Document and Entity Information
Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 28, 2020 | Jun. 28, 2019 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | PARSONS CORPORATION | ||
Entity Central Index Key | 0000275880 | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 100,669,694 | ||
Entity Public Float | $ 3.7 | ||
Entity Shell Company | false | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity File Number | 001-07782 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 95-3232481 | ||
Entity Address, Address Line One | 5875 Trinity Parkway, #300 | ||
Entity Address, City or Town | Centreville | ||
Entity Address, State or Province | VA | ||
Entity Address, Postal Zip Code | 21120 | ||
City Area Code | 703 | ||
Local Phone Number | 988-8500 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Title of each class | Common Stock, $1 par value | ||
Trading Symbol(s) | PSN | ||
Name of each exchange on which registered | NYSE | ||
Documents Incorporated by Reference | Portions of Parsons’ 2020 Proxy Statement are incorporated by reference into Part III of this Annual Report on Form 10-K. |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets | ||
Cash and cash equivalents (including $73,794 and $51,171 Cash of consolidated joint ventures) | $ 182,688 | $ 280,221 |
Restricted cash and investments | 12,686 | 974 |
Accounts receivable, net (including $180,325 and $166,355 Accounts receivable of consolidated joint ventures, net) | 671,492 | 623,286 |
Contract assets (including $21,270 and $26,458 Contract assets of consolidated joint ventures) | 575,089 | 515,319 |
Prepaid expenses and other current assets (including $11,837 and $11,182 Prepaid expenses and other current assets of consolidated joint ventures) | 84,454 | 69,007 |
Total current assets | 1,526,409 | 1,488,807 |
Property and equipment, net (including $2,561 and $2,945 Property and equipment of consolidated joint ventures, net) | 122,751 | 91,849 |
Right of use assets, operating leases | 233,415 | |
Goodwill | 1,047,425 | 736,938 |
Investments in and advances to unconsolidated joint ventures | 68,620 | 63,560 |
Intangible assets, net | 259,858 | 179,519 |
Deferred tax assets | 130,401 | 5,680 |
Other noncurrent assets | 61,489 | 46,225 |
Total assets | 3,450,368 | 2,612,578 |
Current liabilities | ||
Accounts payable (including $87,914 and $85,869 Accounts payable of consolidated joint ventures) | 216,613 | 226,345 |
Accrued expenses and other current liabilities (including $73,209 and $74,857 Accrued expenses and other current liabilities of consolidated joint ventures) | 639,863 | 559,700 |
Contract liabilities (including $38,706 and $32,638 Contract liabilities of consolidated joint ventures) | 230,681 | 208,576 |
Short-term lease liabilities, operating leases | 49,994 | |
Income taxes payable | 7,231 | 11,540 |
Total current liabilities | 1,144,382 | 1,006,161 |
Long-term employee incentives | 56,928 | 41,913 |
Deferred gain resulting from sale-leaseback transactions | 46,004 | |
Long-term debt | 249,353 | 429,164 |
Long-term lease liabilities, operating leases | 203,624 | 0 |
Deferred tax liabilities | 9,621 | 6,240 |
Other long-term liabilities | 125,704 | 127,863 |
Total liabilities | 1,789,612 | 1,657,345 |
Contingencies (Note 15) | ||
Redeemable common stock held by Employee Stock Ownership Plan (ESOP), $1 par value; 78,172,809 and 0 shares outstanding, recorded at redemption value | 1,876,309 | |
Shareholders' equity (deficit) | ||
Common stock, $1 par value; authorized 1,000,000,000 shares; 125,097,684 and 146,440,701 shares issued; 0 and 21,772,888; 0 and 78,896,806 shares and ESOP shares outstanding | 146,441 | |
Treasury stock, 46,918,140 and 45,771,008 shares at cost | (934,240) | (957,025) |
Additional paid-in capital | 2,649,975 | |
Retained earnings (accumulated deficit) | (218,025) | 12,445 |
Accumulated other comprehensive income | (14,261) | (22,957) |
Total Parsons Corporation shareholders' equity (deficit) | 1,629,890 | (967,537) |
Noncontrolling interests | 30,866 | 46,461 |
Total shareholders' equity (deficit) | 1,660,756 | (921,076) |
Total liabilities, redeemable common stock and shareholders' equity (deficit) | $ 3,450,368 | $ 2,612,578 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Cash and cash equivalents | $ 182,688 | $ 280,221 |
Accounts receivable, net | 671,492 | 623,286 |
Contract assets | 575,089 | 515,319 |
Prepaid expenses and other current assets | 84,454 | 69,007 |
Property and equipment, net | 122,751 | 91,849 |
Accounts payable | 216,613 | 226,345 |
Accrued expenses and other current liabilities | 639,863 | 559,700 |
Contract liabilities | $ 230,681 | $ 208,576 |
Temporary equity, par value | $ 1 | $ 1 |
Temporary equity, shares outstanding | 0 | 78,172,809 |
Common stock, par value | $ 1 | $ 1 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares, issued | 146,440,701 | 125,097,684 |
Common stock, shares, outstanding | 21,772,888 | 0 |
Treasury stock, shares | 45,771,008 | 46,918,140 |
Consolidated Joint Ventures | ||
Cash and cash equivalents | $ 51,171 | $ 73,794 |
Accounts receivable, net | 166,355 | 180,325 |
Contract assets | 26,458 | 21,270 |
Prepaid expenses and other current assets | 11,182 | 11,837 |
Property and equipment, net | 2,945 | 2,561 |
Accounts payable | 85,869 | 87,914 |
Accrued expenses and other current liabilities | 74,857 | 73,209 |
Contract liabilities | $ 32,638 | $ 38,706 |
Employee Stock Ownership Plan | ||
Common stock, shares, outstanding | 78,896,806 | 0 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Income Statement [Abstract] | |||
Revenue | $ 3,954,812 | $ 3,560,508 | $ 3,017,011 |
Direct cost of contracts | 3,123,062 | 2,795,005 | 2,400,140 |
Equity in earnings of unconsolidated joint ventures | 41,721 | 36,915 | 40,086 |
Indirect, general and administrative expenses | 781,408 | 597,410 | 506,255 |
Operating income | 92,063 | 205,008 | 150,702 |
Interest income | 1,300 | 2,710 | 2,465 |
Interest expense | (23,729) | (20,842) | (15,798) |
Other income (expense), net | (2,392) | (1,651) | 5,658 |
(Interest and other expense) gain associated with claim on long-term contract | 74,578 | (10,026) | |
Total other (expense) income | (24,821) | 54,795 | (17,701) |
Income before income tax expense | 67,242 | 259,803 | 133,001 |
Income tax (expense) benefit | 69,886 | (20,367) | (21,464) |
Net income including noncontrolling interests | 137,128 | 239,436 | 111,537 |
Net income attributable to noncontrolling interests | (16,594) | (17,099) | (14,211) |
Net income attributable to Parsons Corporation | $ 120,534 | $ 222,337 | $ 97,326 |
Earnings per share: | |||
Basic earnings per share | $ 1.30 | $ 2.78 | $ 1.16 |
Diluted earnings per share | $ 1.30 | $ 2.78 | $ 1.16 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Net income including noncontrolling interests | $ 137,128 | $ 239,436 | $ 111,537 |
Other comprehensive income (loss), net of tax | |||
Foreign currency translation adjustment, net of tax | 8,418 | (7,800) | 4,793 |
Pension adjustments, net of tax | 281 | (56) | (95) |
Comprehensive income including noncontrolling interests, net of tax | 145,827 | 231,580 | 116,235 |
Comprehensive income attributable to noncontrolling interests, net of tax | (16,597) | (17,197) | (14,210) |
Comprehensive income attributable to Parsons Corporation, net of tax | $ 129,230 | $ 214,383 | $ 102,025 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Redeemable Common Stock and Shareholders' Equity (Deficit) - USD ($) $ in Thousands | Total | IPO | Redeemable Common Stock | Common Stock | Common StockIPO | Treasury Stock | Accumulated Deficit | Additional Paid-in Capital | Additional Paid-in CapitalIPO | Accumulated Other Comprehensive (Loss) Income | Total Parsons Equity (Deficit) | Total Parsons Equity (Deficit)IPO | Noncontrolling Interest |
Beginning balance at Dec. 30, 2016 | $ (935,542) | $ (806,119) | $ (166,890) | $ (19,702) | $ (992,711) | $ 57,169 | |||||||
Beginning balance, Temporary Equity at Dec. 30, 2016 | $ 1,739,431 | ||||||||||||
Comprehensive income (loss) | |||||||||||||
Net (loss) income | 111,537 | 97,326 | 97,326 | 14,211 | |||||||||
Foreign currency translation (loss) gain | 4,793 | 4,794 | 4,794 | (1) | |||||||||
Pension adjustments | (95) | (95) | (95) | ||||||||||
Purchase of treasury stock | (111,403) | 111,403 | |||||||||||
Temporary equity, Purchase of treasury stock | (111,403) | ||||||||||||
Contributions of treasury stock to ESOP | 41,150 | (41,150) | |||||||||||
Temporary equity, Contributions of treasury stock to ESOP | 40,553 | ||||||||||||
Contributions | 7,481 | 7,481 | |||||||||||
Distributions | (51,366) | (51,366) | |||||||||||
ESOP shares at redemption value | (186,724) | (186,724) | (186,724) | ||||||||||
Temporary equity, ESOP shares at redemption value | 186,724 | ||||||||||||
Ending Balance at Dec. 29, 2017 | (1,049,916) | (876,372) | (186,035) | (15,003) | (1,077,410) | 27,494 | |||||||
Ending Balance, Temporary Equity at Dec. 29, 2017 | 1,855,305 | ||||||||||||
Comprehensive income (loss) | |||||||||||||
Net (loss) income | 239,436 | 222,337 | 222,337 | 17,099 | |||||||||
Foreign currency translation (loss) gain | (7,800) | (7,898) | (7,898) | 98 | |||||||||
Pension adjustments | (56) | (56) | (56) | ||||||||||
Adjustment due to adoption of ASC | ASC 606 | (4,735) | (4,735) | (4,735) | ||||||||||
Purchase of treasury stock | (125,814) | 125,814 | |||||||||||
Temporary equity, Purchase of treasury stock | (125,814) | ||||||||||||
Contributions of treasury stock to ESOP | 45,161 | (45,161) | |||||||||||
Temporary equity, Contributions of treasury stock to ESOP | 47,043 | ||||||||||||
Contributions | 20,656 | 20,656 | |||||||||||
Distributions | (18,886) | (18,886) | |||||||||||
ESOP shares at redemption value | (99,775) | (99,775) | (99,775) | ||||||||||
Temporary equity, ESOP shares at redemption value | 99,775 | ||||||||||||
Ending Balance at Dec. 31, 2018 | (921,076) | (957,025) | 12,445 | (22,957) | (967,537) | 46,461 | |||||||
Ending Balance, Temporary Equity at Dec. 31, 2018 | 1,876,309 | 1,876,309 | |||||||||||
Comprehensive income (loss) | |||||||||||||
Net (loss) income | 137,128 | 120,534 | 120,534 | 16,594 | |||||||||
Foreign currency translation (loss) gain | 8,418 | 8,415 | 8,415 | 3 | |||||||||
Pension adjustments | 281 | 281 | 281 | ||||||||||
Adjustment due to adoption of ASC | ASC 842 | 52,608 | 52,608 | 52,608 | ||||||||||
Purchase of treasury stock | (53) | (6,272) | 6,219 | (53) | |||||||||
Temporary equity, Purchase of treasury stock | (6,219) | ||||||||||||
Contributions of treasury stock to ESOP | 53,644 | 29,057 | $ 24,587 | 53,644 | |||||||||
Contributions | 10,093 | 10,093 | |||||||||||
Distributions | (42,285) | (42,285) | |||||||||||
Dividend paid | (52,093) | (52,093) | (52,093) | ||||||||||
Stock-based compensation | 8,272 | 8,272 | 8,272 | ||||||||||
Issuance of equity securities, net of retirements/ IPO proceeds, net | (1,149) | $ 536,878 | $ 47 | $ 21,296 | (197) | (999) | $ 515,582 | (1,149) | $ 536,878 | ||||
Conversion of S-Corp to C-Corp | (25,877) | (25,877) | (25,877) | ||||||||||
Temporary equity, Conversion of S-Corp to C-Corp | 25,877 | ||||||||||||
ESOP shares at redemption value | (857,559) | (331,664) | (525,895) | (857,559) | |||||||||
Temporary equity, ESOP shares at redemption value | 857,559 | ||||||||||||
Temporary to permanent equity end of lock-up period | 2,753,526 | $ (2,753,526) | 125,098 | 2,628,428 | 2,753,526 | ||||||||
Ending Balance at Dec. 31, 2019 | $ 1,660,756 | $ 146,441 | $ (934,240) | $ (218,025) | $ 2,649,975 | $ (14,261) | $ 1,629,890 | $ 30,866 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Cash flows from operating activities | |||
Net income including noncontrolling interests | $ 137,128 | $ 239,436 | $ 111,537 |
Adjustments to reconcile net income to net cash provided by operating activities | |||
Depreciation and amortization | 125,700 | 69,869 | 35,198 |
Amortization of deferred gain | 0 | (7,253) | (7,283) |
Amortization of debt issue costs | 973 | 721 | 504 |
Gain associated with claim on long-term contract | 0 | (129,674) | 0 |
Loss on disposal of property and equipment | 1,042 | 780 | 1,184 |
Provision for doubtful accounts | 290 | 5,255 | 12,530 |
Deferred taxes | (123,338) | (1,422) | 5,403 |
Foreign currency transaction gains and losses | 4,472 | 5,224 | (5,121) |
Equity in earnings of unconsolidated joint ventures | (41,721) | (36,915) | (40,086) |
Return on investments in unconsolidated joint ventures | 51,077 | 35,192 | 33,377 |
Stock-based compensation | 8,272 | 0 | 0 |
Contributions of treasury stock | 53,644 | 45,161 | 40,553 |
Changes in assets and liabilities, net of acquisitions and newly consolidated joint ventures | |||
Accounts receivable | (30,206) | 461,304 | (2,958) |
Contract assets | (49,999) | (480,090) | 0 |
Prepaid expenses and current assets | (22,110) | (23,668) | (10,850) |
Accounts payable | (17,123) | 5,566 | 27,334 |
Accrued expenses and other current liabilities | 78,366 | 30,367 | 26,153 |
Billings in excess of costs | 0 | (150,873) | 7,900 |
Contract liabilities | 20,146 | 205,047 | 0 |
Provision for contract losses | 0 | (13,795) | 19,431 |
Income taxes | (5,421) | 3,911 | 2,518 |
Other long-term liabilities | 29,048 | 20,491 | 7,705 |
Net cash provided by operating activities | 220,240 | 284,634 | 265,029 |
Cash flows from investing activities | |||
Capital expenditures | (67,597) | (29,283) | (27,939) |
Proceeds from sale of property and equipment | 3,789 | 439 | 2,250 |
Payments for acquisitions, net of cash acquired | (494,826) | (481,163) | (25,737) |
Investments in unconsolidated joint ventures | (24,579) | (4,720) | (3,502) |
Return of investments in unconsolidated joint ventures | 12,410 | 11,432 | 1,967 |
Net cash used in investing activities | (570,803) | (503,295) | (52,961) |
Cash flows from financing activities | |||
Proceeds from borrowings | 597,200 | 260,000 | 0 |
Repayments of borrowings | (777,200) | (80,000) | 0 |
Payments for debt costs and credit agreement | (286) | (545) | (1,949) |
Contributions by noncontrolling interests | 10,093 | 20,656 | 7,481 |
Distributions to noncontrolling interests | (42,285) | (18,886) | (51,366) |
Purchase of treasury stock | (6,272) | (125,814) | (111,403) |
IPO proceeds, net | 536,879 | 0 | 0 |
Dividend paid | (52,093) | 0 | 0 |
Deferred payments for acquisitions | 0 | 0 | (2,934) |
Net cash (used in) provided by financing activities | 266,036 | 55,411 | (160,171) |
Effect of exchange rate changes | (1,294) | (1,699) | 1,235 |
Net (decrease) increase in cash, cash equivalents and restricted cash | (85,821) | (164,949) | 53,132 |
Cash, cash equivalents and restricted cash | |||
Beginning of year | 281,195 | 446,144 | 393,012 |
End of year | 195,374 | 281,195 | 446,144 |
Cash paid during the year for | |||
Interest | 23,254 | 16,805 | 12,905 |
Income taxes (net of refunds) | $ 60,477 | $ 17,054 | $ 14,364 |
Description of Operations
Description of Operations | 12 Months Ended |
Dec. 31, 2019 | |
Description Of Operations Disclosure [Abstract] | |
Description of Operations | 1. Organization Parsons Corporation, a Delaware corporation, and its subsidiaries (collectively, the “Company”) provide sophisticated design, engineering and technical services, and smart and agile software to the United States federal government and Critical Infrastructure customers worldwide. The Company performs work in various foreign countries through local subsidiaries, joint ventures and foreign offices maintained to carry out specific projects. Initial Public Offering On May 8, 2019, the Company consummated its initial public offering (“IPO”) whereby the Company sold 18,518,500 shares of common stock for $27.00 per share. The underwriters exercised their share option on May 14, 2019 to purchase an additional 2,777,775 shares at the share price of $25.515 which was the IPO share price of $27.00 less the underwriting discount of $1.485 per share. The net proceeds of the IPO and the underwriters’ share option were $536.9 million, after deducting underwriting discounts and other fees, and were used to fund an IPO dividend of $52.1 million, repay the outstanding balance of $150.0 million under our Term Loan, and repay outstanding indebtedness under our Revolving Credit Facility. Stock Dividend On April 15, 2019, the board of directors of the Company declared a common stock dividend in a ratio of two shares of common stock for every one share of common stock then held by the Company’s stockholder (the “Stock Dividend”). The record date of this common Stock Dividend was May 7, 2019, the day immediately prior to the consummation of the Company’s IPO on May 8, 2019, and the payment date of the Stock Dividend was May 8, 2019. Purchasers of the Company’s common stock in the Company’s public offering were not entitled to receive any portion of the Stock Dividend. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Summary of Significant Accounting Policies | 2. Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of Parsons Corporation and its subsidiaries and affiliates which it controls. Interests in joint ventures that are controlled by the Company, or for which the Company is otherwise deemed to be the primary beneficiary, are consolidated. For joint ventures in which the Company does not have a controlling interest, but exerts significant influence, the Company applies the equity method of accounting. Intercompany accounts and transactions are eliminated in consolidation. Fiscal Year The Company reports results of operations based on a calendar year end date of December 31 starting in 2018. Prior to 2018, the Company reported results of operations based on a 52- or 53-week periods ending the last Friday on or before December 31. For 2017, this date was December 29, 2017, and 2017 was comprised of 52 weeks. Use of Estimates The preparation of the consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual amounts could differ from those estimates. The Company’s most significant estimates and judgments involve revenue recognition with respect to the determination of the costs to complete contracts and transaction price; determination of self-insurance reserves; valuation of the Company’s fair value of common stock prior to the conclusion of the 180-day lock-up period on November 3, 2019; useful lives of property and equipment and intangible assets; calculation of allowance for doubtful accounts; valuation of deferred income tax assets and uncertain tax positions, among others. ESOP The Company maintains a non-leveraged ESOP for eligible employees, for which the Company contributes shares of its own stock to the ESOP trust each year. Shares held by the ESOP or committed to be contributed to the ESOP were presented as temporary equity at December 31, 2018 as they included a cash redemption feature that was not solely within the Company’s control. At the IPO date, shares held by the ESOP were subject to a 180-day lock-up period. At the conclusion of the 180-day lock-up period ESOP distributions are no longer made in cash. Shares held by the ESOP have been reclassified from temporary equity to permanent equity at December 31, 2019. Throughout the year, as employee services are rendered, the Company records compensation expense based on salaries of eligible employees. At each reporting period, the shares held within the ESOP or committed to be contributed to the ESOP are adjusted to their redemption value through an offsetting charge or credit to accumulated deficit. Treasury Stock The Company records treasury stock purchases under the cost method whereby the entire cost of the acquired stock is recorded as treasury stock. The Company records the reissuance of treasury stock using the first-in, first-out method of accounting. Contributions of 1,790,496 shares, 1,874,988 shares and 1,345,198 shares of common stock were made to the ESOP in fiscal 2017, 2018 and 2019, respectively. In fiscal 2017, 2018 and 2019 the Company repurchased 5,843,211 shares, 5,553,891 shares and 191,331 shares of common stock from the ESOP, respectively, in connection with the redemption of ESOP participants’ interests in the ESOP for $111.4 million, $125.8 million and $6.3 million, respectively. Earnings per Share Basic earnings per common share (“EPS”) is calculated by dividing Net income by the weighted average number of common shares outstanding during the year. Diluted earnings per common share is calculated by dividing net income by adjusted weighted average outstanding shares, assuming conversion of all potentially dilutive securities. Upon contribution to the ESOP, the shares become outstanding and are included within the earnings per share computations. Revenue Recognition On December 30, 2017, the Company adopted Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers” 1. Identify the contract 2. Identify performance obligations 3. Determine the transaction price 4. Allocate the transaction price 5. Recognize revenue Contracts —Revenue is derived from long-term contracts with customers whereby the Company provides planning, design, engineering, technical, and construction and program management services. The Company has contracts with the United States federal government that contain provisions requiring compliance with the United States Federal Acquisition Regulation (“FAR”) and the United States Cost Accounting Standards (“CAS”). These regulations are generally applicable to all of the Company’s federal government contracts and are partially or fully incorporated in some local and state agency contracts. Most of the Company’s federal government contracts are subject to termination at the convenience of the client. These contracts typically provide for reimbursement of costs incurred and payment of fees earned through the date of such termination. The Company enters into the following types of contracts with its customers: Cost-Plus—Under cost-plus contracts, the Company is reimbursed for allowable or otherwise defined costs incurred, plus a fee. The contracts may also include incentives for various performance criteria, including quality, timeliness, safety and cost-effectiveness. In addition, costs are generally subject to review by clients and regulatory audit agencies, and such reviews could result in costs being disputed as nonreimbursable under the terms of the contract. Time-and-Materials—Under time-and-materials contracts, hourly billing rates are negotiated and charged to clients based on the actual time spent on a project. In certain cases, these contracts may be subject to maximum contract values. In addition, clients reimburse actual out-of-pocket costs for materials and other direct incidental expenditures that are incurred in connection with the performance under the contract. Fixed-Price—The Company enters into two types of fixed-price contracts: firm fixed-price (“FFP”) and fixed-price per unit (“FPPU”). Under FFP contracts, clients pay an agreed fixed-amount negotiated in advance for a specified scope of work. Contract Costs —Contract costs consist of direct costs on contracts, including labor and materials, amounts payable to subcontractors, direct overhead costs and equipment expense (primarily depreciation, fuel, maintenance and repairs). All contract costs are recorded as incurred. Changes to estimated contract costs, either due to unexpected events or revisions to management’s initial estimates, for a given project are recognized in the period in which they are determined as estimated at the contract level. Pre-contract costs are expensed as incurred unless they are expected to be recovered from the client, generate or enhance resources that will be used in satisfying performance obligations in the future and directly relate to an existing or anticipated contract. Costs to mobilize equipment and labor to a job site, prior to substantive work beginning (“mobilization costs”) are capitalized as incurred and amortized over the expected duration of the contract. Additionally, the Company may incur incremental costs to obtain certain contracts, such as selling and market costs, bid and proposal costs, sales commissions, and legal fees, certain of which can be capitalized if they are recoverable under the contract. Capitalized contract costs are included in other current assets on the consolidated balance sheets and were not material as of December 31, 2018 and December 31, 2019. Performance Obligations —A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in ASC 606. The transaction price of a contract is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. To the extent a contract is deemed to have multiple performance obligations, the Company allocates the transaction price of the contract to each performance obligation using our best estimate of the standalone selling price of each distinct good or service in the contract. The Company determines the relative standalone selling price utilizing observable prices for the sale of the underlying goods or services. Contracts are considered to have a single performance obligation if the promise to transfer the individual goods or services is not separately identifiable from other promises in the contracts or is not distinct in the context of the contract, which is mainly because the Company provides a significant service of integrating a complex set of tasks and components into a single project or capability. Engineering and construction contracts are generally accounted for as a single performance obligation while our engineering and construction supervision contracts are accounted for as two separate performance obligations. When providing construction supervision services, the Company is not liable for the construction of the asset, but has an overall responsibility to oversee, coordinate, measure, and evaluate the quality of construction work and the performance of the construction contractor on behalf of the customer. Customers are generally billed as the Company satisfies its performance obligations and payment terms typically range from 30 to 120 days from the invoice date. Billings under certain fixed-price contracts may be based upon the achievement of specified milestones, while some arrangements may require advance customer payment. The Company’s contracts generally do not include a significant financing component. Variable Consideration —The transaction price for the Company’s contracts may include variable consideration, which includes increases to transaction price for approved and unpriced change orders, claims and incentives, and reductions to transaction price for liquidated damages. Change orders, claims and incentives are generally not distinct