084
GROSS PROFIT	469	2,793	7,573	7,084
General and administrative expenses	(463)	(465)	(938)	(939)
INCOME FROM CONSTRUCTION OPERATIONS	6	2,328	6,635	6,145
Other (Expense) Income, net	253	135	496	253
INCOME BEFORE INCOME TAXES	259	2,463	7,131	6,398
Benefit (Provision) for Income Taxes	(25)	(1,086)	(2,937)	(2,563)
NET INCOME	234	1,377	4,194	3,835
Other Comprehensive Income:
TOTAL COMPREHENSIVE INCOME	$ 234	$ 1,377	$ 4,194	$ 3,835

XML

Separate Financial Information of Subsidiary Guarantors of Indebtedness (Condensed Consolidating Balance Sheet) (Details) - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015	Jun. 30, 2015	Dec. 31, 2014
ASSETS
Cash and Cash Equivalents	$ 93,622	$ 75,452	$ 106,917	$ 135,583
Restricted Cash	49,452	45,853
Accounts Receivable	1,739,343	1,473,615
Costs and Estimated Earnings in Excess of Billings	811,406	905,175
Deferred Income Taxes	19,098	26,306
Other Current Assets	76,960	108,844
Total current assets	2,789,881	2,635,245
Property and Equipment, net	507,395	523,525
Other Assets:
GOODWILL	585,006	585,006
Intangible Assets, net	94,768	96,540
OTHER ASSETS	218,535	196,361
TOTAL ASSETS	4,195,585	4,036,677
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Maturities of Long-term Debt	120,256	88,917
Accounts Payable	968,193	937,464
Billings in Excess of Costs and Estimated Earnings	325,290	288,311
Accrued Expenses and Other Current Liabilities	171,150	159,016
Total current liabilities	1,584,889	1,473,708
Long-term Debt, less current maturities	680,265	728,767
Deferred Income Taxes	296,728	273,310
Other Long-term Liabilities	140,870	140,665
Contingencies and Commitments
Stockholders' Equity	1,492,833	1,420,227
TOTAL LIABILITIES AND STOCKHOLERS' EQUITY	4,195,585	4,036,677
Eliminations [Member]
ASSETS
Accounts Receivable	(183,119)	(146,745)
Costs and Estimated Earnings in Excess of Billings	(60,222)	(77,583)
Other Current Assets	(18,985)	(11,419)
Total current assets	(262,326)	(235,747)
Intercompany Notes and Receivables	(223,736)	(148,637)
Other Assets:
Investment in Subsidiaries	(2,142,018)	(1,962,983)
OTHER ASSETS	(5,857)	(5,723)
TOTAL ASSETS	(2,633,937)	(2,353,090)
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Maturities of Long-term Debt	(60,000)	(60,000)
Accounts Payable	(193,285)	(167,705)
Billings in Excess of Costs and Estimated Earnings	6,634	(5,711)
Accrued Expenses and Other Current Liabilities	(15,675)	(2,331)
Total current liabilities	(262,326)	(235,747)
Long-term Debt, less current maturities	(5,857)	(5,723)
Intercompany Notes and Advances Payable	(223,736)	(148,637)
Contingencies and Commitments
Stockholders' Equity	(2,142,018)	(1,962,983)
TOTAL LIABILITIES AND STOCKHOLERS' EQUITY	(2,633,937)	(2,353,090)
Tutor Perini Corporation [Member]
ASSETS
Cash and Cash Equivalents	56,744	47,196	63,130	75,087
Restricted Cash	3,261	3,369
Accounts Receivable	456,016	358,437
Costs and Estimated Earnings in Excess of Billings	97,028	114,580
Deferred Income Taxes	8,898	2,255
Other Current Assets	49,217	60,119
Total current assets	671,164	585,956
Property and Equipment, net	94,170	105,306
Other Assets:
Investment in Subsidiaries	2,142,018	1,962,983
OTHER ASSETS	112,252	58,722
TOTAL ASSETS	3,019,604	2,712,967
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Maturities of Long-term Debt	153,959	107,283
Accounts Payable	233,052	211,679
Billings in Excess of Costs and Estimated Earnings	114,649	89,303
Accrued Expenses and Other Current Liabilities	57,494	6,145
Total current liabilities	559,154	414,410
Long-term Debt, less current maturities	610,080	653,669
Deferred Income Taxes	62,562
Other Long-term Liabilities	108,004	106,588
Intercompany Notes and Advances Payable	186,971	118,073
Contingencies and Commitments
Stockholders' Equity	1,492,833	1,420,227
TOTAL LIABILITIES AND STOCKHOLERS' EQUITY	3,019,604	2,712,967
Guarantor Subsidiaries [Member]
ASSETS
Cash and Cash Equivalents	36,628	26,892	30,780	36,764
Restricted Cash	2,958	3,283
Accounts Receivable	1,377,164	1,179,919