from the existing contract due to the significant integration service provided in the context of the contract and are accounted for as a modification of the existing contract and performance obligation. The Company estimates variable consideration for a performance obligation utilizing one of the two prescribed methods, depending on which method better predicts the amount of consideration to which the Company will be entitled (or the amount the Company expects to incur in the case of liquidated damages). Such methods are: (a) the expected value method, whereby the amount of variable consideration to be recognized represents the sum of probability weighted amounts in a range of possible consideration amounts, and (b) the most likely amount method, whereby the amount of variable consideration to be recognized represents the single most likely amount in a range of possible consideration amounts. When applying these methods, the Company considers all information that is reasonably available, including historical, current and estimates of future performance. The expected value method is utilized in situations where a contract contains a large number of possible outcomes, while the most likely amount method is utilized in situations where a contract has only two possible outcomes. The Company includes variable consideration in the estimated transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur or when the uncertainty associated with the variable consideration is resolved. The Company’s estimates of variable consideration and determination of whether to include estimated amounts in transaction price are based largely on an assessment of anticipated performance and all information (historical, current and forecasted) that is reasonably available. The effect of variable consideration on the transaction price of a performance obligation is recognized as an adjustment to revenue on a cumulative catch-up basis. Change Orders —Change orders, which are a normal and recurring part of business, may include changes in specifications or design, manner of performance, facilities, equipment, materials, sites and period of completion of the work. The Company or customer may initiate change orders. Most change orders are not distinct from the existing contract and are accounted for as part of that existing contract. The effect of a change order on the transaction price and measure of progress for the performance obligation to which it relates is recognized as an adjustment to revenues (either as an increase in or a reduction of revenues) on a cumulative catch-up basis. Revenues from unpriced change orders are recognized to the extent of the amounts the Company expects to recover, consistent with the variable consideration policy discussed above. If it is probable that a reversal of revenues will occur, the costs attributable to change orders are treated as contract costs without incremental revenues. To the extent change orders included in the price are not resolved in the Company’s favor, there could be reductions in, or reversals of previously reported amounts of, revenues and profits, and charges against current earnings, which could be material. Claims Revenue —Claims are amounts in excess of agreed contract prices that the Company seeks to collect from clients or others for customer-caused delays, errors in specifications and designs, contract terminations, change orders that are in dispute, or other causes of unanticipated additional contract costs, including factors outside of our control, and therefore the Company believes it is entitled to additional compensation. Claims revenue, when recorded, is only recorded to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur. The Company includes certain claims in the transaction price when the claims are legally enforceable, the Company considers collection to be probable and believes it can reliably estimate the ultimate value. The Company continues to engage in negotiations with its customers on outstanding claims. However, these claims may be resolved at amounts that differ from current estimates, which could result in increases or decreases in future estimated contract profits or losses. Warranties —In most cases, contracts include assurance-type warranties that the Company’s performance is free from material defect and consistent with the specifications of the Company’s contracts, which do not give rise to a separate performance obligation. To the extent the warranty terms provide the customer with an additional service, such as extended maintenance services, such warranty is accounted for as a separate performance obligation. Revenue recognized over time —The Company’s performance obligations are generally satisfied over time as work progresses because of continuous transfer of control to the customer and the Company has the right to bill the customer as costs are incurred. Typically, revenue is recognized over time using an input measure (i.e.’ costs incurred to date relative to total estimated costs at completion) to measure progress. The Company generally uses the cost-to-cost measure of progress method because it best depicts the transfer of control to the customer which occurs as the Company incurs costs on its contracts. Under the cost-to-cost measure of progress method, the extent of progress towards completion is measured based on the ratio of total costs incurred to-date to the total estimated costs at completion of the performance obligation. Revenues, including estimated fees or profits, are recorded proportionally as costs are incurred. Any expected losses on construction-type contracts in progress are charged to earnings, in total, in the period the losses are identified. The Company recognizes adjustments in estimated profit on contracts under the cumulative catch-up method. Under this method, the impact of the adjustment on profit recorded to date is recognized in the period the adjustment is identified. Revenue and profit in future periods of contract performance is recognized using the adjusted estimate. If at any time the estimate of contract profitability indicates an anticipated loss on the contract, the Company recognizes the total loss in the period it is identified. Right to invoice practical expedient —For performance obligations satisfied over time where the Company has a right to consideration from a customer in an amount that corresponds directly with the value of the Company’s performance to-date, the Company recognizes revenue in the amount to which it has a right to invoice. For the Company’s reimbursable services contracts, revenue is recognized using the right to invoice practical expedient, or on a cost-to-cost measure of progress method. The Company will select the method that best represents progress on a project. Revenue recognized at a point in time —For performance obligations satisfied at a point in time, revenue is recognized when the services are performed, control is transferred, and the performance obligation is complete. The Company recognizes revenue at a point in time for vehicle inspection services. Revenue related to the inspection service is recognized for each vehicle inspection at the point the Company has completed the inspection. In the Company’s industry, recognition of profit on long-term contracts requires the use of assumptions and estimates related to total contract revenue, total cost at completion, and the measurement of progress towards completion. Estimates are continually evaluated as work progresses and are revised when necessary. When a change in estimate is determined to have an impact on contract profit, the Company records a positive or negative adjustment to the consolidated statements of income. Refer to the Recently Adopted Accounting Pronouncements for discussion of the differences between the current revenue recognition criteria under ASC 606 and the Company’s previous recognition practices under ASC 605, Revenue Recognition Cash Equivalents The Company considers all highly liquid investments with original maturities of less than three months to be cash equivalents. Cash equivalent investments are carried at cost, which approximates fair value, and consist primarily of United States Treasuries, time deposits, and other forms of short-term fixed income investments. Restricted Cash and Investments Restricted cash and investments held in trust accounts represent collateral for certain incentive programs. Accounts Receivable, Net Accounts receivable includes billed and unbilled amounts and are recognized in the period when the Company’s rights to receive consideration are unconditional. The Company establishes an allowance for doubtful accounts based on the assessment of the clients’ ability to pay. In addition to such allowances, there are often items in dispute or being negotiated that may require us to make an estimate as to the ultimate outcome. Past due receivable balances are written off when internal collection efforts have been unsuccessful in collecting the amounts due. Contract Assets and Contract Liabilities In connection with the adoption of ASC 606 on December 30, 2017, the Company revised its policy related to contract assets and contract liabilities. Projects with performance obligations recognized over time that have revenue recognized to-date in excess of cumulative billings and unbilled accounts receivable are reported on our consolidated balance sheets as “Contract assets”. Contract retentions, included in contract assets, represent amounts withheld by clients, in accordance with underlying contract terms, until certain conditions are met or the project is completed. The operating cycle for certain long-term contracts may extend beyond one year, and, accordingly, collection of retainage on those contracts may extend beyond one year. Contract assets are reclassified to accounts receivable when the right to consideration becomes unconditional. Contract liabilities on uncompleted contracts represent the excess of cash collected from clients and billings to clients on contracts in advance of work performed over the amount of revenue recognized and provisions for losses. The majority of these amounts are expected to be earned within 12 months and are classified as current liabilities. Refer to the Recently Adopted Accounting Pronouncements for further discussion of the impact of adopting ASC 606. Concentration of Credit Risk Financial instruments which potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivables. The Company’s cash is primarily held with major banks and financial institutions throughout the world. At times, cash balances may be in excess of the amount insured. The Company is involved in a significant volume of contracts with the United States federal government and state and local governments. Approximately 36%, 42% and 48% of consolidated revenues for the years ended December 29, 2017, December 31, 2018 and December 31, 2019, respectively, and approximately 29% and 18% of accounts receivable as of December 31, 2018 and December 31, 2019, respectively, were derived from contracts with the United States federal government. No other customers represented 10% or more of consolidated revenues or accounts receivable in any of the periods presented. In order to mitigate the credit risk associated with customers, the Company performs periodic credit evaluations of its customers’ financial condition. Property and Equipment Property and equipment are stated at cost and are shown net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Depreciation of leasehold improvements is computed using the straight-line method over the shorter of their estimated useful lives or the remaining term of the lease. The cost of assets retired or otherwise disposed of and the related accumulated depreciation are eliminated from the accounts, and any gain or loss thereon is included in net income. Expenditures for maintenance and repairs are expensed as incurred. Property and equipment are reviewed for impairment when events or circumstances change that indicate they may not be recoverable. Impairment losses are recognized when estimated future cash flows expected to result from the use of the assets and their eventual disposition are less than their carrying amount, in which case the asset is written down to its fair value. Leases The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease ROU assets and current and long-term operating lease liabilities in the consolidated balance sheets. Finance leases are included in other noncurrent assets, accrued expenses and other current liabilities and other long-term liabilities in the consolidated balance sheets. ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the Company’s leases do not provide an implicit rate, incremental borrowing rates are used based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. Lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for operating lease payments is recognized on a straight-line basis over the lease term. We have lease agreements with lease and non-lease components where the lease consideration is allocated between the components based on relative standalone prices. For real property leases, allocations of lease consideration between lease and non-lease components are immaterial. For certain equipment leases, such as vehicles, we account for the lease and non-lease components as a single lease component. Additionally, for certain equipment leases, we apply a portfolio approach to effectively account for the operating lease ROU assets and liabilities. Equity-Based Compensation The Company measures the value of services received from employees and directors in exchange for an equity-based award based on the grant date fair value. The Company issues equity-based awards that settle in either cash or shares of the Company’s common stock. Cash settled awards are subsequently remeasured to an updated fair value at each reporting period until the award is settled. Awards containing performance measures are adjusted at each reporting period for the number of shares expected to be earned. Compensation cost for cash settled and performance awards are trued-up at each reporting period for changes in fair value and expected shares pro-rated for the portion of the requisite service period rendered. The Company recognizes compensation costs for these awards on either a straight-line or accelerated basis over the vesting period of the award in indirect, general and administrative expense in the consolidated statements of income. Business Combinations The Company accounts for business combinations using the acquisition method, under which the purchase price of an acquired company is allocated to the tangible and intangible assets acquired and the liabilities assumed on the basis of their fair values at the date of acquisition. Any excess of purchase price over the fair value of tangible and intangible assets acquired and liabilities assumed is allocated to goodwill. The determination of fair values of assets acquired and liabilities assumed requires the Company to make estimates and use valuation techniques when a market value is not readily available. The Company adjusts the preliminary purchase price allocation, as necessary, during the measurement period of up to one year after the acquisition closing date as the Company obtains more information as to facts and circumstances existing at the acquisition date. Acquisition-related costs are recognized separate from the acquisition and are expensed as incurred. Consolidation of Joint Ventures and Variable Interest Entities The Company participates in joint ventures, which include partnerships and partially owned limited liability corporations, to bid, negotiate and complete specific projects. The Company is required to consolidate these joint ventures if it holds the majority voting interest or if the joint venture is determined to be a variable interest entity (“VIE”) for which the Company is the primary beneficiary, as described below. A VIE is an entity with one or more of the following characteristics: (a) the total equity investment at risk is not sufficient to permit the entity to finance its activities without additional financial support; (b) as a group, the holders of the equity investment at risk lack the ability to make certain decisions, the obligation to absorb expected losses or the right to receive expected residual returns; or (c) an equity investor has voting rights that are disproportionate to its economic interest and substantially all of the entity’s activities are on behalf of the investor with disproportionately low voting rights. The Company’s VIEs may be funded through contributions, loans and/or advances from the joint venture partners or by advances and/or letters of credit provided by clients. Certain VIEs are directly governed, managed, operated and administered by the joint venture partners. Others have no employees and, although these entities own and hold the contracts with the clients, the services required by the contracts are typically performed by the joint venture partners or by other subcontractors. The Company is considered the primary beneficiary and required to consolidate a VIE if it has the power to direct the activities that most significantly impact that VIE’s economic performance, and the obligation to absorb losses or the right to receive benefits of that VIE that could potentially be significant to the VIE. In determining whether the Company is the primary beneficiary, significant assumptions and judgments include the following: (1) identifying the significant activities and the parties that have the power to direct them; (2) reviewing the governing board composition and participation ratio; (3) determining the equity, profit and loss ratio; (4) determining the management-sharing ratio; (5) reviewing employment terms, including which joint venture partner provides the project manager; and (6) reviewing the funding and operating agreements. Examples of significant activities currently being performed by the Company’s significant consolidated and unconsolidated joint ventures include engineering and design services; management consulting services; procurement and construction services; program management; construction management; and operations and maintenance services. If the Company determines that the power to direct the significant activities is shared by two or more joint venture parties, then there is no primary beneficiary and no party consolidates the VIE. In making the shared-power determination, the Company analyzes the key contractual terms, governance, related party and de facto agency as they are defined in the accounting standard, and other arrangements. Goodwill In 2019, the Company changed the date of its annual goodwill impairment testing from November 30 to October 1. This change is results in better alignment of the Company's annual impairment test with the Company’s annual budgeting cycle and provides a more reliable measurement using the Company’s interim closing processes. The change had no effect on the Company’s financial statements for the current or historical periods. The Company performs an additional review at year end to address the interim period. For purposes of impairment testing, goodwill is allocated to the applicable reporting units based on the current reporting structure. The Company’s reporting units are operating segments or components of operating segments where discrete financial information is available and segment management regularly reviews the operating results. When evaluating goodwill for impairment, the Company may decide to first perform a qualitative assessment, or “step zero” impairment test, to determine whether it is more likely than not that impairment has occurred. If the Company does not perform a qualitative assessment, or if the Company determines that it is not more likely than not that the fair value of its reporting units exceeds their carrying amounts, the Company performs a quantitative assessment and calculates the estimated fair value of the respective reporting unit. If the carrying amount of a reporting unit exceeds its fair value, an impairment loss is recognized in the amount the carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. The Company’s decision to perform a qualitative impairment assessment in a given year is influenced by a number of factors, including the significance of the excess of the Company’s estimated fair value over carrying value at the last quantitative assessment date, the amount of time in between quantitative fair value assessments, and the date of its acquisitions, if any. Intangible Assets Intangible assets with finite lives arise from business acquisitions and are amortized based on the period over which the contractual or economic benefit of the intangible assets are expected to be realized or on a straight-line basis over the useful lives of the underlying assets, ranging from one to ten years. These primarily consist of customer relationships, developed technology, backlog, and covenants not to compete. When indicators of a potential impairment exist, the Company assesses the recoverability of the unamortized balance of its intangible assets by first comparing undiscounted expected cash flows associated with the asset, or the asset group they are part of, to its carrying value. Should the review indicate that the carrying |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Acquisitions | 3. Williams Electric On October 6, 2017, the Company completed the acquisition of Williams Electric Company, Inc., a specialty contractor delivering global control system integration and energy infrastructure solutions to U.S. Government customers. The total consideration for this acquisition, net of cash received, was approximately $25.7 million, which we paid in cash at closing. Polaris Alpha On May 31, 2018, the Company acquired a 100% ownership interest in Polaris Alpha, a privately-owned, advanced technology-focused provider of innovative mission solutions for complex defense, intelligence, and security customers, as well as other U.S. federal government customers, for $489.1 million paid in cash. The Company borrowed $260 million under the Credit Agreement, as described in “Note 12— Debt and Credit Facilities” Polaris Alpha Cash and cash equivalents $ 7,914 Accounts receivable 29,688 Contract assets 35,229 Prepaid expenses and other current assets 9,295 Property and equipment 9,024 Goodwill 243,471 Intangible assets 199,520 Other noncurrent assets 2,203 Accounts payable (13,942 ) Accrued expenses and other current liabilities (26,419 ) Contract liabilities (3,529 ) Deferred tax liabilities (2,231 ) Other long-term liabilities (1,146 ) Net assets acquired $ 489,077 Of the total purchase price, the following values were assigned to intangible assets (in thousands, except for years): Gross Carrying Amount Amortization Period (in years) Developed technology $ 84,900 4 Customer relationships 76,000 8 Backlog 34,900 2 Trade name 3,600 1 Leases 120 6 Amortization expense of $30.3 million and $54.5 million related to these intangible assets was recorded for the years ended December 31, 2018 and December 31, 2019, respectively. The entire value of goodwill of $243.5 million was assigned to the Federal Solutions reporting unit and represents synergies expected to be realized from this business combination. Goodwill of $50.1 million is deductible for tax purposes. The amount of revenue generated by Polaris Alpha since the acquisition and included within consolidated revenues for 2018 is $227.3 million. The Company has determined that the presentation of net income from the date of acquisition is impracticable due to the integration of general corporate functions upon acquisition. Supplemental Pro Forma Information (Unaudited) Supplemental information on an unaudited pro forma basis, as if the acquisition closed as of the beginning of the fiscal year ended December 29, 2017 as follows (in thousands): 2017 2018 (unaudited) (unaudited) Pro forma Revenue $ 3,361,626 $ 3,713,804 Pro forma Net Income including noncontrolling interest 58,356 225,861 The unaudited pro forma supplemental information is based on estimates and assumptions which the Company believes are reasonable and reflects the pro forma impact of additional amortization related to the fair value of acquired intangible assets, the pro forma impact of reflecting acquisition costs, which consisted of legal, advisory and due diligence fees and expenses, and the additional pro forma interest expense related to the borrowings under the credit agreement as of the assumed acquisition date. This supplemental pro forma information has been prepared for comparative purposes and does not purport to be indicative of what would have occurred had the acquisition been consummated during the periods for which pro forma information is presented. OGSystems On January 7, 2019, the Company acquired a 100% ownership interest in OGSystems, a privately-owned company, for $292.4 million paid in cash. OGSystems provides geospatial intelligence, big data analytics and threat mitigation for defense and intelligence customers. The Company borrowed $110 million under the Credit Agreement and $150 million on a short-term loan, as described in “Note 12— Debt and Credit Facilities The following table summarizes the estimated fair values of the assets acquired and liabilities assumed based on the purchase price allocation as of the date of acquisition (in thousands): Amount Cash and cash equivalents $ 5,772 Accounts receivable 9,904 Contract assets 9,747 Prepaid expenses and other current assets 4,307 Property and equipment 4,085 Right of use assets, operating leases 8,826 Goodwill 183,540 Intangible assets 92,300 Other noncurrent assets 10 Accounts payable (5,450 ) Accrued expenses and other current liabilities (7,147 ) Contract liabilities (1,300 ) Short-term lease liabilities, operating leases (805 ) Income tax payable (1,178 ) Deferred tax liabilities (1,195 ) Long-term lease liabilities, operating leases (8,021 ) Other long-term liabilities (1,015 ) Net assets acquired $ 292,380 Of the total purchase price, the following values were assigned to intangible assets (in thousands, except for years): Gross Carrying Amount Amortization Period (in years) Customer relationships $ 57,100 5 Backlog 27,700 3 Trade name 3,800 2 Non-compete agreements 2,400 3 Developed technologies $ 1,300 3 Amortization expense of $23.8 million related to these intangible assets was recorded for the year ended December 31, 2019. The entire value of goodwill of $183.5 million was assigned to the Federal Solutions reporting unit and represents synergies expected to be realized from this business combination. Goodwill of $16 million is deductible for tax purposes. The amount of revenue generated by OGSystems since the acquisition and included within consolidated revenues for year ended December 31, 2019 is $143.4 million. Supplemental Pro Forma Information (Unaudited) Supplemental information of unaudited pro forma operating results assuming the OGSystems acquisition had been consummated as of the beginning of fiscal year 2018 (December 30, 2017) (in thousands) is as follows: 2018 2019 (unaudited) (unaudited) Pro forma Revenue $ 3,676,894 $ 3,956,767 Pro forma Net Income including noncontrolling interests 205,961 134,046 The unaudited pro forma supplemental information is based on estimates and assumptions which the Company believes are reasonable and reflects the pro forma impact of additional amortization related to the fair value of acquired intangible assets, the pro forma impact of reflecting acquisition costs, which consisted of legal, advisory and due diligence fees and expenses, and the additional pro forma interest expense related to the borrowings under the credit agreement as of the assumed acquisition date. This supplemental pro forma information has been prepared for comparative purposes and does not purport to be indicative of what would have occurred had the acquisition been consummated during the periods for which pro forma information is presented. QRC Technologies On July 31, 2019 the Company acquired a 100% ownership interest in QRC Technologies (“QRC”), a privately-owned company, for $214.1 million in cash. QRC provides design and development of open-architecture radio-frequency products. The Company borrowed $140.0 million under the Revolving Credit Facility to partially fund the transaction. In connection with this acquisition, the Company recognized $4.9 million of acquisition-related expenses in “Indirect, general and administrative expense” in the consolidated statements of income for the year ended December 31, 2019, including legal fees, consulting fees, and other miscellaneous direct expenses associated with the acquisition. QRC is an agile, disruptive product company that specializes in radio frequency spectrum survey, record and playback; signals intelligence; and electronic warfare missions. QRC complements our existing portfolio, increases our presence in the high-growth markets of spectrum awareness and surveillance, adds critical intellectual property that complements and expands our available capabilities for the Special Operations and Intelligence Communities. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed based on the preliminary purchase price allocation as of the date of acquisition (in thousands): Amount Cash and cash equivalents $ 5,925 Accounts receivable 5,587 Prepaid expenses and other current assets 5,727 Property and equipment 1,205 Right of use assets, operating leases 5,228 Goodwill 125,091 Intangible assets 76,200 Accounts payable (1,567 ) Accrued expenses and other current liabilities (4,025 ) Short-term lease liabilities, operating leases (545 ) Long-term lease liabilities, operating leases (4,683 ) Net assets acquired $ 214,143 Of the total purchase price, the following values were assigned to intangible assets (in thousands, except for years): Gross Carrying Amount Amortization Period (in years) Customer relationships $ 49,800 12 Developed technologies 21,800 3 to 5 In-process research and development 1,800 3 to 5 Non-compete agreements 1,200 4 Trade name 800 2 Backlog 800 1 The Company is still in the process of finalizing its valuation of the net assets acquired. Amortization expense of $5.7 million related to these intangible assets was recorded for the year ended December 31, 2019. The entire value of goodwill of $125.1 million was assigned to the Federal Solutions reporting unit and represents synergies expected to be realized from this business combination. Goodwill in its entirety is deductible for tax purposes. The amount of revenue generated by QRC since the acquisition and included within consolidated revenues for the year ended December 31, 2019 is $11.2 million. The Company has determined that the presentation of net income from the date of acquisition is impracticable due to the integration of general corporate functions upon acquisition. Supplemental Pro Forma Information (Unaudited) Supplemental information of unaudited pro forma operating results assuming the QRC Technologies acquisition had been consummated as of the beginning of fiscal year 2018 (December 30, 2017) (in thousands) is as follows: 2018 2019 (unaudited) (unaudited) Pro forma Revenue $ 3,596,920 $ 3,976,361 Pro forma Net Income 221,930 138,692 The unaudited pro forma supplemental information is based on estimates and assumptions which the Company believes are reasonable and reflects the pro forma impact of additional amortization related to the fair value of acquired intangible assets, the pro forma impact of reflecting acquisition costs, which consisted of legal, advisory and due diligence fees and expenses, and the additional pro forma interest expense related to the borrowings under the credit agreement as of the assumed acquisition date. This supplemental pro forma information has been prepared for comparative purposes and does not purport to be indicative of what would have occurred had the acquisition been consummated during the periods for which pro forma information is presented. |
Contracts with Customers
Contracts with Customers | 12 Months Ended |
Dec. 31, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Contracts with Customers | 4. Disaggregation of Revenue The Company’s contracts contain both fixed price and cost reimbursable components. Contract types are based on the component that represents the majority of the contract. The following table presents revenue disaggregated by contract type (in thousands): December 31, 2018 December 31, 2019 Cost plus $ 1,473,815 $ 1,705,832 Time-and-Materials 961,759 1,074,037 Fixed price 1,124,934 1,174,943 Total $ 3,560,508 $ 3,954,812 Refer to “Note 21— Segment Information Contract Assets and Contract Liabilities Contract assets and contract liabilities balances at December 31, 2018 and December 31, 2019 were as follows (in thousands): December 31, 2018 December 31, 2019 $ change % change Contract assets $ 515,319 $ 575,089 $ 59,770 11.60 % Contract liabilities 208,576 230,681 22,105 10.60 % Net contract assets (liabilities)(1) $ 306,743 $ 344,408 $ 37,665 12.28 % (1) Total contract retentions included in net contract assets (liabilities) were $89.6 million as of December 31, 2018. Total contract retentions included in net contract assets (liabilities) were $85.5 million as of December 31, 2019, of which $41.7 million are not expected to be paid in fiscal 2020. Contract assets at December 31, 2018 and December 31, 2019 include approximately $47.1 million and $73.0 million, respectively, related to unapproved change orders, claims, and requests for equitable adjustment. For the years ended December 31, 2018 and December 31, 2019, no material losses were recognized related to the collectability of claims, unapproved change orders, and requests for equitable adjustment. During the years ended December 31, 2018 and December 31, 2019, the Company recognized revenue of approximately $168.6 million and $129.9 million, respectively that was included in the corresponding contract liability balance at December 29, 2017 and December 31, 2018, respectively. The change in contract assets and contract liabilities was the result of normal business activity and not significantly impacted by other factors, except as follows: December 31, 2018 December 31, 2019 Acquired contract assets $ 35,229 $ 9,747 Acquired contract liabilities 3,529 1,300 Change in the estimate of variable consideration — 12,166 Reversal of provision for contract losses(1) $ 133,180 $ — (1) Reversal of provision for contract losses of $133.2 million, of which $55.1 million was recorded as an increase in revenue with the remainder recorded as other income. There was no significant impairment of contract assets recognized during the years ended December 31, 2018 and December 31, 2019. Revisions in estimates, such as changes in estimated claims or incentives, related to performance obligations partially satisfied in previous periods that individually had an impact of $5 million or more on revenue resulted in an increase in revenue of $12.1 million for the year ended December 31, 2019, and no impact for the year ended December 31, 2018. Accounts Receivable, Net Accounts receivable, net consisted of the following as of December 31, 2018 and December 31, 2019 (in thousands): 2018 2019 Billed $ 538,808 $ 494,366 Unbilled 135,180 218,959 Total accounts receivable, gross 673,988 713,325 Allowance for doubtful accounts (50,702 ) (41,833 ) Total accounts receivable, net $ 623,286 $ 671,492 Billed accounts receivable represents amounts billed to clients that have not been collected. Unbilled accounts receivable represents amounts where the Company has a present contractual right to bill but an invoice has not been issued to the customer at the period-end date. The allowance for doubtful accounts was determined based on consideration of trends in actual and forecasted credit quality of clients, including delinquency and payment history, type of client, such as a government agency or commercial sector client, and general economic conditions and particular industry conditions that may affect a client’s ability to pay. Transaction Price Allocated to the Remaining Unsatisfied Performance Obligations The Company’s remaining unsatisfied performance obligations (“RUPO”) as of December 31, 2019 represent a measure of the total dollar value of work to be performed on contracts awarded and in progress. The Company had $5.0 billion in RUPO as of December 31, 2019. RUPO will increase with awards of new contracts and decrease as the Company performs work and recognizes revenue on existing contracts. Projects are included within RUPO at such time the project is awarded and agreement on contract terms has been reached. The difference between RUPO and backlog relates to unexercised option years that are included within backlog and the value of Indefinite Delivery/Indefinite Quantity (“IDIQ”) contracts included in backlog for which task orders have not been issued. RUPO is comprised of: (a) original transaction price, (b) change orders for which written confirmations from our customers have been received, (c) pending change orders for which the Company expects to receive confirmations in the ordinary course of business, and (d) claim amounts that the Company has made against customers for which it has determined that it has a legal basis under existing contractual arrangements and a significant reversal of revenue is not probable, less revenue recognized to-date. The Company expects to satisfy its RUPO as of December 31, 2019 over the following periods (in thousands): Within One Year Within One to Two Years Thereafter Federal Solutions $ 1,207,900 $ 451,278 $ 176,103 Critical Infrastructure 1,634,625 632,273 859,966 Total RUPO $ 2,842,525 $ 1,083,551 $ 1,036,069 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases | 5 . The Company has operating and finance leases for corporate and project office spaces, vehicles, heavy machinery and office equipment. Our leases have remaining lease terms of one year to 11 years, some of which may include options to extend the leases for up to five years, and some of which may include options to terminate the leases up to the seventh year. As of December 31, 2019, assets recorded under finance leases were $2.4 million The components of lease costs for the year ended December 31, 2019 are as follows (in thousands): 2019 Operating lease cost $ 70,112 Short-term lease cost 11,988 Amortization of right-of-use assets 746 Interest on lease liabilities 77 Sublease income (3,620 ) Total lease cost $ 79,303 Supplemental cash flow information related to leases for the year ended December 31, 2019 is as follows (in thousands): 2019 Operating cash flows for operating leases $ 62,714 Operating cash flows for financing activities 77 Financing cash flows from finance leases 863 Right-of-use assets obtained in exchange for new operating lease liabilities 299,503 Right-of-use assets obtained in exchange for new finance lease liabilities $ 3,124 Supplemental balance sheet and other information related to leases as of December 31, 2019 is as follows (in thousands): 2019 Operating Leases: Right-of-use assets $ 233,415 Lease liabilities: Current $ 49,994 Long-term 203,624 Total operating lease liabilities $ 253,618 Finance Leases: Other noncurrent assets $ 2,377 Accrued expenses and other current liabilities $ 1,075 Other long-term liabilities $ 1,202 Weighted Average Remaining Lease Term: Operating leases 6 years Finance leases 3 years Weighted Average Discount Rate: Operating leases 4.0 % Finance leases 4.5 % As of December 31, 2019, the Company has additional operating leases, primarily for office spaces, that have not yet commenced of $9.9 million. These operating leases will commence in 2020 with lease terms of 5 years to 7 years. A maturity analysis of the future undiscounted cash flows associated with the Company’s operating and finance lease liabilities as of December 31, 2019 is as follows (in thousands): Operating Leases Finance Leases 2020 $ 58,412 $ 1,152 2021 54,491 870 2022 48,454 326 2023 41,424 48 2024 30,945 — Thereafter 49,727 — Total lease payments 283,453 2,396 Less: imputed interest (29,835 ) (119 ) Total present value of lease liabilities $ 253,618 $ 2,277 Rental expense for the years ended December 29, 2017, December 31, 2018 and December 31, 2019 was $73.3 million, $79.8 million and $ 82.1 million, respectively, and is recorded in “Indirect, general and administrative expenses” in the consolidated statements of income. |
Equity-Based Compensation
Equity-Based Compensation | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Equity-Based Compensation | 6 . Equity-Based Compensation The Company issues stock-based awards through the Shareholder Value Plan, Long-Term Growth Plan, Restricted Award Plan, and Incentive Award Plan. Through these plans the Company may issue stock options (including incentive and non-qualified stock options), stock appreciation rights, restricted stock, restricted stock units, an “other” stock or cash-based awards, or a dividend equivalent award. The compensation expense for these awards is recorded in Indirect, general and administrative expenses” in the Company’s consolidated financial statements. Stock-based compensation expense was $18.8 million, $16.3 million and $49.0 million for the years ended December 29, 2017, December 31, 2018 and December 31, 2019, respectively, net of recognized tax benefits of $0.2 million, $0.2 million and $16.7 million for the years ended 2017, 2018 and 2019, respectively. The tax benefit realized related to awards vested during the years ended 2017, 2018, and 2019 was $0.1 million, $0.2 million and $3.3 million, respectively. We recognize forfeitures as they occur. With the adoption of the Incentive Award Plan on April 15, 2019, the Company has discontinued issuing awards under the other plans described above. Outstanding awards granted out of the discontinued plans will continue to vest and will settle in cash. At December 31, 2019, the amount of compensation cost relating to non-vested awards not yet recognized in the consolidated financial statements is $16.5 million. The majority of these unrecognized compensation costs will be recognized by the 3rd quarter of fiscal 2020. As discussed in “Note 1— Description of Operations” Fair Value of Financial Instruments” Stock Appreciation Rights Stock Appreciation Rights (“SARs”) were issued under the Shareholder Value Plan (“SVP”). Outstanding awards provide a cash incentive based on the increase in the Company’s share price over a three-year period, multiplied by a number of phantom share units. If at the end of a performance cycle the Company’s share price has not increased, then no award payment will be made. The awards issued under the SVP are time-vested cash-settled SARs. The SARs vest at the end of three years and expense is recognized on an accelerated basis over the vesting period. The grant date fair value of the award is determined by using the Black-Scholes option-pricing model. SARs are remeasured, using the Black-Scholes option-pricing model, to an updated fair value at each reporting period until the award is settled. The fair value of the grant on the vesting date is determined based on the 60-trading day weighted average closing price of the Company’s common stock on the NYSE. Compensation cost is trued-up at each reporting period for changes in fair value pro-rated for the portion of the requisite service period rendered. The following table presents the assumptions used in the Black-Scholes option-pricing model for SARs outstanding at the year-end measurement date: December 31, 2019 Dividend yield 0.0 % Expected volatility 31.0 % Risk-free interest rate 1.6 % Expected term 1.0 The following table presents the number of SARs granted, vested, and forfeited for the years ended December 29, 2017, December 31, 2018, and December 31, 2019: Number of Units Weighted Average Grant-Date Fair Value Unvested at December 30, 2016 3,170,565 $ 3.00 Granted 2,096,439 $ 3.00 Vested (1,573,998 ) $ 3.00 Forfeited (297,631 ) $ 3.00 Unvested at December 29, 2017 3,395,375 $ 3.00 Granted 1,708,746 $ 3.00 Vested (1,322,805 ) $ 3.00 Forfeited (364,662 ) $ 3.00 Unvested at December 31, 2018 3,416,654 $ 3.00 Granted — $ — Vested (1,547,142 ) $ 3.00 Forfeited (391,884 ) $ 3.00 Unvested at December 31, 2019 1,477,628 $ 3.00 Long-Term Growth Units Long-Term Growth Units awards were issued under the Long-Term Growth Plan. Outstanding awards provide a cash incentive based on performance conditions. The grant date fair value of the award is based on fair value of the Company’s common stock on the grant day. These awards vest at the end of three years and expense is recognized on an accelerated basis over the vesting period subject to the probability of meeting the performance requirements and adjusted for the number of shares expected to be earned. Awards are remeasured to an updated fair value at each reporting period until the award is settled. The updated fair value is based on the 60-trading day weighted average closing price of the Company’s common stock on the NYSE on the last day of the reporting period. Compensation cost is trued-up at each reporting period for changes in fair value and expected shares pro-rated for the portion of the requisite service period rendered. The following table presents the number of Long-Term Growth Units granted, vested, and forfeited (at target shares) for the years ended December 29, 2017, December 31, 2018, and December 31, 2019: Number of Units Weighted Average Grant-Date Fair Value Unvested at December 30, 2016 331,986 $ 19.65 Granted 174,270 $ 20.33 Vested (176,781 ) $ 19.33 Forfeited (21,594 ) $ 20.09 Unvested at December 29, 2017 307,881 $ 20.18 Granted 144,777 $ 22.67 Vested (136,221 ) $ 20.00 Forfeited (16,656 ) $ 20.27 Unvested at December 31, 2018 299,781 $ 20.23 Granted — $ — Vested (137,760 ) $ 20.33 Forfeited (34,584 ) $ 21.50 Unvested at December 31, 2019 127,437 $ 21.45 Restricted Award Units Restricted Award Units awards were issued under the Restricted Award Plan. Outstanding awards provide a cash incentive based on the fair value of the Company’s common stock on the vesting date. The grant date fair value of the award is based on the fair value of the Company’s common stock on the grant date. These awards vest and expense is recognized on an accelerated basis over the respective vesting periods. Awards are remeasured to an updated fair value at each reporting period until the award is settled. The updated fair value is based on the 60-trading day weighted average closing price of the Company’s common stock on the NYSE on the last day of the reporting period. Compensation cost is trued-up at each reporting period for changes in fair value pro-rated for the portion of the requisite service period rendered. The following table presents the number of Restricted Award Units granted, vested, and forfeited for the years ended December 29, 2017, December 31, 2018, and December 31, 2019: Number of Units Weighted Average Grant-Date Fair Value Unvested at December 30, 2016 534,355 $ 19.85 Granted 306,843 $ 20.33 Vested (135,982 ) $ 19.53 Forfeited (45,771 ) $ 19.90 Unvested at December 29, 2017 659,445 $ 20.14 Granted 262,140 $ 22.67 Vested (264,408 ) $ 20.00 Forfeited (67,827 ) $ 20.34 Unvested at December 31, 2018 589,350 $ 21.31 Granted — $ — Vested (281,805 ) $ 20.33 Forfeited (58,101 ) $ 21.31 Unvested at December 31, 2019 249,444 $ 22.40 The following table presents the amount paid for cash settled awards, by award type, for the years ended December 29, 2017, December 31, 2018, and December 31, 2019 (in thousands): December 29, 2017 December 31, 2018 December 31, 2019 Stock Appreciation Rights $ 170 $ 4,576 $ 5,261 Long-Term Growth 8,246 1,095 1,108 Restricted Award Units 2,635 4,439 5,537 Total $ 11,051 $ 10,110 $ 11,906 Restricted Stock Units Restricted Stock Units awards are issued under the Incentive Award Plan and are settled by the issuance of the Company’s common stock. Outstanding awards have been granted based on either service or service and performance conditions. The fair value of the award is based on the closing price of the Company’s common stock on the grant date. Awards vest over three-year periods, either annually or cliff. Expense is recognized on an accelerated basis for awards with service conditions only and on a straight-line basis for awards that include performance conditions. Expense recognition of awards with performance criteria are subject to the probability of meeting the performance conditions and adjusted for the number of shares expected to be earned. Compensation cost for awards with performance conditions are trued-up at each reporting period for changes in the expected shares pro-rated for the portion of the requisite service period rendered. The following table presents the number of shares of restricted stock units granted (at target shares for awards with performance conditions) for the year ended December 31, 2019: December 31, 2019 Weighted Average Grant-Date Fair Value Restricted Stock Units (service condition) 270,544 $ 34.11 Restricted Stock Units (service and performance condition) 327,675 $ 34.02 The number of units granted for awards with performance conditions in the above table is based on performance against the target amount. The number of shares ultimately issued, which could be greater or less than target, will be based on achieving specific performance conditions related to the awards. The following table presents the number and weighted average grant-date fair value of restricted stock units (at target shares for awards with performance conditions) at December 31, 2019: Number of Units Weighted Average Grant-Date Fair Value Outstanding at December 31, 2018 - $ - Granted 598,219 34.06 Vested (74,704 ) 34.02 Forfeited (16,875 ) 34.02 Outstanding at December 31, 2019 506,640 $ 34.07 For the year ended December 31, 2019, 74,704 shares of restricted stock units were issued, and 27,962 shares of common stock related to employee statutory income tax withholding were retired. The following table presents the number of shares of restricted stock outstanding (at target shares for awards with performance conditions) at December 31, 2019: December 31, 2019 Weighted Average Grant-Date Fair Value Restricted Stock Units (service condition) 189,090 $ 34.15 Restricted Stock Units (service and performance condition) 317,550 $ 34.02 |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill | 7 . The following table summarizes the changes in the carrying value of goodwill by reporting segment for fiscal years ended December 31, 2018 and December 31, 2019 (in thousands): December 29, 2017 Acquisitions Foreign Exchange December 31, 2018 Federal Solutions $ 422,439 $ 244,402 $ — $ 666,841 Critical Infrastructure 74,347 — (4,250 ) 70,097 Total $ 496,786 $ 244,402 $ (4,250 ) $ 736,938 December 31 , 2018 Acquisitions Foreign Exchange December 31, 2019 Federal Solutions $ 666,841 $ 308,564 $ — $ 975,405 Critical Infrastructure 70,097 — 1,923 72,020 Total $ 736,938 $ 308,564 $ 1,923 $ 1,047,425 For the years ended December 31, 2018 and December 31, 2019, the Company performed a quantitative analysis for all reporting units. It was determined that the fair value of all reporting units exceeded their carrying values. As a result, no goodwill impairments were identified for those periods. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 8 . The gross amount and accumulated amortization of acquired identifiable intangible assets with finite useful lives included in “Intangible assets, net” on the consolidated balance sheets were as follows (in thousands except for years): December 31, 2018 December 31, 2019 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Amortization Period (in years) Backlog $ 80,754 $ (58,295 ) $ 22,459 $ 109,255 $ (87,510 ) $ 21,745 3 Customer relationships 121,629 (38,974 ) 82,655 228,529 (67,809 ) 160,720 7 Leases 670 (561 ) 109 670 (580 ) 90 5 Developed technology 87,839 (15,174 ) 72,665 110,939 (40,749 ) 70,190 4 Trade name 3,600 (2,100 ) 1,500 8,200 (5,667 ) 2,533 1 Non-compete agreements — — — 3,600 (925 ) 2,675 3 In process research and development — — — 1,800 — 1,800 n/a Other intangibles — — — 275 (170 ) 105 10 Total intangible assets $ 294,492 $ (115,104 ) $ 179,388 $ 463,268 $ (203,410 ) $ 259,858 Estimated amortization expense in each of the next five years and beyond is as follows (in thousands): 2020 $ 86,574 2021 81,591 2022 36,100 2023 23,549 2024 9,098 Thereafter 21,146 $ 258,058 |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2019 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment, Net | 9 . Property and equipment consisted of the following at December 31, 2018 and December 31, 2019 (in thousands): 2018 2019 Useful lives (years) Building and leasehold improvements $ 54,348 $ 81,065 1-15 Furniture and equipment 81,705 91,720 3-10 Computer systems and equipment 148,255 164,161 3-10 Construction equipment 12,074 11,765 5-7 296,382 348,711 Less: Accumulated depreciation (204,533 ) (225,960 ) Property and equipment, net $ 91,849 $ 122,751 Depreciation expense of $29.4 million, $32.4 million and $37.3 million was recorded for the years ended December 29, 2017, December 31, 2018 and December 31, 2019, respectively. |