Costs and Estimated Earnings in Excess of Billings	774,448	868,026
Deferred Income Taxes	10,200	21,356
Other Current Assets	37,705	48,482
Total current assets	2,239,103	2,147,958
Property and Equipment, net	409,290	414,143
Intercompany Notes and Receivables	223,736	148,637
Other Assets:
GOODWILL	585,006	585,006
Intangible Assets, net	94,768	96,540
OTHER ASSETS	86,405	128,094
TOTAL ASSETS	3,638,308	3,520,378
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Maturities of Long-term Debt	26,297	41,634
Accounts Payable	923,075	890,268
Billings in Excess of Costs and Estimated Earnings	201,483	203,003
Accrued Expenses and Other Current Liabilities	91,616	115,392
Total current liabilities	1,242,471	1,250,297
Long-term Debt, less current maturities	76,042	80,821
Deferred Income Taxes	211,828	273,310
Other Long-term Liabilities	2,312	3,278
Contingencies and Commitments
Stockholders' Equity	2,105,655	1,912,672
TOTAL LIABILITIES AND STOCKHOLERS' EQUITY	3,638,308	3,520,378
Non-Guarantor Subsidiaries [Member]
ASSETS
Cash and Cash Equivalents	250	1,364	$ 13,007	$ 23,732
Restricted Cash	43,233	39,201
Accounts Receivable	89,282	82,004
Costs and Estimated Earnings in Excess of Billings	152	152
Deferred Income Taxes		2,695
Other Current Assets	9,023	11,662
Total current assets	141,940	137,078
Property and Equipment, net	3,935	4,076
Other Assets:
OTHER ASSETS	25,735	15,268
TOTAL ASSETS	171,610	156,422
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts Payable	5,351	3,222
Billings in Excess of Costs and Estimated Earnings	2,524	1,716
Accrued Expenses and Other Current Liabilities	37,715	39,810
Total current liabilities	45,590	44,748
Deferred Income Taxes	22,338
Other Long-term Liabilities	30,554	30,799
Intercompany Notes and Advances Payable	36,765	30,564
Contingencies and Commitments
Stockholders' Equity	36,363	50,311
TOTAL LIABILITIES AND STOCKHOLERS' EQUITY	$ 171,610	$ 156,422

XML

Separate Financial Information of Subsidiary Guarantors of Indebtedness (Condensed Consolidating Statement of Cash Flows) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Cash Flows from Operating Activities:
Net income (loss)	$ 21,361	$ 11,777	$ 36,760	$ 16,903
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization			29,956	20,389
Stock-based compensation expense			6,959	13,324
Excess income tax benefit from stock-based compensation				(162)
Change in debt discount and deferred debt issuance costs			3,348	1,045
Deferred income taxes			(371)	(177)
Loss (gain) on sale of property and equipment			204	(313)
Other long-term liabilities			(3,811)	42
Other non-cash items			1,200	(3,259)
Changes in other components of working capital			(69,669)	(79,550)
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES			4,576	(31,758)
Cash Flows from Investing Activities:
Acquisition of property and equipment excluding financed purchases			(8,681)	(29,544)
Proceeds from sale of property and equipment			1,092	1,122
Change in restricted cash			(3,599)	4,877
NET CASH USED IN INVESTING ACTIVITIES			(11,188)	(23,545)
Cash Flows from Financing Activities:
Proceeds from issuance of convertible notes			200,000
Proceeds from debt			711,092	473,490
Repayment of debt			(871,654)	(446,239)
Excess income tax benefit from stock-based compensation				162
Issuance of common stock and effect of cashless exercise				(776)
Debt issuance costs			(14,656)
NET CASH PROVIDED BY FINANCING ACTIVITIES			24,782	26,637
Net increase (decrease) in cash and cash equivalents			18,170	(28,666)
Cash and cash equivalents at beginning of year			75,452	135,583
Cash and cash equivalents at end of period	93,622	106,917	93,622	106,917
Eliminations [Member]
Cash Flows from Operating Activities:
Net income (loss)	(20,343)	(6,586)	(43,422)	(18,526)
Adjustments to reconcile net income to net cash from operating activities:
Equity in earnings of subsidiaries	20,343	6,586	43,422	18,526
Cash Flows from Investing Activities:
Increase (decrease) in intercompany advances			(71,487)	101,660
NET CASH USED IN INVESTING ACTIVITIES			(71,487)	101,660
Cash Flows from Financing Activities:
Increase (decrease) in intercompany advances			71,487	(101,660)
NET CASH PROVIDED BY FINANCING ACTIVITIES			71,487	(101,660)
Tutor Perini Corporation [Member]
Cash Flows from Operating Activities:
Net income (loss)	21,361	11,777	36,760	16,903
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization			12,244	4,919
Equity in earnings of subsidiaries	(20,343)	(6,586)	(43,422)	(18,526)
Stock-based compensation expense			6,959	13,324
Excess income tax benefit from stock-based compensation				(162)
Change in debt discount and deferred debt issuance costs			3,348	1,045
Deferred income taxes			(261)	(177)
Loss (gain) on sale of property and equipment			138	29
Other long-term liabilities			(2,600)	(56)
Other non-cash items			(240)	1,881
Changes in other components of working capital			24,144	(159,846)
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES			37,070	(140,666)
Cash Flows from Investing Activities:
Acquisition of property and equipment excluding financed purchases			(1,410)
Proceeds from sale of property and equipment			164	(21,505)
Change in restricted cash			108
NET CASH USED IN INVESTING ACTIVITIES			(1,138)	(21,505)
Cash Flows from Financing Activities:
Proceeds from issuance of convertible notes			200,000
Proceeds from debt			705,708	473,362
Repayment of debt			(846,019)	(427,107)
Excess income tax benefit from stock-based compensation				162
Issuance of common stock and effect of cashless exercise				(776)
Debt issuance costs			(14,656)
Increase (decrease) in intercompany advances			(71,417)	104,573
NET CASH PROVIDED BY FINANCING ACTIVITIES			(26,384)	150,214
Net increase (decrease) in cash and cash equivalents			9,548	(11,957)
Cash and cash equivalents at beginning of year			47,196	75,087
Cash and cash equivalents at end of period	56,744	63,130	56,744	63,130
Guarantor Subsidiaries [Member]
Cash Flows from Operating Activities:
Net income (loss)	20,109	5,209	39,228	14,691
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization			17,571	15,333
Deferred income taxes			(110)
Loss (gain) on sale of property and equipment			66	(342)
Other long-term liabilities			(966)	98
Other non-cash items			1,440	(5,140)
Changes in other components of working capital			(92,711)	96,590
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES			(35,482)	121,230
Cash Flows from Investing Activities:
Acquisition of property and equipment excluding financed purchases			(7,271)	(29,516)
Proceeds from sale of property and equipment			928	22,627
Increase (decrease) in intercompany advances			71,487	(101,660)
Change in restricted cash			325	339
NET CASH USED IN INVESTING ACTIVITIES			65,469	(108,210)
Cash Flows from Financing Activities:
Proceeds from debt			5,384	128
Repayment of debt			(25,635)	(19,132)
NET CASH PROVIDED BY FINANCING ACTIVITIES			(20,251)	(19,004)
Net increase (decrease) in cash and cash equivalents			9,736	(5,984)
Cash and cash equivalents at beginning of year			26,892	36,764
Cash and cash equivalents at end of period	36,628	30,780	36,628	30,780
Non-Guarantor Subsidiaries [Member]
Cash Flows from Operating Activities:
Net income (loss)	234	1,377	4,194	3,835
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization			141	137
Other long-term liabilities			(245)
Changes in other components of working capital			(1,102)	(16,294)
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES			2,988	(12,322)
Cash Flows from Investing Activities:
Acquisition of property and equipment excluding financed purchases				(28)
Change in restricted cash			(4,032)	4,538
NET CASH USED IN INVESTING ACTIVITIES			(4,032)	4,510
Cash Flows from Financing Activities:
Increase (decrease) in intercompany advances			(70)	(2,913)
NET CASH PROVIDED BY FINANCING ACTIVITIES			(70)	(2,913)
Net increase (decrease) in cash and cash equivalents			(1,114)	(10,725)
Cash and cash equivalents at beginning of year			1,364	23,732
Cash and cash equivalents at end of period	$ 250	$ 13,007	$ 250	$ 13,007