Sale-Leasebacks
Sale-Leasebacks | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Sale-Leasebacks | 1 0 . During fiscal 2011, the Company consummated two sale-leaseback transactions associated with the sale of two office buildings from which the Company recognized a total gain in the consolidated statements of income of $106.7 million and a total deferred gain of $107.8 million. The current and long-term portion of the deferred gain had been recorded in “Accrued expenses and other current liabilities” and “Deferred gain resulting from sale-leaseback transactions” on the consolidated balance sheet as of December 31, 2018, respectively, and was being recognized ratably over the minimum lease terms to which they relate, as an offset to rental expense in “Indirect, general and administrative expenses” in the consolidated statements of income. The deferred gain balance of $53.3 million as of December 31, 2018 was recognized as an adjustment to beginning accumulated deficit, net of a deferred tax asset adjustment of $0.7 million, during January 2019 in connection with the adoption of the new leasing standard. See “Note 5— Leases |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Payables And Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | 1 1 . Accrued expenses and other current liabilities consisted of the following at December 31, 2018 and December 31, 2019 (in thousands): 2018 2019 Salaries and wages $ 50,991 $ 46,685 Employee benefits 214,008 259,081 Self-insurance liability 29,682 29,997 Project cost accruals 183,362 217,729 Other accrued expenses 81,657 86,371 Total accrued expenses and other current liabilities $ 559,700 $ 639,863 |
Debt and Credit Facilities
Debt and Credit Facilities | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Debt and Credit Facilities | 1 2 . Long-term debt consisted of the following at December 31, 2018 and December 31, 2019 (in thousands): 2018 2019 Revolving credit facility $ 180,000 $ — Senior notes 250,000 250,000 Debt issuance costs (836 ) (647 ) Long-term debt $ 429,164 $ 249,353 In November 2017, the Company entered into an amended and restated Credit Agreement. The Company incurred approximately $2.0 million of costs in connection with this amendment. Under the agreement, the Company’s revolving credit facility was increased from $500 million to $550 million and the term of the agreement was extended through November 2022. The borrowings under the Credit Agreement bear interest, at the Company’s option, at either the Base Rate (as defined in the Credit Agreement), plus an applicable margin, or LIBOR plus an applicable margin. The applicable margin for Base Rate loans is a range of 0.125% to 1.00% and the applicable margin for LIBOR loans is a range of 1.125% to 2.00%, both based on the leverage ratio of the Company at the end of each fiscal quarter. The rates at December 31, 2018 and December 31, 2019 were 4.253% and 3.02%, respectively. Borrowings under this Credit Agreement are guaranteed by certain of the Company’s operating subsidiaries. Letters of credit commitments outstanding under this agreement aggregated approximately $49.8 million and $43.7 million at December 31, 2018 and December 31, 2019, respectively, which reduced borrowing limits available to the Company. On July 1, 2014, the Company finalized a private placement whereby the Company raised an aggregate amount of $250.0 million in debt repayable as follows (in thousands): Tranche Debt Amount Maturity Date Interest Rate Senior Note, Series A $ 50,000 July 15, 2021 4.44 % Senior Note, Series B 100,000 July 15, 2024 4.98 % Senior Note, Series C 60,000 July 15, 2026 5.13 % Senior Note, Series D 40,000 July 15, 2029 5.38 % The Company incurred approximately $1.1 million of debt issuance costs in connection with the private placement. On August 10, 2018, the Company finalized an amended and restated intercreditor agreement related to this private placement to more closely align certain covenants and definitions with the terms under the 2017 amended and restated Credit Agreement and incurred approximately $0.5 million of additional issuance costs. These costs are presented as a direct deduction from the debt on the face of the balance sheet. The Credit Agreement and private placement includes various covenants, including restrictions on indebtedness, liens, acquisitions, investments or dispositions, payment of dividends and maintenance of certain financial ratios and conditions. The Company was in compliance with these covenants at December 31, 2018 and December 31, 2019. During the year ended December 31, 2019, the Company’s term loan of $150 million was paid off. The Company also has in place several secondary bank credit lines for issuing letters of credit, principally for foreign contracts, to support performance and completion guarantees. Letters of credit commitments outstanding under these bank lines aggregated approximately $223.0 million and $197.3 million at December 31, 2018 and December 31, 2019, respectively. Using a discounted cash flow technique that incorporates a market interest yield curve with adjustments for duration, optionality, and risk profile, the Company has determined that the fair value (Level 2; see “Note 19— Fair Value of Financial Instruments Amortization of debt issuance costs for all of the Company’s debt and credit facilities for the years ended December 29, 2017, December 31, 2018 and December 31, 2019 was $0.5 million, $0.7 million and $1.0 million, respectively. |
Other Long-term Liabilities
Other Long-term Liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Other Liabilities Disclosure [Abstract] | |
Other Long-term Liabilities | 1 3 . Other long-term liabilities consisted of the following at December 31, 2018 and December 31, 2019 (in thousands): 2018 2019 Self-insurance liability $ 99,813 $ 102,521 Deferred rent 15,966 — Reserve for uncertain tax positions 9,890 14,427 Finance lease obligations 935 1,202 Other long-term liabilities 1,259 7,554 Total other long-term liabilities $ 127,863 $ 125,704 Refer to “Note 14— Income Taxes |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 1 4 . Historically, the Company had elected to be taxed under the provisions of Subchapter “S” of the Internal Revenue Code for federal tax purposes. As a result, income was not subject to U.S. federal income taxes or state income taxes in those states where the “S” Corporation status is recognized. Therefore, previously, no provision or liability for federal or state income tax had been provided in the consolidated financial statements except for those states where the “S” Corporation status was not recognized, or where states imposed a tax on “S” Corporations. In connection with the Company’s IPO on May 8, 2019, the “S” Corporation status was terminated, and the Company is now treated as a “C” Corporation under the Internal Revenue Code. The termination of the “S” Corporation status was treated as a change in tax status for Accounting Standards Codification 740, Income Taxes. These rules require that the deferred tax effects of a change in tax status to be recorded to income from continuing operations on the date the “S” Corporation status terminates. The termination of the “S” Corporation election has had a material impact on the Company’s results of operations, financial condition, and cash flows as reflected in the December 31, 2019 consolidated financial statements. Income tax expense decreased in fiscal 2019 primarily due to a tax benefit recorded for the revaluation of our deferred tax assets and liabilities as a result of our conversion from “S” Corporation to a “C” Corporation. Going forward, the effective tax rate will increase, and net income will decrease as compared to the Company’s “S” Corporation tax years, since the Company is now subject to both U.S. federal and state corporate income taxes on its earnings. The US government enacted comprehensive tax legislation on December 22, 2017, which is commonly referred to as the Tax Cuts and Jobs Act ("TCJA"). The TCJA significantly revised the U.S. corporate income tax regime by, among other things, lowering the U.S. corporate tax rate from 35% to 21% effective January 1, 2018. The TCJA also repealed the deduction for domestic production activities, limited the deductibility of certain executive compensation, and implemented a modified territorial tax system with the introduction of the Global Intangible Low-Taxed Income (“GILTI”) tax rules. The TCJA also imposes a one-time transition tax on deemed repatriation of historical earnings of foreign subsidiaries. As a Subchapter “S” corporation the TCJA had a limited effect on the Company’s 2018 effective tax rate. The Company calculated that as a “C” corporation in 2019, the provisions of TCJA, except for the statutory rate, did not have a material impact on the income tax provision. Under GAAP, the Company is allowed to make an accounting policy election of either: (i) treating taxes due on future U.S. inclusions in taxable income related to GILTI as a current-period expense when incurred (the “period cost ” method); or (ii) factoring such amounts into the Company’s measurement of its deferred taxes (the “deferred” method). For taxable income inclusions due to the GILTI tax rules, the Company has elected the period cost method and has included the impact in the estimated annual effective tax rate as of December 31, 2019. For US corporate income tax purposes, the Company will apportion its 2019 taxable income ratably between the “S” Corporation and “C” Corporation periods, as allowed by law. This allocation of income will effectively result in a blended income tax rate for the 2019 year, as only the C corporation earnings will be subject to both U.S. federal and state corporate income tax while the “S” Corporation earnings will be subject to tax in those states that tax “S” Corporations or do not recognize “S” Corporation status. The following table presents the components of our income from continuing operations before income taxes (in thousands): 2017 2018 2019 United States earnings $ 85,913 $ 205,418 $ 6,762 Foreign earnings 47,088 54,385 60,480 $ 133,001 $ 259,803 $ 67,242 The income tax expense (benefit) attributable to income from continuing operations for the years ended December 29, 2017, December 31, 2018 and December 31, 2019 consists of the following (in thousands): 2017 2018 2019 Current Federal $ - $ - $ 22,865 State 1,579 1,536 $ 10,428 Foreign 14,482 20,253 20,159 Total current income tax expense 16,061 21,789 53,452 Deferred Federal — — (97,299 ) State (569 ) 2,329 (27,432 ) Foreign 5,972 (3,751 ) 1,393 Total deferred tax expense (benefit) 5,403 (1,422 ) (123,338 ) Total income tax expense (benefit) $ 21,464 $ 20,367 $ (69,886 ) Income tax expense (benefit) was different from the amount computed by applying the United States federal statutory rate to pre-tax income from continuing operations as a result of the following (in thousands): 2017 2018 2019 Income before income tax expense (benefit) $ 133,001 $ 259,803 $ 67,242 Tax at federal statutory tax rate 46,550 35 % 54,559 21 % 14,121 21 % S- corporation exclusion (25,109 ) (19 )% (39,539 ) (15 )% (4,875 ) (7 )% State taxes, net of federal tax benefit 1,010 1 % 3,865 1 % 3,223 5 % Change in tax status — — — — (93,878 ) (140 )% Change in valuation allowance 1,438 1 % (2,215 ) (1 )% 4,502 7 % Change in uncertain tax positions (34 ) 0 % 629 0 % 4,118 6 % Foreign tax rate differential (907 ) (1 )% 4,168 2 % 4,886 7 % Foreign tax credits — — — — (1,313 ) (2 )% Transaction costs — — — — 1,052 1 % Other permanent items, net — — — — 1,182 2 % Noncontrolling interests (4,960 ) (4 )% (3,599 ) (1 )% (2,282 ) (3 )% Other, net 3,476 3 % 2,499 1 % (622 ) (1 )% Total income tax expense (benefit) $ 21,464 16 % $ 20,367 8 % $ (69,886 ) (104 )% The effective tax rate in 2019 decreased to (104%) from 8% in 2018. During fiscal 2019, the Company recorded $93.9 million of deferred tax benefit related to the remeasurement of its U.S. deferred tax assets and liabilities due to the change in tax status from an S Corporation to a C Corporation. This is subject to change based upon additional analysis performed with the filing of the return. The $93.9 million was recorded net of a $6.3 million charge for a valuation allowance primarily related to foreign tax credits. This tax benefit was partially offset by the impact in the percentage of pre-tax earnings subject to taxation as a result of our conversion from “S” Corporation to a “C” Corporation. The effective tax rate for the year ended December 31, 2019 differs from the federal statutory tax rate primarily due to the impact of the change in tax status from “S” Corporation to “C” Corporation, change in uncertain tax positions, jurisdictional mix of income, and change in valuation allowance. The effective tax rate for 2017 and 2018 differs from the federal statutory rate primarily as a result of the “S” Corporation status The components of deferred tax assets and liabilities consists of the following at December 31, 2018 and December 31, 2019 (in thousands): 2018 2019 Deferred tax assets Project and non-project reserves $ 2,326 $ 34,225 Employee compensation and benefits 1,609 59,624 Revenue and cost recognition — 33,588 Insurance accruals 962 19,204 Net operating losses 14,855 16,400 Lease liabilities 205 68,447 Tax credit carryforwards 377 8,969 Other 2,240 3,318 Valuation allowance (6,668 ) (17,358 ) Total deferred tax assets 15,906 226,417 Deferred tax liabilities Intangible assets (2,529 ) (29,543 ) Right of use assets — (63,032 ) Revenue and cost recognition (10,570 ) — Other (3,367 ) (13,063 ) Total deferred tax liabilities (16,466 ) (105,638 ) Net deferred tax (liability) asset $ (560 ) $ 120,779 The Company assesses the realizability of its deferred tax assets each reporting period through an analysis of potential sources of taxable income, including prior year taxable income available to absorb a carryback of tax losses, reversals of existing taxable temporary differences, tax planning strategies, and forecasts of taxable income. The Company considers all negative and positive evidence, including the weight of the evidence, to determine if valuation allowance against deferred tax assets are required. A valuation allowance is recorded against deferred tax assets to reflect the amount of deferred tax assets that is determined to be more-likely-than-not to be realized. The tax cost, net of applicable credits, have been provided on the undistributed earnings of the Company’s foreign subsidiaries. The Company does not assert any earnings to be permanently reinvested. As of December 31, 2018, and December 31, 2019, the Company’s valuation allowance against deferred tax assets is $6.7 million and $17.4 million, respectively. This valuation allowance represents the portion of deferred tax assets primarily related to foreign net operating loss carryforwards, foreign tax credit carryforwards and capital loss carryforwards for which the Company has determined are not more-likely-than-not to be realized. From December 31, 2018 to December 31, 2019, the Company’s valuation allowance increased by $10.7 million. Of this increase, $8.1 million relates to deferred tax assets recorded for foreign tax credit carryforwards. Due to the change in tax status, the Company determined it was more beneficial to claim foreign tax credits than foreign tax deductions. However, the valuation allowance is generated because the Company does not and will not have sufficient foreign source income to support the foreign tax credit carryforwards. As of December 31, 2019, the Company had net operating loss carryforwards (“NOLs”) of $29.7 million, $28.2 million, and $41.5 million for U.S. Federal, U.S. states, and foreign jurisdictions, respectively. The utilization of the U.S. federal and U.S. state NOLs are subject to certain annual limitations. Of these amounts, $29.7 million, $26.6 million and $35.5 million in U.S. federal, U.S. states and foreign jurisdictions, respectively, do not expire. The remaining amounts of NOLs in U.S. states and in foreign jurisdictions will expire if not used between 2020 and 2040. As of December 31, 2019, the Company has foreign tax credit carryforwards of $8.5 million. The Company has provided a valuation allowance of $8.5 million as the Company considers that these credits will not be realized. These foreign tax credits start expiring in the year 2029. The Company conducts business globally and, as a result, the Company or one or more of its subsidiaries file income tax returns in the U.S. federal jurisdiction, various U.S. states, and foreign jurisdictions. The Company is subject to examination by tax authorities in several jurisdictions, including major jurisdictions such as Canada, Mexico, Qatar, Saudi Arabia and the United States. A reconciliation of the beginning and ending balances of unrecognized tax benefits is as follows (in thousands): 2017 2018 2019 Beginning of year $ 7,827 $ 7,137 $ 7,845 Increases—current year tax positions 1,134 1,094 7,531 Increases—prior year tax positions 319 1,301 1,379 Decreases—prior year tax positions (1,629 ) (1,656 ) (991 ) Settlements (361 ) — (124 ) Lapse of statute of limitations (153 ) (31 ) (114 ) End of year $ 7,137 $ 7,845 $ 15,526 At December 31, 2018, and December 31, 2019, there are $9.9 million and $13.9 million of unrecognized tax benefits that if recognized would affect the effective tax rate. The Company recognizes interest and penalties related to unrecognized tax benefits as part of its income tax expense. During the years ended December 31, 2018 and December 31, 2019, the Company recognized approximately $0.1 million and $1.3 million, respectively, in interest and penalties. The amount of interest and penalties accrued was $1.9 million, $2.0 million, and $3.4 million for 2017, 2018, and 2019, respectively. As of December 31, 2019, the Company’s U.S. federal income tax returns for tax years 2016 and forward remain subject to examination. U.S. states and foreign income tax returns remain subject to examination based on varying local statutes of limitations. The Company does not anticipate a material change within twelve months as a result of concluding various tax audits and closing tax years. Although the Company believes its reserves for its tax positions are reasonable, the final outcome of tax examination could be materially different, both favorably and unfavorably. It is reasonably possible that these examinations may conclude in the next 12 months and that the unrecognized tax benefits the Company has recorded in relation to these tax years may change compared to the liabilities recorded for these periods. However, it is not currently possible to estimate the amount, if any, of such change. |
Contingencies
Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Contingencies | 1 5 . The Company is subject to certain lawsuits, claims and assessments that arise in the ordinary course of business. Additionally, the Company has been named as a defendant in lawsuits alleging personal injuries as a result of contact with asbestos products at various project sites. Management believes that any significant costs relating to these claims will be reimbursed by applicable insurance and, although there can be no assurance that these matters will be resolved favorably, management believes that the ultimate resolution of any of these claims will not have a material adverse effect on our consolidated financial position, results of operations, or cash flows. A liability is recorded when it is both probable that a loss has been incurred and the amount of loss or range of loss can be reasonably estimated. When using a range of loss estimate, the Company records the liability using the low end of the range. The Company records a corresponding receivable for costs covered under its insurance policies. Management judgment is required to determine the outcome and the estimated amount of a loss related to such matters. Management believes that there are no claims or assessments outstanding which would materially affect the consolidated results of operations or the Company’s financial position. On or about March 1, 2017, the Peninsula Corridor Joint Powers Board, or the JPB, filed a lawsuit against Parsons Transportation Group, Inc., or PTG, in the Superior Court of California, County of San Mateo, in connection with a positive train control project on which PTG was engaged prior to termination of its contract by the JPB. PTG had previously filed a lawsuit against the JPB for breach of contract and wrongful termination. The JPB seeks damages in excess of $100.0 million, which the Company is currently disputing. In addition to filing a complaint for breach of contract and wrongful termination, the Company has denied the allegations raised by the JPB and, accordingly, filed affirmative defenses. The Company is currently defending against the JPB’s claims and the parties are still engaged in discovery. The Company also has a professional liability insurance policy to the extent the JPB proves any errors or omissions occurred. At this time, the Company is unable to determine the probability of the outcome of the litigation or determine a potential range of loss, if any. The Company has also filed a third-party claim against a subcontractor for indemnification in connection with this matter. In September 2015, a former Parsons employee filed an action in the United States District Court for the Northern District of Alabama against us as a qui tam relator on behalf of the United States (the “Relator”) alleging violation of the False Claims Act. The United States government did not intervene in this matter as it is allowed to do so under the statute. The Company filed a motion to dismiss the lawsuit on the grounds that the Relator did not meet the applicable statute of limitations. The District Court granted the motion to dismiss. The Relator’s attorney appealed the decision to the United States Court of Appeals of the Eleventh Circuit, which ultimately ruled in favor of the Relator, and the Company petitioned the United States Supreme Court to review the decision. The Supreme Court reviewed the decision and accepted the position of the Relator. The case was thus remanded to the United States District Court for the Northern District of Alabama. The defendants, including Parsons, will file appropriate pleadings opposing the allegations. At this time, the Company is unable to determine the probability of the outcome of the litigation or determine a potential range of loss, if any. On or about October 4, 2019, LBH Engineers, LLC (“LBH”) filed a lawsuit against Parsons, PTG, and various other parties in the US District Court of for the Northern District of Georgia, in connection with an alleged infringement of LBH’s patent. LBH seeks damages and costs incurred by LBH, a post-judgment royalty, treble damages if the infringement is found to be willful, among other damages, which the Company and the other defendants are currently disputing. At this time, the Company is unable to determine the probability of the outcome of the litigation or determine a potential range of loss, if any. Federal government contracts are subject to audits, which are performed for the most part by the Defense Contract Audit Agency (“DCAA”). Audits by the DCAA and other agencies consist of reviews of our overhead rates, operating systems and cost proposals to ensure that we account for such costs in accordance with the Cost Accounting Standards (“CAS”). If the DCAA determines we have not accounted for such costs in accordance with the CAS, the DCAA may disallow these costs. The disallowance of such costs may result in a reduction of revenue and additional liability for the Company. Historically, the Company has not experienced any material disallowed costs as a result of government audits. However, the Company can provide no assurance that the DCAA or other government audits will not result in material disallowances for incurred costs in the future. All audits of costs incurred on work performed through 2010 have been closed, and years thereafter remain open. Although there can be no assurance that these matters will be resolved favorably, management believes that their ultimate resolution will not have a material adverse impact on the Company’s consolidated financial position, results of operations, or cash flows. |
Retirement and Other Benefit Pl
Retirement and Other Benefit Plans | 12 Months Ended |
Dec. 31, 2019 | |
Compensation And Retirement Disclosure [Abstract] | |
Retirement and Other Benefit Plans | 1 6 . The Company’s principal retirement benefit plan is the ESOP, a stock bonus plan, established in 1975 to cover eligible employees of the Company and certain affiliated companies. Contributions of treasury stock to ESOP are made annually in amounts determined by the Company’s board of directors and are held in trust for the sole benefit of the participants. Shares allocated to a participant’s account are fully vested after six years of credited service, or in the event(s) of reaching age 65, death or disability while an active employee of the Company. As of December 31, 2018, all 78,172,809 outstanding shares of the Company’s common stock were held by the ESOP and recorded at their redemption value of $1.9 billion. As of December 31, 2019, the total shares of the Company’s common stock outstanding were 100,669,694, of which 78,896,806 were held by the ESOP. A participant’s interest in their ESOP account is redeemable upon certain events, including retirement, death, termination due to permanent disability, a severe financial hardship following termination of employment, certain conflicts of interest following termination of employment, or the exercise of diversification rights. Prior to the IPO, participants’ interests were redeemable in cash based on share prices established by the ESOP Trustee. Subsequent to the IPO and during the 180-day lock-up period, participants’ interests were redeemable in cash based on quoted prices of a share of the Company’s common stock on the NYSE. Subsequent to the 180-day lock-up period, distributions from the ESOP of participants’ interests are made in the Company’s common stock based on quoted prices of a share of the Company’s common stock on the NYSE. A participant will be able to sell such shares of common stock in the market, subject to any requirements of the federal securities laws. Prior to the end of the 180-day lock-up period. under the terms of the ESOP plan, for participants who held shares that were not readily tradeable, the Company was obligated to redeem eligible participants’ interests in their ESOP accounts for cash upon an employee’s election. At December 31, 2018, the Company presented all shares held by the ESOP as temporary equity on the consolidated balance sheet at redemption value as they included a cash redemption feature that was not solely within the Company’s control. At the conclusion of the 180-day lock-up period ESOP distributions are no longer made in cash and are now made in shares of the Company’s common stock. At December 31, 2019, shares held by the ESOP have been reclassified from temporary equity to permanent equity on the consolidated balance sheet. Total ESOP contribution expense was approximately $40.6 million, $45.2 million and $55.5 million for the years ended December 29, 2017, December 31, 2018 and December 31, 2019, respectively, and is recorded in “Direct costs of contracts” and “Indirect, general and administrative expense” in the consolidated statements of income (loss). At December 31, 2018 and December 31, 2019, 78,172,809 shares and 78,896,806 shares of the Company’s stock were held by the ESOP, respectively, which were recorded at redemption value of $1.9 billion at December 31, 2018 and within permanent equity post lock-up period at December 31, 2019. The Company also maintains a defined contribution plan (the “401(k) Plan”). Substantially all domestic employees are entitled to participate in the 401(k) Plan, subject to certain minimum requirements. The Company’s contributions to the 401(k) Plan for the years ended December 29, 2017, December 31, 2018 and December 31, 2019 amounted to $15.8 million, $17.1 million and $25.2 million, respectively. As part of an acquisition in 2014, the Company acquired a defined contribution pension plan, a defined benefit pension plan, and supplemental retirement plan. For the defined contribution pension plan, the Company contributes a base amount plus an additional amount based upon a predetermined formula. At December 31, 2018 and December 31, 2019, the defined benefit pension plan was in a net asset position of $1.7 million and $2.1 million, respectively, which is recorded in “Other noncurrent assets” on the consolidated balance sheet. |
Investments in and Advances to
Investments in and Advances to Joint Ventures | 12 Months Ended |
Dec. 31, 2019 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Investments in and Advances to Joint Ventures | 1 7 . The Company participates in joint ventures to bid, negotiate and complete specific projects. The Company is required to consolidate these joint ventures if it holds the majority voting interest or if the Company meets the criteria under the consolidation model, as described below. The Company performs an analysis to determine whether its variable interests give the Company a controlling financial interest in a VIE for which the Company is the primary beneficiary and should, therefore, be consolidated. Such analysis requires the Company to assess whether it has the power to direct the activities of the VIE and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. The Company analyzed all of its joint ventures and classified them into two groups: (1) joint ventures that must be consolidated because they are either not VIEs and the Company holds the majority voting interest, or because they are VIEs and the Company is the primary beneficiary; and (2) joint ventures that do not need to be consolidated because they are either not VIEs and the Company holds a minority voting interest, or because they are VIEs and the Company is not the primary beneficiary. Many of the Company’s joint venture agreements provide for capital calls to fund operations, as necessary; however, such funding is infrequent and is not anticipated to be material. Letters of credit outstanding described in ‘Note 12— Debt and Credit Facilities In the table below, aggregated financial information relating to the Company’s joint ventures is provided because their nature, risk and reward characteristics are similar. None of the Company’s current joint ventures that meet the characteristics of a VIE are individually significant to the consolidated financial statements. Consolidated Joint Ventures The following represents financial information for consolidated joint ventures included in the consolidated financial statements as or and for the years ended December 31, 2018 and December 31, 2019 (in thousands): 2018 2019 Current assets $ 287,227 $ 255,167 Noncurrent assets 2,689 2,860 Total assets 289,916 258,027 Current liabilities 199,833 193,583 Total liabilities 199,833 193,583 Total joint venture equity $ 90,083 $ 64,444 2017 2018 2019 Revenue $ 446,506 $ 540,345 $ 473,486 Costs 426,245 376,628 435,947 Net income $ 20,261 $ 163,717 $ 37,539 Net income attributable to noncontrolling interests $ 14,211 $ 17,099 $ 16,594 The assets of the consolidated joint ventures are restricted for use only by the particular joint venture and are not available for the Company’s general operations. 2018 includes reversal of a provisions related to a lawsuit against a joint venture in which the Company is the managing partner. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Annual Report on Form 10-K for a description of this matter, which was resolved in favor of the Company on June 13, 2018. Unconsolidated Joint Ventures The Company accounts for its unconsolidated joint ventures using the equity method of accounting. Under this method, the Company recognizes its proportionate share of the net earnings of these joint ventures as “Equity in earnings (loss) of unconsolidated joint ventures” in the consolidated statements of income. The Company’s maximum exposure to loss as a result of its investments in unconsolidated VIEs is typically limited to the aggregate of the carrying value of the investment and future funding commitments. The following represents the financial information of the Company’s unconsolidated joint ventures as presented in their unaudited financial statements as or and for the years ended December 31, 2018 and December 31, 2019 (in thousands): 2018 2019 Current assets $ 707,457 $ 801,335 Noncurrent assets 876,385 564,160 Total assets 1,583,842 1,365,495 Current liabilities 560,306 655,495 Noncurrent liabilities 813,269 507,131 Total liabilities 1,373,575 1,162,626 Total joint venture equity $ 210,267 $ 202,869 Investments in and advances to unconsolidated joint ventures $ 63,560 $ 68,620 2017 2018 2019 Revenue $ 2,114,903 $ 1,773,037 2,081,341 Costs 1,988,569 1,661,232 1,903,582 Net income $ 126,334 $ 111,805 177,759 Equity in earnings of unconsolidated joint ventures $ 40,086 $ 36,915 41,721 The Company received net distributions from its unconsolidated joint ventures of $31.8 million, $41.9 million and $38.9 million for the years ended December 29, 2017, December 31, 2018 and December 31, 2019, respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 1 8 . The Company often provides services to unconsolidated joint ventures and revenues include amounts related to recovering overhead costs for these services. For the years ended December 29, 2017, December 31, 2018 and December 31, 2019, revenues included $112.1 million, $144.7 million and $157.3 million, respectively, related to services the Company provided to unconsolidated joint ventures. For the years ended December 29, 2017, December 31, 2018 and December 31, 2019, the Company incurred approximately $81.8 million, $111.1 million and $119.1 million, respectively, of reimbursable costs. Amounts included in the consolidated balance sheets related to services the Company provided to unconsolidated joint ventures is as follows (in thousands): 2018 2019 Accounts receivable $ 38,742 37,425 Contract assets 2,648 6,955 Contract liabilities $ 10,861 4,509 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 19 . The authoritative guidance on fair value measurement defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (referred to as an “exit price”). At December 31, 2018 and December 31, 2019, the Company’s financial instruments include cash, cash equivalents, accounts receivable, accounts payable, and other liabilities. The fair values of these financial instruments approximate their carrying values due to their short-term maturities. Investments measured at fair value are based on one or more of the following three valuation techniques: • Market approach —Prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities; • Cost approach —Amount that would be required to replace the service capacity of an asset (i.e., replacement cost); and • Income approach —Techniques to convert future amounts to a single present amount based on market expectations (including present value techniques, option-pricing models and lattice models). In addition, the guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted market prices in active markets for identical assets and liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are: Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets and liabilities; Level 2 Pricing inputs that include quoted prices for similar assets and liabilities in active markets and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the derivative instrument; and Level 3 Prices or valuations that require inputs that are both significant to the fair value measurements and unobservable. The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Company believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date. The following table sets forth assets associated with the pension plan in “Note 16— Retirement and Other Benefits Plans Fair value as of December 31, 2018 (in thousands): Level 1 Level 2 Level 3 Total Mutual funds $ 2,539 $ — $ — $ 2,539 Fixed income — 10,168 — 10,168 Cash and cash equivalents 361 — — 361 $ 2,900 $ 10,168 $ — $ 13,068 Fair value as of December 31, 2019 (in thousands): Level 1 Level 2 Level 3 Total Mutual funds 2,987 — — 2,987 Fixed income — 10,447 — 10,447 Cash and cash equivalents 334 — — 334 3,321 10,447 — 13,768 As described in “Note 16— Retirement and Other Benefits Plans The following table sets forth redeemable common stock associated with the ESOP in “Note 16—R etirement and Other Benefits Plans” Fair value as of December 31, 2018 (in thousands): Level 1 Level 2 Level 3 Total Redeemable Common Stock $ — $ — $ 1,876,309 $ 1,876,309 $ — $ — $ 1,876,309 $ 1,876,309 As described in “Note 16— Retirement and Other Benefits Plans The following table presents a reconciliation of the beginning and ending balances of the fair value measurements using significant unobservable inputs (Level 3) (in thousands): 2018 2019 Balance at beginning of year $ 1,855,305 1,876,309 Purchases of treasury stock (125,814 ) (6,219 ) Contributions of treasury stock to ESOP 47,043 — Share price adjustment 99,775 883,436 Transfer to permanent equity — (2,753,526 ) Balance at end of year $ 1,876,309 — With respect to equity-based compensation, we estimate the fair value of SARs using the Black-Scholes option-pricing model. Like all option-pricing models, the Black-Scholes option-pricing model requires the use of subjective assumptions, including (i) the expected volatility of the market price of the underlying stock, and (ii) the expected term of the award, among others. Accordingly, changes in assumptions and any subsequent adjustments to those assumptions can cause different fair values to be assigned to SARs. Fair value for cash settled awards (excluding SARs prior to vesting) is determined based on the 60-trading day weighted average closing price of the Company’s common stock on the NYSE at the end of each reporting period and on the vesting date. For restricted stock units containing service conditions or service and performance conditions, fair value is based on the closing stock price of a share of the Company’s common stock on the NYSE on the grant date. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 2 0 . Basic earnings per common share is computed using the weighted average number of shares outstanding during the period and income available to shareholders. Diluted EPS is computed similar to basic EPS, except the weighted average number of shares outstanding is increased to include the dilutive effects of outstanding stock options and other stock-based awards. There were no dilutive securities outstanding during 2017 and 2018. The weighted average number of shares used to compute basic and diluted EPS were (in thousands): 2017 2018 2019 Basic weighted average number of shares outstanding 83,574 80,014 92,419 Dilutive common share equivalents — — 334 Diluted weighted average number of shares outstanding 83,574 80,014 92,753 |
Segments Information
Segments Information | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Segments Information | 2 1 . The Company operates in two reportable segments: Federal Solutions and Critical Infrastructure. The Federal Solutions segment provides advanced technical solutions to the U.S. government, delivering timely, cost-effective hardware, software and services for mission-critical projects. The segment provides advanced technologies, supporting national security missions in cybersecurity, missile defense, and military facility modernization, logistics support, hazardous material remediation and engineering services. The Critical Infrastructure segment provides integrated engineering and management services for complex physical and digital infrastructure around the globe. The Critical Infrastructure segment is a technology innovator focused on next generation digital systems and complex structures. Industry leading capabilities in engineering and project management allow the Company to deliver significant value to customers by employing cutting-edge technologies, improving timelines and reducing costs. The Company defines its reportable segments based on the way the chief operating decision maker (“CODM”), currently its Chairman and Chief Executive Officer, evaluates the performance of each segment and manages the operations of the Company for purposes of allocating resources among the segments. The CODM evaluates segment operating performance using segment Revenue and segment Adjusted EBITDA attributable to Parsons Corporation. The following table summarizes business segment information for the periods presented (in thousands): 2017 2018 2019 Revenues: Federal Solutions $ 1,079,906 $ 1,479,007 $ 1,887,907 Critical Infrastructure 1,937,105 2,081,501 2,066,905 Total revenues $ 3,017,011 $ 3,560,508 $ 3,954,812 The Company defines Adjusted EBITDA attributable to Parsons Corporation as Adjusted EBITDA excluding Adjusted EBITDA attributable to noncontrolling interests. The Company defines Adjusted EBITDA as net income (loss) attributable to Parsons Corporation, adjusted to include net income (loss) attributable to noncontrolling interests and to exclude interest expense (net of interest income), provision for income taxes, depreciation and amortization and certain other items that are not considered in the evaluation of ongoing operating performance. These other items include net income (loss) attributable to noncontrolling interests, asset impairment charges, income and expense recognized on litigation matters, expenses incurred in connection with acquisitions and other non-recurring transaction costs and expenses related to our prior restructuring. The following table summarizes business segment Adjusted EBITDA and a reconciliation to net income attributable to Parsons Corporation for the periods presented (in thousands): 2017 2018 2019 Adjusted EBITDA attributable to Parsons Corporation Federal Solutions $ 95,354 $ 121,986 $ 169,100 Critical Infrastructure 99,402 106,851 138,851 Adjusted EBITDA attributable to Parsons Corporation 194,756 228,837 307,951 Adjusted EBITDA attributable to noncontrolling interests 14,891 17,407 17,096 Depreciation and amortization (35,198 ) (69,869 ) (125,700 ) Interest expense, net (13,333 ) (18,132 ) (22,429 ) Income tax (expense) benefit (21,464 ) (20,367 ) 69,886 Litigation-related expenses (a) (10,026 ) 129,674 — Amortization of deferred gain resulting from sale-leaseback transactions (b) 7,283 7,253 — Equity-based compensation (c) (19,016 ) (16,487 ) (65,744 ) Transaction-related costs (d) (1,190 ) (12,942 ) (34,353 ) Restructuring (e) — — (3,424 ) Other (f) (5,166 ) (5,938 ) (6,155 ) Net income including noncontrolling interests $ 111,537 $ 239,436 $ 137,128 Net income attributable to noncontrolling interests (14,211 ) (17,099 ) (16,594 ) Net income attributable to Parsons Corporation $ 97,326 $ 222,337 $ 120,534 (a) Fiscal 2017 reflects post-judgment interest expense recorded in “(Interest and other expense) gain associated with claim on long-term contract” in our results of operations related to a judgment entered against the Company in 2014 in connection with a lawsuit against a joint venture in which the Company is the managing partner. Fiscal 2018 reflects a reversal of an accrued liability, with $55.1 million recorded to revenue and $74.6 million recorded to other income in our results of operations. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Annual Report on Form 10-K for a description of this matter, which was resolved in favor of the Company on June 13, 2018. (b) Reflects recognized deferred gains related to sales-leaseback transactions described in “Note 10— Sale-Leasebacks (c) Reflects equity-based compensation costs primarily related to cash-settled awards. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Annual Report on Form 10-K for a further discussion of these awards. (c) Reflects costs incurred in connection with acquisitions, IPO, and other non-recurring transaction costs, primarily fees paid for professional services and employee retention. (d) Reflects costs associated with and related to our corporate restructuring initiatives. (e) Includes a combination of gain/loss related to sale of fixed assets, software implementation costs, and other individually insignificant items that are non-recurring in nature. Asset information by segment is not a key measure of performance used by the CODM. The following table presents revenues and property and equipment, net by geographic area (in thousands): 2017 2018 2019 Revenues: North America $ 2,374,138 $ 2,870,494 $ 3,249,054 Middle East 621,796 671,925 689,067 Rest of World 21,077 18,089 16,691 Total revenues $ 3,017,011 $ 3,560,508 $ 3,954,812 Property and equipment, net North America $ 80,852 $ 86,847 $ 117,606 Middle East 6,726 5,002 5,145 Total property and equipment, net $ 87,578 $ 91,849 $ 122,751 North America revenue includes $2.1 billion, $2.6 billion and $3.0 billion of United States revenue for the years ended December 29, 2017, December 31, 2018 and December 31, 2019, respectively. North America property and equipment, net includes $76.2 million, $79.9 million and $109.9 million of property and equipment, net in the United States at December 29, 2017, December 31, 2018 and December 31, 2019, respectively. The geographic location of revenue is determined by the location of the customer. The prior reporting of revenue by geographic location has been conformed to the current presentation. The following table presents revenues by business lines (in thousands): 2017 2018 2019 Revenues: Federal Solutions Cyber & Intelligence $ 184,771 $ 255,447 $ 351,828 Defense 291,358 431,059 577,109 Mission Solutions 291,933 360,969 317,802 Engineered Systems 311,844 431,532 497,793 Geospatial — — 143,375 Federal Solutions revenues 1,079,906 1,479,007 1,887,907 Critical Infrastructure Connected Communities 602,975 656,513 619,220 Mobility Solutions 1,102,725 1,183,863 1,120,563 Industrial 231,405 241,125 327,122 Critical Infrastructure revenues 1,937,105 2,081,501 2,066,905 Total revenues $ 3,017,011 $ 3,560,508 $ 3,954,812 Revenue for the year ended December 28, 2018 included $55.1 million related to the settlement of a claim that was resolved in favor of the Company in the Mobility Solutions business line of our Critical Infrastructure segment. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Annual Report on Form 10-K for a description of this matter, which was resolved in favor of the Company on June 13, 2018. Excluding the claim settlement, revenue for the year ended December 31, 2018 for the Critical Infrastructure segment was $2.0 billion and for the Mobility Solutions revenue business line revenue was $1.1 billion. |
Quarterly Information - Unaudit
Quarterly Information - Unaudited | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Information - Unaudited | 2 2 . The following tables present selected quarterly financial information (in thousands except per share data). Fiscal Quarter Ended March 30, 2018 June 29, 2018(1) September 28, 2018 December 31, 2018 March 31, 2019 June 30, 2019 September 30, 2019 December 31, 2019 Federal Solutions revenue $ 291,335 $ 341,065 $ 443,725 $ 402,882 $ 422,812 $ 478,497 $ 486,175 $ 500,423 Critical Infrastructure revenue 463,344 559,667 532,432 526,058 481,593 511,245 537,102 536,965 Total revenue 754,679 900,732 976,157 928,940 904,405 989,742 1,023,277 1,037,388 Operating income 38,891 86,912 55,113 24,092 23,046 (8,706 ) 53,449 24,274 Net income attributable to Parsons Corporation 25,287 148,381 41,222 7,447 9,741 40,259 56,812 13,722 Federal Solutions Adjusted EBITDA attributable to Parsons Corporation 21,549 33,947 45,556 20,934 40,599 35,700 50,359 42,442 Critical Infrastructure Adjusted EBITDA attributable to Parsons Corporation 25,361 16,929 38,006 26,555 27,676 40,525 33,976 36,674 Adjusted EBITDA attributable to noncontrolling interests 3,920 1,759 5,002 6,726 3,749 (20 ) 4,655 8,712 Total Adjusted EBITDA (2) $ 50,830 $ 52,635 $ 88,564 $ 54,215 $ 72,024 $ 76,205 $ 88,990 $ 87,828 Earnings per share: Basic $ 0.31 $ 1.83 $ 0.52 $ 0.10 $ 0.12 $ 0.44 $ 0.57 $ 0.14 Diluted $ 0.31 $ 1.83 $ 0.52 $ 0.10 $ 0.12 $ 0.44 $ 0.57 $ 0.14 (1) Includes reversal of an accrued liability, with $55.1 million recorded to revenue and 74.6 million recorded to other income in our results of operations related to a lawsuit against a joint venture in which the Company is the managing partner. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Annual Report on Form 10-K for a description of this matter, which was resolved in favor of the Company on June 13, 2018. ( 2 ) The following table presents a reconciliation of net income attributable to Parsons Corporation to Adjusted EBITDA. For more information on our use of Adjusted EBITDA, how we use this metric, why we present this metric and the material limitations on usefulness of this metric, see “Note 21— Segments Information March 30, 2018 June 29, 2018 September 28, 2018 December 31, 2018 March 31, 2019 June 30, 2019 September 30, 2019 December 31, 2019 Net income attributable to Parsons Corporation $ 25,287 $ 148,381 $ 41,222 $ 7,447 $ 9,741 $ 40,259 $ 56,812 $ 13,722 Interest expense, net 3,258 3,270 5,589 6,015 7,815 6,151 4,482 3,981 Income tax expense (benefit) 5,353 9,019 4,154 1,841 1,886 (53,496 ) (15,453 ) (2,823 ) Depreciation and amortization 9,009 14,048 23,599 23,213 30,591 31,074 31,027 33,008 Net income attributable to noncontrolling interests 3,815 1,657 4,844 6,783 3,645 (114 ) 4,481 8,582 Litigation related expenses (a) 2,330 (132,004 ) - - - - - - Amortization of deferred gain resulting from sale-leaseback transactions (b) (1,813 ) (1,829 ) (1,798 ) (1,813 ) - - - - Stock-based compensation (c) 3,100 5,049 5,049 3,289 3,850 43,311 (1,657 ) 20,240 Transaction related costs (d) 125 4,930 2,456 5,431 9,355 7,715 9,891 7,392 Restructuring (e) - - - - 2,218 353 309 544 Other (f) 366 114 3,449 2,009 2,923 952 (902 ) 3,182 Adjusted EBITDA $ 50,830 $ 52,635 $ 88,564 $ 54,215 $ 72,024 $ 76,205 $ 88,990 $ 87,828 (a) Fiscal 2017 reflect the post-judgment interest expense recorded in “(Interest and other expenses associated with claim on long-term contract” in our results of operations related to a lawsuit against a joint venture in which the Company is the managing partner. In fiscal 2018, the Company reversed the accrued liability with an offset of $55.1 million to revenue and $74.6 million to other income. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Annual Report on Form 10-K for a description of this matter, which was resolved in favor of the Company on June 13, 2018 (b) Reflects amortization of the deferred gain on prior sale-leaseback transactions in fiscal 2011. See “Note 10—Sale-Leasebacks” in the notes to our consolidated financial statements included elsewhere in this prospectus. (c) Reflects equity-based compensation costs primarily related to cash-settled awards. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Annual Report on Form 10-K for a further discussion of these awards. ( d ) Reflects costs incurred in connection with acquisitions and other non-recurring transaction costs, including primarily fees paid for professional services and employee retention. ( e ) Reflects costs associated with and related to our corporate restructuring initiatives. ( f ) Includes a combination of gain/loss related to sale of fixed assets, software implementation costs, and other individually insignificant items that are non-recurring in nature. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | 2 3 . None. |
Schedule II_Valuation and Quali
Schedule II—Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2019 | |
Valuation And Qualifying Accounts [Abstract] | |
Schedule II—Valuation and Qualifying Accounts | PARSONS CORPORATION AND SUBSIDIARIES Schedule II—Valuation and Qualifying Accounts Description Balance at beginning of period Additions Deductions Other and foreign exchange impact Balance at end of period 2017 Allowance for doubtful accounts 40,368 12,530 (2,730 ) 2,743 52,911 Valuation allowance on deferred tax assets 7,444 3,456 (2,168 ) 150 8,882 2018 Allowance for doubtful accounts 52,911 5,254 (6,085 ) (1,378 ) 50,702 Valuation allowance on deferred tax assets 8,882 452 (2,633 ) -33 6,668 2019 Allowance for doubtful accounts 50,702 2,794 (10,661 ) (1,002 ) 41,833 Valuation allowance on deferred tax assets 6,668 10,817 (32 ) (94 ) 17,359 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of Parsons Corporation and its subsidiaries and affiliates which it controls. Interests in joint ventures that are controlled by the Company, or for which the Company is otherwise deemed to be the primary beneficiary, are consolidated. For joint ventures in which the Company does not have a controlling interest, but exerts significant influence, the Company applies the equity method of accounting. Intercompany accounts and transactions are eliminated in consolidation. |
Fiscal Year | Fiscal Year The Company reports results of operations based on a calendar year end date of December 31 starting in 2018. Prior to 2018, the Company reported results of operations based on a 52- or 53-week periods ending the last Friday on or before December 31. For 2017, this date was December 29, 2017, and 2017 was comprised of 52 weeks. |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual amounts could differ from those estimates. The Company’s most significant estimates and judgments involve revenue recognition with respect to the determination of the costs to complete contracts and transaction price; determination of self-insurance reserves; valuation of the Company’s fair value of common stock prior to the conclusion of the 180-day lock-up period on November 3, 2019; useful lives of property and equipment and intangible assets; calculation of allowance for doubtful accounts; valuation of deferred income tax assets and uncertain tax positions, among others. |
ESOP | ESOP The Company maintains a non-leveraged ESOP for eligible employees, for which the Company contributes shares of its own stock to the ESOP trust each year. Shares held by the ESOP or committed to be contributed to the ESOP were presented as temporary equity at December 31, 2018 as they included a cash redemption feature that was not solely within the Company’s control. At the IPO date, shares held by the ESOP were subject to a 180-day lock-up period. At the conclusion of the 180-day lock-up period ESOP distributions are no longer made in cash. Shares held by the ESOP have been reclassified from temporary equity to permanent equity at December 31, 2019. Throughout the year, as employee services are rendered, the Company records compensation expense based on salaries of eligible employees. At each reporting period, the shares held within the ESOP or committed to be contributed to the ESOP are adjusted to their redemption value through an offsetting charge or credit to accumulated deficit. |
Treasury Stock | Treasury Stock The Company records treasury stock purchases under the cost method whereby the entire cost of the acquired stock is recorded as treasury stock. The Company records the reissuance of treasury stock using the first-in, first-out method of accounting. Contributions of 1,790,496 shares, 1,874,988 shares and 1,345,198 shares of common stock were made to the ESOP in fiscal 2017, 2018 and 2019, respectively. In fiscal 2017, 2018 and 2019 the Company repurchased 5,843,211 shares, 5,553,891 shares and 191,331 shares of common stock from the ESOP, respectively, in connection with the redemption of ESOP participants’ interests in the ESOP for $111.4 million, $125.8 million and $6.3 million, respectively. |
Earnings per Share | Earnings per Share Basic earnings per common share (“EPS”) is calculated by dividing Net income by the weighted average number of common shares outstanding during the year. Diluted earnings per common share is calculated by dividing net income by adjusted weighted average outstanding shares, assuming conversion of all potentially dilutive securities. Upon contribution to the ESOP, the shares become outstanding and are included within the earnings per share computations. |
Revenue Recognition | Revenue Recognition On December 30, 2017, the Company adopted Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers” 1. Identify the contract 2. Identify performance obligations 3. Determine the transaction price 4. Allocate the transaction price 5. Recognize revenue Contracts —Revenue is derived from long-term contracts with customers whereby the Company provides planning, design, engineering, technical, and construction and program management services. The Company has contracts with the United States federal government that contain provisions requiring compliance with the United States Federal Acquisition Regulation (“FAR”) and the United States Cost Accounting Standards (“CAS”). These regulations are generally applicable to all of the Company’s federal government contracts and are partially or fully incorporated in some local and state agency contracts. Most of the Company’s federal government contracts are subject to termination at the convenience of the client. These contracts typically provide for reimbursement of costs incurred and payment of fees earned through the date of such termination. The Company enters into the following types of contracts with its customers: Cost-Plus—Under cost-plus contracts, the Company is reimbursed for allowable or otherwise defined costs incurred, plus a fee. The contracts may also include incentives for various performance criteria, including quality, timeliness, safety and cost-effectiveness. In addition, costs are generally subject to review by clients and regulatory audit agencies, and such reviews could result in costs being disputed as nonreimbursable under the terms of the contract. Time-and-Materials—Under time-and-materials contracts, hourly billing rates are negotiated and charged to clients based on the actual time spent on a project. In certain cases, these contracts may be subject to maximum contract values. In addition, clients reimburse actual out-of-pocket costs for materials and other direct incidental expenditures that are incurred in connection with the performance under the contract. Fixed-Price—The Company enters into two types of fixed-price contracts: firm fixed-price (“FFP”) and fixed-price per unit (“FPPU”). Under FFP contracts, clients pay an agreed fixed-amount negotiated in advance for a specified scope of work. Contract Costs —Contract costs consist of direct costs on contracts, including labor and materials, amounts payable to subcontractors, direct overhead costs and equipment expense (primarily depreciation, fuel, maintenance and repairs). All contract costs are recorded as incurred. Changes to estimated contract costs, either due to unexpected events or revisions to management’s initial estimates, for a given project are recognized in the period in which they are determined as estimated at the contract level. Pre-contract costs are expensed as incurred unless they are expected to be recovered from the client, generate or enhance resources that will be used in satisfying performance obligations in the future and directly relate to an existing or anticipated contract. Costs to mobilize equipment and labor to a job site, prior to substantive work beginning (“mobilization costs”) are capitalized as incurred and amortized over the expected duration of the contract. Additionally, the Company may incur incremental costs to obtain certain contracts, such as selling and market costs, bid and proposal costs, sales commissions, and legal fees, certain of which can be capitalized if they are recoverable under the contract. Capitalized contract costs are included in other current assets on the consolidated balance sheets and were not material as of December 31, 2018 and December 31, 2019. Performance Obligations —A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in ASC 606. The transaction price of a contract is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. To the extent a contract is deemed to have multiple performance obligations, the Company allocates the transaction price of the contract to each performance obligation using our best estimate of the standalone selling price of each distinct good or service in the contract. The Company determines the relative standalone selling price utilizing observable prices for the sale of the underlying goods or services. Contracts are considered to have a single performance obligation if the promise to transfer the individual goods or services is not separately identifiable from other promises in the contracts or is not distinct in the context of the contract, which is mainly because the Company provides a significant service of integrating a complex set of tasks and components into a single project or capability. Engineering and construction contracts are generally accounted for as a single performance obligation while our engineering and construction supervision contracts are accounted for as two separate performance obligations. When providing construction supervision services, the Company is not liable for the construction of the asset, but has an overall responsibility to oversee, coordinate, measure, and evaluate the quality of construction work and the performance of the construction contractor on behalf of the customer. Customers are generally billed as the Company satisfies its performance obligations and payment terms typically range from 30 to 120 days from the invoice date. Billings under certain fixed-price contracts may be based upon the achievement of specified milestones, while some arrangements may require advance customer payment. The Company’s contracts generally do not include a significant financing component. Variable Consideration —The transaction price for the Company’s contracts may include variable consideration, which includes increases to transaction price for approved and unpriced change orders, claims and incentives, and reductions to transaction price for liquidated damages. Change orders, claims and incentives are generally not distinct from the existing contract due to the significant integration service provided in the context of the contract and are accounted for as a modification of the existing contract and performance obligation. The Company estimates variable consideration for a performance obligation utilizing one of the two prescribed methods, depending on which method better predicts the amount of consideration to which the Company will be entitled (or the amount the Company expects to incur in the case of liquidated damages). Such methods are: (a) the expected value method, whereby the amount of variable consideration to be recognized represents the sum of probability weighted amounts in a range of possible consideration amounts, and (b) the most likely amount method, whereby the amount of variable consideration to be recognized represents the single most likely amount in a range of possible consideration amounts. When applying these methods, the Company considers all information that is reasonably available, including historical, current and estimates of future performance. The expected value method is utilized in situations where a contract contains a large number of possible outcomes, while the most likely amount method is utilized in situations where a contract has only two possible outcomes. The Company includes variable consideration in the estimated transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur or when the uncertainty associated with the variable consideration is resolved. The Company’s estimates of variable consideration and determination of whether to include estimated amounts in transaction price are based largely on an assessment of anticipated performance and all information (historical, current and forecasted) that is reasonably available. The effect of variable consideration on the transaction price of a performance obligation is recognized as an adjustment to revenue on a cumulative catch-up basis. Change Orders —Change orders, which are a normal and recurring part of business, may include changes in specifications or design, manner of performance, facilities, equipment, materials, sites and period of completion of the work. The Company or customer may initiate change orders. Most change orders are not distinct from the existing contract and are accounted for as part of that existing contract. The effect of a change order on the transaction price and measure of progress for the performance obligation to which it relates is recognized as an adjustment to revenues (either as an increase in or a reduction of revenues) on a cumulative catch-up basis. Revenues from unpriced change orders are recognized to the extent of the amounts the Company expects to recover, consistent with the variable consideration policy discussed above. If it is probable that a reversal of revenues will occur, the costs attributable to change orders are treated as contract costs without incremental revenues. To the extent change orders included in the price are not resolved in the Company’s favor, there could be reductions in, or reversals of previously reported amounts of, revenues and profits, and charges against current earnings, which could be material. Claims Revenue —Claims are amounts in excess of agreed contract prices that the Company seeks to collect from clients or others for customer-caused delays, errors in specifications and designs, contract terminations, change orders that are in dispute, or other causes of unanticipated additional contract costs, including factors outside of our control, and therefore the Company believes it is entitled to additional compensation. Claims revenue, when recorded, is only recorded to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur. The Company includes certain claims in the transaction price when the claims are legally enforceable, the Company considers collection to be probable and believes it can reliably estimate the ultimate value. The Company continues to engage in negotiations with its customers on outstanding claims. However, these claims may be resolved at amounts that differ from current estimates, which could result in increases or decreases in future estimated contract profits or losses. Warranties —In most cases, contracts include assurance-type warranties that the Company’s performance is free from material defect and consistent with the specifications of the Company’s contracts, which do not give rise to a separate performance obligation. To the extent the warranty terms provide the customer with an additional service, such as extended maintenance services, such warranty is accounted for as a separate performance obligation. Revenue recognized over time —The Company’s performance obligations are generally satisfied over time as work progresses because of continuous transfer of control to the customer and the Company has the right to bill the customer as costs are incurred. Typically, revenue is recognized over time using an input measure (i.e.’ costs incurred to date relative to total estimated costs at completion) to measure progress. The Company generally uses the cost-to-cost measure of progress method because it best depicts the transfer of control to the customer which occurs as the Company incurs costs on its contracts. Under the cost-to-cost measure of progress method, the extent of progress towards completion is measured based on the ratio of total costs incurred to-date to the total estimated costs at completion of the performance obligation. Revenues, including estimated fees or profits, are recorded proportionally as costs are incurred. Any expected losses on construction-type contracts in progress are charged to earnings, in total, in the period the losses are identified. The Company recognizes adjustments in estimated profit on contracts under the cumulative catch-up method. Under this method, the impact of the adjustment on profit recorded to date is recognized in the period the adjustment is identified. Revenue and profit in future periods of contract performance is recognized using the adjusted estimate. If at any time the estimate of contract profitability indicates an anticipated loss on the contract, the Company recognizes the total loss in the period it is identified. Right to invoice practical expedient —For performance obligations satisfied over time where the Company has a right to consideration from a customer in an amount that corresponds directly with the value of the Company’s performance to-date, the Company recognizes revenue in the amount to which it has a right to invoice. For the Company’s reimbursable services contracts, revenue is recognized using the right to invoice practical expedient, or on a cost-to-cost measure of progress method. The Company will select the method that best represents progress on a project. Revenue recognized at a point in time —For performance obligations satisfied at a point in time, revenue is recognized when the services are performed, control is transferred, and the performance obligation is complete. The Company recognizes revenue at a point in time for vehicle inspection services. Revenue related to the inspection service is recognized for each vehicle inspection at the point the Company has completed the inspection. In the Company’s industry, recognition of profit on long-term contracts requires the use of assumptions and estimates related to total contract revenue, total cost at completion, and the measurement of progress towards completion. Estimates are continually evaluated as work progresses and are revised when necessary. When a change in estimate is determined to have an impact on contract profit, the Company records a positive or negative adjustment to the consolidated statements of income. Refer to the Recently Adopted Accounting Pronouncements for discussion of the differences between the current revenue recognition criteria under ASC 606 and the Company’s previous recognition practices under ASC 605, Revenue Recognition |
Cash Equivalents | Cash Equivalents The Company considers all highly liquid investments with original maturities of less than three months to be cash equivalents. Cash equivalent investments are carried at cost, which approximates fair value, and consist primarily of United States Treasuries, time deposits, and other forms of short-term fixed income investments. |
Restricted Cash and Investments | Restricted Cash and Investments Restricted cash and investments held in trust accounts represent collateral for certain incentive programs. |
Accounts Receivable, Net | Accounts Receivable, Net Accounts receivable includes billed and unbilled amounts and are recognized in the period when the Company’s rights to receive consideration are unconditional. The Company establishes an allowance for doubtful accounts based on the assessment of the clients’ ability to pay. In addition to such allowances, there are often items in dispute or being negotiated that may require us to make an estimate as to the ultimate outcome. Past due receivable balances are written off when internal collection efforts have been unsuccessful in collecting the amounts due. |
Contract Assets and Contract Liabilities | Contract Assets and Contract Liabilities In connection with the adoption of ASC 606 on December 30, 2017, the Company revised its policy related to contract assets and contract liabilities. Projects with performance obligations recognized over time that have revenue recognized to-date in excess of cumulative billings and unbilled accounts receivable are reported on our consolidated balance sheets as “Contract assets”. Contract retentions, included in contract assets, represent amounts withheld by clients, in accordance with underlying contract terms, until certain conditions are met or the project is completed. The operating cycle for certain long-term contracts may extend beyond one year, and, accordingly, collection of retainage on those contracts may extend beyond one year. Contract assets are reclassified to accounts receivable when the right to consideration becomes unconditional. Contract liabilities on uncompleted contracts represent the excess of cash collected from clients and billings to clients on contracts in advance of work performed over the amount of revenue recognized and provisions for losses. The majority of these amounts are expected to be earned within 12 months and are classified as current liabilities. Refer to the Recently Adopted Accounting Pronouncements for further discussion of the impact of adopting ASC 606. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments which potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivables. The Company’s cash is primarily held with major banks and financial institutions throughout the world. At times, cash balances may be in excess of the amount insured. The Company is involved in a significant volume of contracts with the United States federal government and state and local governments. Approximately 36%, 42% and 48% of consolidated revenues for the years ended December 29, 2017, December 31, 2018 and December 31, 2019, respectively, and approximately 29% and 18% of accounts receivable as of December 31, 2018 and December 31, 2019, respectively, were derived from contracts with the United States federal government. No other customers represented 10% or more of consolidated revenues or accounts receivable in any of the periods presented. In order to mitigate the credit risk associated with customers, the Company performs periodic credit evaluations of its customers’ financial condition. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost and are shown net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Depreciation of leasehold improvements is computed using the straight-line method over the shorter of their estimated useful lives or the remaining term of the lease. The cost of assets retired or otherwise disposed of and the related accumulated depreciation are eliminated from the accounts, and any gain or loss thereon is included in net income. Expenditures for maintenance and repairs are expensed as incurred. Property and equipment are reviewed for impairment when events or circumstances change that indicate they may not be recoverable. Impairment losses are recognized when estimated future cash flows expected to result from the use of the assets and their eventual disposition are less than their carrying amount, in which case the asset is written down to its fair value. |
Leases | Leases The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease ROU assets and current and long-term operating lease liabilities in the consolidated balance sheets. Finance leases are included in other noncurrent assets, accrued expenses and other current liabilities and other long-term liabilities in the consolidated balance sheets. ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the Company’s leases do not provide an implicit rate, incremental borrowing rates are used based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. Lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for operating lease payments is recognized on a straight-line basis over the lease term. We have lease agreements with lease and non-lease components where the lease consideration is allocated between the components based on relative standalone prices. For real property leases, allocations of lease consideration between lease and non-lease components are immaterial. For certain equipment leases, such as vehicles, we account for the lease and non-lease components as a single lease component. Additionally, for certain equipment leases, we apply a portfolio approach to effectively account for the operating lease ROU assets and liabilities. |
Equity-Based Compensation | Equity-Based Compensation The Company measures the value of services received from employees and directors in exchange for an equity-based award based on the grant date fair value. The Company issues equity-based awards that settle in either cash or shares of the Company’s common stock. Cash settled awards are subsequently remeasured to an updated fair value at each reporting period until the award is settled. Awards containing performance measures are adjusted at each reporting period for the number of shares expected to be earned. Compensation cost for cash settled and performance awards are trued-up at each reporting period for changes in fair value and expected shares pro-rated for the portion of the requisite service period rendered. The Company recognizes compensation costs for these awards on either a straight-line or accelerated basis over the vesting period of the award in indirect, general and administrative expense in the consolidated statements of income. |
Business Combinations | Business Combinations The Company accounts for business combinations using the acquisition method, under which the purchase price of an acquired company is allocated to the tangible and intangible assets acquired and the liabilities assumed on the basis of their fair values at the date of acquisition. Any excess of purchase price over the fair value of tangible and intangible assets acquired and liabilities assumed is allocated to goodwill. The determination of fair values of assets acquired and liabilities assumed requires the Company to make estimates and use valuation techniques when a market value is not readily available. The Company adjusts the preliminary purchase price allocation, as necessary, during the measurement period of up to one year after the acquisition closing date as the Company obtains more information as to facts and circumstances existing at the acquisition date. Acquisition-related costs are recognized separate from the acquisition and are expensed as incurred. |
Consolidation Of Joint Venture And Variable Interest Entity | Consolidation of Joint Ventures and Variable Interest Entities The Company participates in joint ventures, which include partnerships and partially owned limited liability corporations, to bid, negotiate and complete specific projects. The Company is required to consolidate these joint ventures if it holds the majority voting interest or if the joint venture is determined to be a variable interest entity (“VIE”) for which the Company is the primary beneficiary, as described below. A VIE is an entity with one or more of the following characteristics: (a) the total equity investment at risk is not sufficient to permit the entity to finance its activities without additional financial support; (b) as a group, the holders of the equity investment at risk lack the ability to make certain decisions, the obligation to absorb expected losses or the right to receive expected residual returns; or (c) an equity investor has voting rights that are disproportionate to its economic interest and substantially all of the entity’s activities are on behalf of the investor with disproportionately low voting rights. The Company’s VIEs may be funded through contributions, loans and/or advances from the joint venture partners or by advances and/or letters of credit provided by clients. Certain VIEs are directly governed, managed, operated and administered by the joint venture partners. Others have no employees and, although these entities own and hold the contracts with the clients, the services required by the contracts are typically performed by the joint venture partners or by other subcontractors. The Company is considered the primary beneficiary and required to consolidate a VIE if it has the power to direct the activities that most significantly impact that VIE’s economic performance, and the obligation to absorb losses or the right to receive benefits of that VIE that could potentially be significant to the VIE. In determining whether the Company is the primary beneficiary, significant assumptions and judgments include the following: (1) identifying the significant activities and the parties that have the power to direct them; (2) reviewing the governing board composition and participation ratio; (3) determining the equity, profit and loss ratio; (4) determining the management-sharing ratio; (5) reviewing employment terms, including which joint venture partner provides the project manager; and (6) reviewing the funding and operating agreements. Examples of significant activities currently being performed by the Company’s significant consolidated and unconsolidated joint ventures include engineering and design services; management consulting services; procurement and construction services; program management; construction management; and operations and maintenance services. If the Company determines that the power to direct the significant activities is shared by two or more joint venture parties, then there is no primary beneficiary and no party consolidates the VIE. In making the shared-power determination, the Company analyzes the key contractual terms, governance, related party and de facto agency as they are defined in the accounting standard, and other arrangements. |
Goodwill | Goodwill In 2019, the Company changed the date of its annual goodwill impairment testing from November 30 to October 1. This change is results in better alignment of the Company's annual impairment test with the Company’s annual budgeting cycle and provides a more reliable measurement using the Company’s interim closing processes. The change had no effect on the Company’s financial statements for the current or historical periods. The Company performs an additional review at year end to address the interim period. For purposes of impairment testing, goodwill is allocated to the applicable reporting units based on the current reporting structure. The Company’s reporting units are operating segments or components of operating segments where discrete financial information is available and segment management regularly reviews the operating results. When evaluating goodwill for impairment, the Company may decide to first perform a qualitative assessment, or “step zero” impairment test, to determine whether it is more likely than not that impairment has occurred. If the Company does not perform a qualitative assessment, or if the Company determines that it is not more likely than not that the fair value of its reporting units exceeds their carrying amounts, the Company performs a quantitative assessment and calculates the estimated fair value of the respective reporting unit. If the carrying amount of a reporting unit exceeds its fair value, an impairment loss is recognized in the amount the carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. The Company’s decision to perform a qualitative impairment assessment in a given year is influenced by a number of factors, including the significance of the excess of the Company’s estimated fair value over carrying value at the last quantitative assessment date, the amount of time in between quantitative fair value assessments, and the date of its acquisitions, if any. |
Intangible Assets | Intangible Assets Intangible assets with finite lives arise from business acquisitions and are amortized based on the period over which the contractual or economic benefit of the intangible assets are expected to be realized or on a straight-line basis over the useful lives of the underlying assets, ranging from one to ten years. These primarily consist of customer relationships, developed technology, backlog, and covenants not to compete. When indicators of a potential impairment exist, the Company assesses the recoverability of the unamortized balance of its intangible assets by first comparing undiscounted expected cash flows associated with the asset, or the asset group they are part of, to its carrying value. Should the review indicate that the carrying value is not fully recoverable, the excess of the carrying value over the fair value of the intangible assets would be recognized as an impairment loss. |
Income Taxes | Income Taxes Income taxes are accounted for under the asset and liability method. This approach requires the recognition of deferred tax liabilities and assets to reflect the tax effects of temporary differences between the financial statement carrying amounts and tax bases of the Company’s assets and liabilities. Deferred tax assets and liabilities are measured using enacted tax rates expected to be recovered or settled. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. Deferred tax assets are evaluated for future realization and valuation allowances are established when, in our opinion, it is more likely than not that all or some portion of the asset will not be realized. The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefits recognized in the financial statements on a particular tax position are measured based on the largest benefit that is greater than 50 percent likely of being realized. The amount of unrecognized tax benefits (“UTB”) is adjusted as appropriate for changes in facts and circumstances, such as significant amendments to existing tax law, new regulations or interpretations by the taxing authorities, new information obtained during a tax examination, or resolution of an examination. The Company recognizes both accrued interest and penalties, where appropriate, related to UTBs in income tax expense. |
Foreign Currency Translation | Foreign Currency Translation The Company’s reporting currency is the U.S. Dollar. The functional currency of the Company’s foreign entities is typically the currency of the primary environment in which they operate. For foreign entities whose functional currency is not the U.S. dollar, the assets and liabilities are translated based on exchange rates in effect at the balance sheet date, while the income and expense accounts are translated using the average exchange rates during the period. Translation gains or losses, net of income tax effects, are reflected in accumulated other comprehensive income on the consolidated balance sheets. Transaction gains and losses due to movements in exchange rates between the functional currency and the currency in which a foreign currency transaction is denominated are recognized as “Other income (expense), net” in the Company’s consolidated statements of income. |
Self-Insurance | Self-Insurance The Company typically utilizes third-party insurance subject to varying retention levels or self-insurance. The Company is self-insured for a portion of the losses and liabilities primarily associated with workers’ compensation, general, professional, automobile, employee matters, certain medical plans, and project-specific liability claims. Losses are accrued based upon the Company’s estimates of the aggregate liability for claims incurred using historical experience and certain actuarial assumptions, as provided by an independent actuary. The estimate of self-insurance liability includes an estimate of incurred but not reported claims, based on data compiled from historical experience. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements The Company adopted ASC 606 on December 30, 2017, using the modified retrospective method, which provides for a cumulative effect adjustment to beginning 2018 accumulated deficit for those uncompleted contracts impacted by the adoption of the new standard. For contracts that were modified before the beginning of the earliest reporting period presented in accordance with ASC 606, the Company has not retrospectively restated the contract for those modifications. The Company instead reflected the aggregate effect of all modifications when identifying the satisfied and unsatisfied performance obligations, determining the transaction price and allocating the transaction price. The core principle of ASC 606 is that revenue will be recognized when promised goods or services are transferred to customers in an amount that reflects consideration for which entitlement is expected in exchange for those goods or services. Additionally, the Company began to separately present contract assets and liabilities on the consolidated balance sheets. Contract assets include amounts due under contractual retainage provisions as well as revenue recognized to date in excess of cumulative billings and unconditional unbilled accounts receivable that were previously presented as unbilled accounts receivable. Contract liabilities include billings in excess of costs and estimated earnings as well as provisions for losses that were previously separately presented. The difference between the recognition criteria under ASC 606 and the Company’s previous recognition practices under the revenue recognition guidance, ASC Topic 605-35, was recognized through a cumulative effect adjustment that was made to the opening balance of accumulated deficit as of December 30, 2017. Consistent with the modified retrospective transition approach, the comparative fiscal 2017 period was not adjusted to conform to the fiscal 2018 and 2019 presentation. The cumulative effect of adopting ASC 606 was primarily due to combining certain deliverables that were previously considered separate deliverables into a single performance obligation and the transition of certain cost-type contracts into the cost-to-cost measure of progress method. The cumulative effect adjustment was an increase to accumulated deficit of $4.7 million as of December 30, 2017 as well as the following cumulative effect adjustments: • An increase to contract assets of $2.5 million; • An increase to deferred tax assets of $0.1 million; • An increase to contract liabilities of $7.2 million; and • An increase to non-controlling interests of $0.1 million. In February 2016, the FASB issued ASU 2016-02 “ Leases (Topic 842) ”, which is a new standard related to leases intended to increase transparency and comparability among organizations by requiring the recognition of right-of-use (“ROU”) assets obtained in exchange for lease liabilities on the balance sheet. Most prominent among the changes in the standard is the recognition of ROU assets and lease liabilities by lessees for those leases classified as operating leases. Under the standard, disclosures are required to meet the objective of enabling users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. The Company elected to adopt the standard, and available practical expedients, effective January 1, 2019. These practical expedients allowed the Company to keep the lease classification assessed under the previous lease accounting standard (ASC 840) without reassessment under the new standard, and allowed all separate lease components, including non-lease components, to be accounted for as a single lease component for all existing leases prior to adoption of the new standard. Furthermore, the Company made an accounting policy election to not recognize a lease liability and ROU asset for leases with lease terms of twelve months or less. The Company adopted this new standard under the modified retrospective transition approach without adjusting comparative periods in the financial statements, as allowed under Topic 842, and implemented internal controls and key system functionality to enable the preparation of financial information on adoption. The standard had a material impact on the Company’s consolidated balance sheets but did not have an impact on the consolidated statements of income and cash flows. The most significant impact was the recognition of ROU assets and lease liabilities for operating leases, while accounting for finance leases remained substantially unchanged. As a result of the adoption, the Company recorded a cumulative-effect adjustment to retained earnings of $52.6 million, net of deferred tax asset adjustment of $0.7 million, representing the unamortized portion of a deferred gain previously recorded as a sale-leaseback transaction associated with the sale of an office building in 2011. The Company concluded the transaction resulted in the transfer of control of the office building to the buyer-lessor at market terms and would have qualified as a sale under Topic 842 with gain recognition in the period the sale was recognized. In July 2018, the FASB issued ASU No. 2018-09, Codification Improvements. The amendments in this ASU clarify certain aspects of the guidance related to: reporting comprehensive income, debt modification and extinguishment, income taxes related to stock compensation, income taxes related to business combinations, derivatives and hedging, fair value measurements, brokers and dealers liabilities, and plan accounting. This ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The Company has adopted this ASU on a prospective basis in the first quarter of 2019 and has determined there to be no impact on its financial statements and related disclosures. Effective January 1, 2019, the Company adopted ASU 2018-02, “Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income” under which the Company did not elect to reclassify the income tax effects stranded in accumulated other comprehensive income to retained earnings as a result of the enactment of comprehensive tax legislation, commonly referred to as the Tax Cuts and Jobs Act. As a result, there was no impact on the Company’s financial position, results of operations or cash flows. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, “ Measurement of Credit Losses on Financial Instruments In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”). ASU 2019-12 was issued as a means to reduce the complexity of accounting for income taxes for those entities that fall within the scope of the accounting standard. The guidance is to be applied using a prospective method, excluding amendments related to franchise taxes, which should be applied on either a retrospective basis for all periods presented or a modified retrospective basis through a cumulative-effect adjustment to retained earnings as of the beginning of the fiscal year of adoption. ASU 2019-12 is effective for fiscal years beginning after December 15, 2020, with early adoption permitted. The Company is evaluating the impact of ASU 2019-12 on its consolidated financial statements. |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Polaris Alpha | |
Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed on Preliminary Purchase Price Allocation | The following table summarizes the fair values of the assets acquired and liabilities assumed as of the date of acquisition (in thousands): Polaris Alpha Cash and cash equivalents $ 7,914 Accounts receivable 29,688 Contract assets 35,229 Prepaid expenses and other current assets 9,295 Property and equipment 9,024 Goodwill 243,471 Intangible assets 199,520 Other noncurrent assets 2,203 Accounts payable (13,942 ) Accrued expenses and other current liabilities (26,419 ) Contract liabilities (3,529 ) Deferred tax liabilities (2,231 ) Other long-term liabilities (1,146 ) Net assets acquired $ 489,077 |
Schedule of Intangible Assets Value on Purchase Price | Of the total purchase price, the following values were assigned to intangible assets (in thousands, except for years): Gross Carrying Amount Amortization Period (in years) Developed technology $ 84,900 4 Customer relationships 76,000 8 Backlog 34,900 2 Trade name 3,600 1 Leases 120 6 |
Schedule of Supplemental Pro Forma Information | Supplemental information on an unaudited pro forma basis, as if the acquisition closed as of the beginning of the fiscal year ended December 29, 2017 as follows (in thousands): 2017 2018 (unaudited) (unaudited) Pro forma Revenue $ 3,361,626 $ 3,713,804 Pro forma Net Income including noncontrolling interest 58,356 225,861 |
OGSystems | |
Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed on Preliminary Purchase Price Allocation | The following table summarizes the estimated fair values of the assets acquired and liabilities assumed based on the purchase price allocation as of the date of acquisition (in thousands): Amount Cash and cash equivalents $ 5,772 Accounts receivable 9,904 Contract assets 9,747 Prepaid expenses and other current assets 4,307 Property and equipment 4,085 Right of use assets, operating leases 8,826 Goodwill 183,540 Intangible assets 92,300 Other noncurrent assets 10 Accounts payable (5,450 ) Accrued expenses and other current liabilities (7,147 ) Contract liabilities (1,300 ) Short-term lease liabilities, operating leases (805 ) Income tax payable (1,178 ) Deferred tax liabilities (1,195 ) Long-term lease liabilities, operating leases (8,021 ) Other long-term liabilities (1,015 ) Net assets acquired $ 292,380 |
Schedule of Intangible Assets Value on Purchase Price | Of the total purchase price, the following values were assigned to intangible assets (in thousands, except for years): Gross Carrying Amount Amortization Period (in years) Customer relationships $ 57,100 5 Backlog 27,700 3 Trade name 3,800 2 Non-compete agreements 2,400 3 Developed technologies $ 1,300 3 |
Schedule of Supplemental Pro Forma Information | Supplemental information of unaudited pro forma operating results assuming the OGSystems acquisition had been consummated as of the beginning of fiscal year 2018 (December 30, 2017) (in thousands) is as follows: 2018 2019 (unaudited) (unaudited) Pro forma Revenue $ 3,676,894 $ 3,956,767 Pro forma Net Income including noncontrolling interests 205,961 134,046 |
QRC Technologies | |
Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed on Preliminary Purchase Price Allocation | The following table summarizes the estimated fair values of the assets acquired and liabilities assumed based on the preliminary purchase price allocation as of the date of acquisition (in thousands): Amount Cash and cash equivalents $ 5,925 Accounts receivable 5,587 Prepaid expenses and other current assets 5,727 Property and equipment 1,205 Right of use assets, operating leases 5,228 Goodwill 125,091 Intangible assets 76,200 Accounts payable (1,567 ) Accrued expenses and other current liabilities (4,025 ) Short-term lease liabilities, operating leases (545 ) Long-term lease liabilities, operating leases (4,683 ) Net assets acquired $ 214,143 |
Schedule of Intangible Assets Value on Purchase Price | Of the total purchase price, the following values were assigned to intangible assets (in thousands, except for years): Gross Carrying Amount Amortization Period (in years) Customer relationships $ 49,800 12 Developed technologies 21,800 3 to 5 In-process research and development 1,800 3 to 5 Non-compete agreements 1,200 4 Trade name 800 2 Backlog 800 1 |
Schedule of Supplemental Pro Forma Information | Supplemental information of unaudited pro forma operating results assuming the QRC Technologies acquisition had been consummated as of the beginning of fiscal year 2018 (December 30, 2017) (in thousands) is as follows: 2018 2019 (unaudited) (unaudited) Pro forma Revenue $ 3,596,920 $ 3,976,361 Pro forma Net Income 221,930 138,692 |
Contracts with Customers (Table
Contracts with Customers (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Summary of Disaggregation of Revenue | The Company’s contracts contain both fixed price and cost reimbursable components. Contract types are based on the component that represents the majority of the contract. The following table presents revenue disaggregated by contract type (in thousands): December 31, 2018 December 31, 2019 Cost plus $ 1,473,815 $ 1,705,832 Time-and-Materials 961,759 1,074,037 Fixed price 1,124,934 1,174,943 Total $ 3,560,508 $ 3,954,812 |
Summary of Contract Assets and Contract Liabilities | Contract assets and contract liabilities balances at December 31, 2018 and December 31, 2019 were as follows (in thousands): December 31, 2018 December 31, 2019 $ change % change Contract assets $ 515,319 $ 575,089 $ 59,770 11.60 % Contract liabilities 208,576 230,681 22,105 10.60 % Net contract assets (liabilities)(1) $ 306,743 $ 344,408 $ 37,665 12.28 % (1) Total contract retentions included in net contract assets (liabilities) were $89.6 million as of December 31, 2018. Total contract retentions included in net contract assets (liabilities) were $85.5 million as of December 31, 2019, of which $41.7 million are not expected to be paid in fiscal 2020. Contract assets at December 31, 2018 and December 31, 2019 include approximately $47.1 million and $73.0 million, respectively, related to unapproved change orders, claims, and requests for equitable adjustment. For the years ended December 31, 2018 and December 31, 2019, no material losses were recognized related to the collectability of claims, unapproved change orders, and requests for equitable adjustment. |
Schedule of Change in Contract Assets and Contract Liabilities | The change in contract assets and contract liabilities was the result of normal business activity and not significantly impacted by other factors, except as follows: December 31, 2018 December 31, 2019 Acquired contract assets $ 35,229 $ 9,747 Acquired contract liabilities 3,529 1,300 Change in the estimate of variable consideration — 12,166 Reversal of provision for contract losses(1) $ 133,180 $ — (1) Reversal of provision for contract losses of $133.2 million, of which $55.1 million was recorded as an increase in revenue with the remainder recorded as other income. |
Summary of Accounts Receivable, Net | Accounts receivable, net consisted of the following as of December 31, 2018 and December 31, 2019 (in thousands): 2018 2019 Billed $ 538,808 $ 494,366 Unbilled 135,180 218,959 Total accounts receivable, gross 673,988 713,325 Allowance for doubtful accounts (50,702 ) (41,833 ) Total accounts receivable, net $ 623,286 $ 671,492 |
Summary of Remaining Unsatisfied Performance Obligations Expect to Satisfy | The Company expects to satisfy its RUPO as of December 31, 2019 over the following periods (in thousands): Within One Year Within One to Two Years Thereafter Federal Solutions $ 1,207,900 $ 451,278 $ 176,103 Critical Infrastructure 1,634,625 632,273 859,966 Total RUPO $ 2,842,525 $ 1,083,551 $ 1,036,069 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Summary of Lease Costs | The components of lease costs for the year ended December 31, 2019 are as follows (in thousands): 2019 Operating lease cost $ 70,112 Short-term lease cost 11,988 Amortization of right-of-use assets 746 Interest on lease liabilities 77 Sublease income (3,620 ) Total lease cost $ 79,303 |
Schedule of Supplemental Cash Flow Information Related to Leases | Supplemental cash flow information related to leases for the year ended December 31, 2019 is as follows (in thousands): 2019 Operating cash flows for operating leases $ 62,714 Operating cash flows for financing activities 77 Financing cash flows from finance leases 863 Right-of-use assets obtained in exchange for new operating lease liabilities 299,503 Right-of-use assets obtained in exchange for new finance lease liabilities $ 3,124 |
Schedule of Supplemental Balance Sheet and Other Information Related to Leases | Supplemental balance sheet and other information related to leases as of December 31, 2019 is as follows (in thousands): 2019 Operating Leases: Right-of-use assets $ 233,415 Lease liabilities: Current $ 49,994 Long-term 203,624 Total operating lease liabilities $ 253,618 Finance Leases: Other noncurrent assets $ 2,377 Accrued expenses and other current liabilities $ 1,075 Other long-term liabilities $ 1,202 Weighted Average Remaining Lease Term: Operating leases 6 years Finance leases 3 years Weighted Average Discount Rate: Operating leases 4.0 % Finance leases 4.5 % |
Schedule of Maturity Analysis of Future Undiscounted Cash Flows | A maturity analysis of the future undiscounted cash flows associated with the Company’s operating and finance lease liabilities as of December 31, 2019 is as follows (in thousands): Operating Leases Finance Leases 2020 $ 58,412 $ 1,152 2021 54,491 870 2022 48,454 326 2023 41,424 48 2024 30,945 — Thereafter 49,727 — Total lease payments 283,453 2,396 Less: imputed interest (29,835 ) (119 ) Total present value of lease liabilities $ 253,618 $ 2,277 |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Summary of Assumptions Used in Black-Scholes Options Pricing Model | The following table presents the assumptions used in the Black-Scholes option-pricing model for SARs outstanding at the year-end measurement date: December 31, 2019 Dividend yield 0.0 % Expected volatility 31.0 % Risk-free interest rate 1.6 % Expected term 1.0 |
Schedule of Amount Paid for Cash Settled Awards by Award Type | The following table presents the amount paid for cash settled awards, by award type, for the years ended December 29, 2017, December 31, 2018, and December 31, 2019 (in thousands): December 29, 2017 December 31, 2018 December 31, 2019 Stock Appreciation Rights $ 170 $ 4,576 $ 5,261 Long-Term Growth 8,246 1,095 1,108 Restricted Award Units 2,635 4,439 5,537 Total $ 11,051 $ 10,110 $ 11,906 |
Summary of Restricted Stock Outstanding | For the year ended December 31, 2019, 74,704 shares of restricted stock units were issued, and 27,962 shares of common stock related to employee statutory income tax withholding were retired. The following table presents the number of shares of restricted stock outstanding (at target shares for awards with performance conditions) at December 31, 2019: December 31, 2019 Weighted Average Grant-Date Fair Value Restricted Stock Units (service condition) 189,090 $ 34.15 Restricted Stock Units (service and performance condition) 317,550 $ 34.02 |
Stock Appreciation Rights | |
Summary of Stock Appreciation Right Activity | The following table presents the number of SARs granted, vested, and forfeited for the years ended December 29, 2017, December 31, 2018, and December 31, 2019: Number of Units Weighted Average Grant-Date Fair Value Unvested at December 30, 2016 3,170,565 $ 3.00 Granted 2,096,439 $ 3.00 Vested (1,573,998 ) $ 3.00 Forfeited (297,631 ) $ 3.00 Unvested at December 29, 2017 3,395,375 $ 3.00 Granted 1,708,746 $ 3.00 Vested (1,322,805 ) $ 3.00 Forfeited (364,662 ) $ 3.00 Unvested at December 31, 2018 3,416,654 $ 3.00 Granted — $ — Vested (1,547,142 ) $ 3.00 Forfeited (391,884 ) $ 3.00 Unvested at December 31, 2019 1,477,628 $ 3.00 |
Long-Term Growth Units | |
Schedule of Unvested Share Activity | The following table presents the number of Long-Term Growth Units granted, vested, and forfeited (at target shares) for the years ended December 29, 2017, December 31, 2018, and December 31, 2019: Number of Units Weighted Average Grant-Date Fair Value Unvested at December 30, 2016 331,986 $ 19.65 Granted 174,270 $ 20.33 Vested (176,781 ) $ 19.33 Forfeited (21,594 ) $ 20.09 Unvested at December 29, 2017 307,881 $ 20.18 Granted 144,777 $ 22.67 Vested (136,221 ) $ 20.00 Forfeited (16,656 ) $ 20.27 Unvested at December 31, 2018 299,781 $ 20.23 Granted — $ — Vested (137,760 ) $ 20.33 Forfeited (34,584 ) $ 21.50 Unvested at December 31, 2019 127,437 $ 21.45 |
Restricted Award Units | |
Summary of Restricted Stock Unit Activity | The following table presents the number of Restricted Award Units granted, vested, and forfeited for the years ended December 29, 2017, December 31, 2018, and December 31, 2019: Number of Units Weighted Average Grant-Date Fair Value Unvested at December 30, 2016 534,355 $ 19.85 Granted 306,843 $ 20.33 Vested (135,982 ) $ 19.53 Forfeited (45,771 ) $ 19.90 Unvested at December 29, 2017 659,445 $ 20.14 Granted 262,140 $ 22.67 Vested (264,408 ) $ 20.00 Forfeited (67,827 ) $ 20.34 Unvested at December 31, 2018 589,350 $ 21.31 Granted — $ — Vested (281,805 ) $ 20.33 Forfeited (58,101 ) $ 21.31 Unvested at December 31, 2019 249,444 $ 22.40 |
Restricted Stock Units | |
Summary of Restricted Stock Unit Activity | The following table presents the number and weighted average grant-date fair value of restricted stock units (at target shares for awards with performance conditions) at December 31, 2019: Number of Units Weighted Average Grant-Date Fair Value Outstanding at December 31, 2018 - $ - Granted 598,219 34.06 Vested (74,704 ) 34.02 Forfeited (16,875 ) 34.02 Outstanding at December 31, 2019 506,640 $ 34.07 |
Summary of Restricted Stock Outstanding | The following table presents the number of shares of restricted stock units granted (at target shares for awards with performance conditions) for the year ended December 31, 2019: December 31, 2019 Weighted Average Grant-Date Fair Value Restricted Stock Units (service condition) 270,544 $ 34.11 Restricted Stock Units (service and performance condition) 327,675 $ 34.02 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Changes in Carrying Value of Goodwill by Reporting Segment | The following table summarizes the changes in the carrying value of goodwill by reporting segment for fiscal years ended December 31, 2018 and December 31, 2019 (in thousands): December 29, 2017 Acquisitions Foreign Exchange December 31, 2018 Federal Solutions $ 422,439 $ 244,402 $ — $ 666,841 Critical Infrastructure 74,347 — (4,250 ) 70,097 Total $ 496,786 $ 244,402 $ (4,250 ) $ 736,938 December 31 , 2018 Acquisitions Foreign Exchange December 31, 2019 Federal Solutions $ 666,841 $ 308,564 $ — $ 975,405 Critical Infrastructure 70,097 — 1,923 72,020 Total $ 736,938 $ 308,564 $ 1,923 $ 1,047,425 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Gross Amount and Accumulated Amortization of Intangible Assets | The gross amount and accumulated amortization of acquired identifiable intangible assets with finite useful lives included in “Intangible assets, net” on the consolidated balance sheets were as follows (in thousands except for years): December 31, 2018 December 31, 2019 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Amortization Period (in years) Backlog $ 80,754 $ (58,295 ) $ 22,459 $ 109,255 $ (87,510 ) $ 21,745 3 Customer relationships 121,629 (38,974 ) 82,655 228,529 (67,809 ) 160,720 7 Leases 670 (561 ) 109 670 (580 ) 90 5 Developed technology 87,839 (15,174 ) 72,665 110,939 (40,749 ) 70,190 4 Trade name 3,600 (2,100 ) 1,500 8,200 (5,667 ) 2,533 1 Non-compete agreements — — — 3,600 (925 ) 2,675 3 In process research and development — — — 1,800 — 1,800 n/a Other intangibles — — — 275 (170 ) 105 10 Total intangible assets $ 294,492 $ (115,104 ) $ 179,388 $ 463,268 $ (203,410 ) $ 259,858 |
Schedule of Estimated Amortization Expense | Estimated amortization expense in each of the next five years and beyond is as follows (in thousands): 2020 $ 86,574 2021 81,591 2022 36,100 2023 23,549 2024 9,098 Thereafter 21,146 $ 258,058 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property and equipment, net | Property and equipment consisted of the following at December 31, 2018 and December 31, 2019 (in thousands): 2018 2019 Useful lives (years) Building and leasehold improvements $ 54,348 $ 81,065 1-15 Furniture and equipment 81,705 91,720 3-10 Computer systems and equipment 148,255 164,161 3-10 Construction equipment 12,074 11,765 5-7 296,382 348,711 Less: Accumulated depreciation (204,533 ) (225,960 ) Property and equipment, net $ 91,849 $ 122,751 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Payables And Accruals [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following at December 31, 2018 and December 31, 2019 (in thousands): 2018 2019 Salaries and wages $ 50,991 $ 46,685 Employee benefits 214,008 259,081 Self-insurance liability 29,682 29,997 Project cost accruals 183,362 217,729 Other accrued expenses 81,657 86,371 Total accrued expenses and other current liabilities $ 559,700 $ 639,863 |
Debt and Credit Facilities (Tab
Debt and Credit Facilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Long Term Debt | Long-term debt consisted of the following at December 31, 2018 and December 31, 2019 (in thousands): 2018 2019 Revolving credit facility $ 180,000 $ — Senior notes 250,000 250,000 Debt issuance costs (836 ) (647 ) Long-term debt $ 429,164 $ 249,353 |
Schedule of Aggregate Amount Debt Repayable | On July 1, 2014, the Company finalized a private placement whereby the Company raised an aggregate amount of $250.0 million in debt repayable as follows (in thousands): Tranche Debt Amount Maturity Date Interest Rate Senior Note, Series A $ 50,000 July 15, 2021 4.44 % Senior Note, Series B 100,000 July 15, 2024 4.98 % Senior Note, Series C 60,000 July 15, 2026 5.13 % Senior Note, Series D 40,000 July 15, 2029 5.38 % |
Other Long-term Liabilities (Ta
Other Long-term Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Other Long-term Liabilities | Other long-term liabilities consisted of the following at December 31, 2018 and December 31, 2019 (in thousands): 2018 2019 Self-insurance liability $ 99,813 $ 102,521 Deferred rent 15,966 — Reserve for uncertain tax positions 9,890 14,427 Finance lease obligations 935 1,202 Other long-term liabilities 1,259 7,554 Total other long-term liabilities $ 127,863 $ 125,704 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Components of Income from Continuing Operations Before Income Taxes | The following table presents the components of our income from continuing operations before income taxes (in thousands): 2017 2018 2019 United States earnings $ 85,913 $ 205,418 $ 6,762 Foreign earnings 47,088 54,385 60,480 $ 133,001 $ 259,803 $ 67,242 |
Schedule of Income Tax Expense (Benefit) Attributable to Income from Continuing Operations | The income tax expense (benefit) attributable to income from continuing operations for the years ended December 29, 2017, December 31, 2018 and December 31, 2019 consists of the following (in thousands): 2017 2018 2019 Current Federal $ - $ - $ 22,865 State 1,579 1,536 $ 10,428 Foreign 14,482 20,253 20,159 Total current income tax expense 16,061 21,789 53,452 Deferred Federal — — (97,299 ) State (569 ) 2,329 (27,432 ) Foreign 5,972 (3,751 ) 1,393 Total deferred tax expense (benefit) 5,403 (1,422 ) (123,338 ) Total income tax expense (benefit) $ 21,464 $ 20,367 $ (69,886 ) |
Computation of Income Tax Expense (Benefit) | Income tax expense (benefit) was different from the amount computed by applying the United States federal statutory rate to pre-tax income from continuing operations as a result of the following (in thousands): 2017 2018 2019 Income before income tax expense (benefit) $ 133,001 $ 259,803 $ 67,242 Tax at federal statutory tax rate 46,550 35 % 54,559 21 % 14,121 21 % S- corporation exclusion (25,109 ) (19 )% (39,539 ) (15 )% (4,875 ) (7 )% State taxes, net of federal tax benefit 1,010 1 % 3,865 1 % 3,223 5 % Change in tax status — — — — (93,878 ) (140 )% Change in valuation allowance 1,438 1 % (2,215 ) (1 )% 4,502 7 % Change in uncertain tax positions (34 ) 0 % 629 0 % 4,118 6 % Foreign tax rate differential (907 ) (1 )% 4,168 2 % 4,886 7 % Foreign tax credits — — — — (1,313 ) (2 )% Transaction costs — — — — 1,052 1 % Other permanent items, net — — — — 1,182 2 % Noncontrolling interests (4,960 ) (4 )% (3,599 ) (1 )% (2,282 ) (3 )% Other, net 3,476 3 % 2,499 1 % (622 ) (1 )% Total income tax expense (benefit) $ 21,464 16 % $ 20,367 8 % $ (69,886 ) (104 )% |
Components of Deferred Tax Assets and Liabilities | The components of deferred tax assets and liabilities consists of the following at December 31, 2018 and December 31, 2019 (in thousands): 2018 2019 Deferred tax assets Project and non-project reserves $ 2,326 $ 34,225 Employee compensation and benefits 1,609 59,624 Revenue and cost recognition — 33,588 Insurance accruals 962 19,204 Net operating losses 14,855 16,400 Lease liabilities 205 68,447 Tax credit carryforwards 377 8,969 Other 2,240 3,318 Valuation allowance (6,668 ) (17,358 ) Total deferred tax assets 15,906 226,417 Deferred tax liabilities Intangible assets (2,529 ) (29,543 ) Right of use assets — (63,032 ) Revenue and cost recognition (10,570 ) — Other (3,367 ) (13,063 ) Total deferred tax liabilities (16,466 ) (105,638 ) Net deferred tax (liability) asset $ (560 ) $ 120,779 |
Reconciliation of Beginning and Ending Balances of Unrecognized Tax Benefits | A reconciliation of the beginning and ending balances of unrecognized tax benefits is as follows (in thousands): 2017 2018 2019 Beginning of year $ 7,827 $ 7,137 $ 7,845 Increases—current year tax positions 1,134 1,094 7,531 Increases—prior year tax positions 319 1,301 1,379 Decreases—prior year tax positions (1,629 ) (1,656 ) (991 ) Settlements (361 ) — (124 ) Lapse of statute of limitations (153 ) (31 ) (114 ) End of year $ 7,137 $ 7,845 $ 15,526 |
Investments in and Advances t_2
Investments in and Advances to Joint Ventures (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Schedule of Financial Information of Consolidated Joint Ventures | The following represents financial information for consolidated joint ventures included in the consolidated financial statements as or and for the years ended December 31, 2018 and December 31, 2019 (in thousands): 2018 2019 Current assets $ 287,227 $ 255,167 Noncurrent assets 2,689 2,860 Total assets 289,916 258,027 Current liabilities 199,833 193,583 Total liabilities 199,833 193,583 Total joint venture equity $ 90,083 $ 64,444 2017 2018 2019 Revenue $ 446,506 $ 540,345 $ 473,486 Costs 426,245 376,628 435,947 Net income $ 20,261 $ 163,717 $ 37,539 Net income attributable to noncontrolling interests $ 14,211 $ 17,099 $ 16,594 |
Summary of Financial Information for Unconsolidated Joint Ventures | The following represents the financial information of the Company’s unconsolidated joint ventures as presented in their unaudited financial statements as or and for the years ended December 31, 2018 and December 31, 2019 (in thousands): 2018 2019 Current assets $ 707,457 $ 801,335 Noncurrent assets 876,385 564,160 Total assets 1,583,842 1,365,495 Current liabilities 560,306 655,495 Noncurrent liabilities 813,269 507,131 Total liabilities 1,373,575 1,162,626 Total joint venture equity $ 210,267 $ 202,869 Investments in and advances to unconsolidated joint ventures $ 63,560 $ 68,620 2017 2018 2019 Revenue $ 2,114,903 $ 1,773,037 2,081,341 Costs 1,988,569 1,661,232 1,903,582 Net income $ 126,334 $ 111,805 177,759 Equity in earnings of unconsolidated joint ventures $ 40,086 $ 36,915 41,721 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Schedule of Consolidated Balance Sheet Related to Services Provided to Unconsolidated Joint Ventures | Amounts included in the consolidated balance sheets related to services the Company provided to unconsolidated joint ventures is as follows (in thousands): 2018 2019 Accounts receivable $ 38,742 37,425 Contract assets 2,648 6,955 Contract liabilities $ 10,861 4,509 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Summary of Fair Value Assets Associated with Pension Plan | The following table sets forth assets associated with the pension plan in “Note 16— Retirement and Other Benefits Plans Fair value as of December 31, 2018 (in thousands): Level 1 Level 2 Level 3 Total Mutual funds $ 2,539 $ — $ — $ 2,539 Fixed income — 10,168 — 10,168 Cash and cash equivalents 361 — — 361 $ 2,900 $ 10,168 $ — $ 13,068 Fair value as of December 31, 2019 (in thousands): Level 1 Level 2 Level 3 Total Mutual funds 2,987 — — 2,987 Fixed income — 10,447 — 10,447 Cash and cash equivalents 334 — — 334 3,321 10,447 — 13,768 |
Schedule of Fair Value of Redeemable Common Stock Associated Employee Stock Ownership Plan | The following table sets forth redeemable common stock associated with the ESOP in “Note 16—R etirement and Other Benefits Plans” Fair value as of December 31, 2018 (in thousands): Level 1 Level 2 Level 3 Total Redeemable Common Stock $ — $ — $ 1,876,309 $ 1,876,309 $ — $ — $ 1,876,309 $ 1,876,309 |
Schedule of Reconciliation Fair Value Measurements Using Significant Unobservable Inputs | The following table presents a reconciliation of the beginning and ending balances of the fair value measurements using significant unobservable inputs (Level 3) (in thousands): 2018 2019 Balance at beginning of year $ 1,855,305 1,876,309 Purchases of treasury stock (125,814 ) (6,219 ) Contributions of treasury stock to ESOP 47,043 — Share price adjustment 99,775 883,436 Transfer to permanent equity — (2,753,526 ) Balance at end of year $ 1,876,309 — |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted Average Number of Shares Used To Compute Basic and Diluted EPS | The weighted average number of shares used to compute basic and diluted EPS were (in thousands): 2017 2018 2019 Basic weighted average number of shares outstanding 83,574 80,014 92,419 Dilutive common share equivalents — — 334 Diluted weighted average number of shares outstanding 83,574 80,014 92,753 |
Segments Information (Tables)
Segments Information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Summary of Business Segment Information | The following table summarizes business segment information for the periods presented (in thousands): 2017 2018 2019 Revenues: Federal Solutions $ 1,079,906 $ 1,479,007 $ 1,887,907 Critical Infrastructure 1,937,105 2,081,501 2,066,905 Total revenues $ 3,017,011 $ 3,560,508 $ 3,954,812 |
Summary of Adjusted EBITDA Business Segment Information | The following table summarizes business segment Adjusted EBITDA and a reconciliation to net income attributable to Parsons Corporation for the periods presented (in thousands): 2017 2018 2019 Adjusted EBITDA attributable to Parsons Corporation Federal Solutions $ 95,354 $ 121,986 $ 169,100 Critical Infrastructure 99,402 106,851 138,851 Adjusted EBITDA attributable to Parsons Corporation 194,756 228,837 307,951 Adjusted EBITDA attributable to noncontrolling interests 14,891 17,407 17,096 Depreciation and amortization (35,198 ) (69,869 ) (125,700 ) Interest expense, net (13,333 ) (18,132 ) (22,429 ) Income tax (expense) benefit (21,464 ) (20,367 ) 69,886 Litigation-related expenses (a) (10,026 ) 129,674 — Amortization of deferred gain resulting from sale-leaseback transactions (b) 7,283 7,253 — Equity-based compensation (c) (19,016 ) (16,487 ) (65,744 ) Transaction-related costs (d) (1,190 ) (12,942 ) (34,353 ) Restructuring (e) — — (3,424 ) Other (f) (5,166 ) (5,938 ) (6,155 ) Net income including noncontrolling interests $ 111,537 $ 239,436 $ 137,128 Net income attributable to noncontrolling interests (14,211 ) (17,099 ) (16,594 ) Net income attributable to Parsons Corporation $ 97,326 $ 222,337 $ 120,534 (a) Fiscal 2017 reflects post-judgment interest expense recorded in “(Interest and other expense) gain associated with claim on long-term contract” in our results of operations related to a judgment entered against the Company in 2014 in connection with a lawsuit against a joint venture in which the Company is the managing partner. Fiscal 2018 reflects a reversal of an accrued liability, with $55.1 million recorded to revenue and $74.6 million recorded to other income in our results of operations. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Annual Report on Form 10-K for a description of this matter, which was resolved in favor of the Company on June 13, 2018. (b) Reflects recognized deferred gains related to sales-leaseback transactions described in “Note 10— Sale-Leasebacks (c) Reflects equity-based compensation costs primarily related to cash-settled awards. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Annual Report on Form 10-K for a further discussion of these awards. (c) Reflects costs incurred in connection with acquisitions, IPO, and other non-recurring transaction costs, primarily fees paid for professional services and employee retention. (d) Reflects costs associated with and related to our corporate restructuring initiatives. (e) Includes a combination of gain/loss related to sale of fixed assets, software implementation costs, and other individually insignificant items that are non-recurring in nature. |
Summary of Revenues and Property and Equipment, Net by Geographic Area | The following table presents revenues and property and equipment, net by geographic area (in thousands): 2017 2018 2019 Revenues: North America $ 2,374,138 $ 2,870,494 $ 3,249,054 Middle East 621,796 671,925 689,067 Rest of World 21,077 18,089 16,691 Total revenues $ 3,017,011 $ 3,560,508 $ 3,954,812 Property and equipment, net North America $ 80,852 $ 86,847 $ 117,606 Middle East 6,726 5,002 5,145 Total property and equipment, net $ 87,578 $ 91,849 $ 122,751 |
Summary of Revenues by Business Lines | The following table presents revenues by business lines (in thousands): 2017 2018 2019 Revenues: Federal Solutions Cyber & Intelligence $ 184,771 $ 255,447 $ 351,828 Defense 291,358 431,059 577,109 Mission Solutions 291,933 360,969 317,802 Engineered Systems 311,844 431,532 497,793 Geospatial — — 143,375 Federal Solutions revenues 1,079,906 1,479,007 1,887,907 Critical Infrastructure Connected Communities 602,975 656,513 619,220 Mobility Solutions 1,102,725 1,183,863 1,120,563 Industrial 231,405 241,125 327,122 Critical Infrastructure revenues 1,937,105 2,081,501 2,066,905 Total revenues $ 3,017,011 $ 3,560,508 $ 3,954,812 |
Quarterly Information - Unaud_2
Quarterly Information - Unaudited (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Selected Quarterly Financial Information | The following tables present selected quarterly financial information (in thousands except per share data). Fiscal Quarter Ended March 30, 2018 June 29, 2018(1) September 28, 2018 December 31, 2018 March 31, 2019 June 30, 2019 September 30, 2019 December 31, 2019 Federal Solutions revenue $ 291,335 $ 341,065 $ 443,725 $ 402,882 $ 422,812 $ 478,497 $ 486,175 $ 500,423 Critical Infrastructure revenue 463,344 559,667 532,432 526,058 481,593 511,245 537,102 536,965 Total revenue 754,679 900,732 976,157 928,940 904,405 989,742 1,023,277 1,037,388 Operating income 38,891 86,912 55,113 24,092 23,046 (8,706 ) 53,449 24,274 Net income attributable to Parsons Corporation 25,287 148,381 41,222 7,447 9,741 40,259 56,812 13,722 Federal Solutions Adjusted EBITDA attributable to Parsons Corporation 21,549 33,947 45,556 20,934 40,599 35,700 50,359 42,442 Critical Infrastructure Adjusted EBITDA attributable to Parsons Corporation 25,361 16,929 38,006 26,555 27,676 40,525 33,976 36,674 Adjusted EBITDA attributable to noncontrolling interests 3,920 1,759 5,002 6,726 3,749 (20 ) 4,655 8,712 Total Adjusted EBITDA (2) $ 50,830 $ 52,635 $ 88,564 $ 54,215 $ 72,024 $ 76,205 $ 88,990 $ 87,828 Earnings per share: Basic $ 0.31 $ 1.83 $ 0.52 $ 0.10 $ 0.12 $ 0.44 $ 0.57 $ 0.14 Diluted $ 0.31 $ 1.83 $ 0.52 $ 0.10 $ 0.12 $ 0.44 $ 0.57 $ 0.14 (1) Includes reversal of an accrued liability, with $55.1 million recorded to revenue and 74.6 million recorded to other income in our results of operations related to a lawsuit against a joint venture in which the Company is the managing partner. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Annual Report on Form 10-K for a description of this matter, which was resolved in favor of the Company on June 13, 2018. ( 2 ) The following table presents a reconciliation of net income attributable to Parsons Corporation to Adjusted EBITDA. For more information on our use of Adjusted EBITDA, how we use this metric, why we present this metric and the material limitations on usefulness of this metric, see “Note 21— Segments Information March 30, 2018 June 29, 2018 September 28, 2018 December 31, 2018 March 31, 2019 June 30, 2019 September 30, 2019 December 31, 2019 Net income attributable to Parsons Corporation $ 25,287 $ 148,381 $ 41,222 $ 7,447 $ 9,741 $ 40,259 $ 56,812 $ 13,722 Interest expense, net 3,258 3,270 5,589 6,015 7,815 6,151 4,482 3,981 Income tax expense (benefit) 5,353 9,019 4,154 1,841 1,886 (53,496 ) (15,453 ) (2,823 ) Depreciation and amortization 9,009 14,048 23,599 23,213 30,591 31,074 31,027 33,008 Net income attributable to noncontrolling interests 3,815 1,657 4,844 6,783 3,645 (114 ) 4,481 8,582 Litigation related expenses (a) 2,330 (132,004 ) - - - - - - Amortization of deferred gain resulting from sale-leaseback transactions (b) (1,813 ) (1,829 ) (1,798 ) (1,813 ) - - - - Stock-based compensation (c) 3,100 5,049 5,049 3,289 3,850 43,311 (1,657 ) 20,240 Transaction related costs (d) 125 4,930 2,456 5,431 9,355 7,715 9,891 7,392 Restructuring (e) - - - - 2,218 353 309 544 Other (f) 366 114 3,449 2,009 2,923 952 (902 ) 3,182 Adjusted EBITDA $ 50,830 $ 52,635 $ 88,564 $ 54,215 $ 72,024 $ 76,205 $ 88,990 $ 87,828 (a) Fiscal 2017 reflect the post-judgment interest expense recorded in “(Interest and other expenses associated with claim on long-term contract” in our results of operations related to a lawsuit against a joint venture in which the Company is the managing partner. In fiscal 2018, the Company reversed the accrued liability with an offset of $55.1 million to revenue and $74.6 million to other income. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Annual Report on Form 10-K for a description of this matter, which was resolved in favor of the Company on June 13, 2018 (b) Reflects amortization of the deferred gain on prior sale-leaseback transactions in fiscal 2011. See “Note 10—Sale-Leasebacks” in the notes to our consolidated financial statements included elsewhere in this prospectus. (c) Reflects equity-based compensation costs primarily related to cash-settled awards. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Annual Report on Form 10-K for a further discussion of these awards. ( d ) Reflects costs incurred in connection with acquisitions and other non-recurring transaction costs, including primarily fees paid for professional services and employee retention. ( e ) Reflects costs associated with and related to our corporate restructuring initiatives. ( f ) Includes a combination of gain/loss related to sale of fixed assets, software implementation costs, and other individually insignificant items that are non-recurring in nature. |
Description of Operations - Add
Description of Operations - Additional Information (Details) - USD ($) | May 31, 2019 | May 14, 2019 | May 08, 2019 | Apr. 15, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 |
Description Of Operations Disclosure [Line Items] | |||||||
Proceeds from IPO | $ 536,879,000 | $ 0 | $ 0 | ||||
Funds to dividend through public offering | $ 52,100,000 | ||||||
Repayment on term loan through public offering | $ 150,000 | ||||||
Common stock dividend ratio | 200.00% | ||||||
Dividends declared date | Apr. 15, 2019 | ||||||
Dividends payment, date | May 8, 2019 | ||||||
Dividends record date | May 7, 2019 | ||||||
IPO | Common Stock | |||||||
Description Of Operations Disclosure [Line Items] | |||||||
Common stock shares sold | 18,518,500 | ||||||
Common stock sold per share | $ 27 | ||||||
Share price | $ 25.515 | ||||||
Proceeds from IPO | $ 536,900,000 | ||||||
Underwriters | Common Stock | |||||||
Description Of Operations Disclosure [Line Items] | |||||||
Purchase of additional shares upon exercise of options | 2,777,775 | ||||||
Underwriting discount per share | $ 1.485 | ||||||
Proceeds from IPO | $ 536,900,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Jan. 31, 2019USD ($) | Dec. 31, 2019USD ($)Customershares | Dec. 31, 2018USD ($)shares | Dec. 29, 2017USD ($)shares | Dec. 30, 2017USD ($) | |
Significant Accounting Policies [Line Items] | |||||
Contributions to ESOP | shares | 1,345,198 | 1,874,988 | 1,790,496 | ||
Repurchase of shares of common stock from ESOP | shares | 191,331 | 5,553,891 | 5,843,211 | ||
Redemption value of ESOP participants interest | $ 6,300 | $ 125,800 | $ 111,400 | ||
Increase in retained earnings | (218,025) | 12,445 | |||
ASC 606 | |||||
Significant Accounting Policies [Line Items] | |||||
Adoption of ASC 606 | $ (4,735) | ||||
ASC 606 | Difference between Revenue Guidance in Effect before and after Topic 606 | |||||
Significant Accounting Policies [Line Items] | |||||
Increase in retained earnings | $ 4,700 | ||||
ASC 606 | Difference between Revenue Guidance in Effect before and after Topic 606 | Increase to Contract Assets | |||||
Significant Accounting Policies [Line Items] | |||||
Cumulative effect adjustments | 2,500 | ||||
ASC 606 | Difference between Revenue Guidance in Effect before and after Topic 606 | Increase to Deferred Tax Assets | |||||
Significant Accounting Policies [Line Items] | |||||
Cumulative effect adjustments | 100 | ||||
ASC 606 | Difference between Revenue Guidance in Effect before and after Topic 606 | Increase to Contract Liabilities | |||||
Significant Accounting Policies [Line Items] | |||||
Cumulative effect adjustments | 7,200 | ||||
ASC 606 | Difference between Revenue Guidance in Effect before and after Topic 606 | Increase to Non-controlling Interests | |||||
Significant Accounting Policies [Line Items] | |||||
Cumulative effect adjustments | $ 100 | ||||
Accounting Standards Update 2016-02 | |||||
Significant Accounting Policies [Line Items] | |||||
Adoption of ASC 606 | 52,608 | ||||
Accounting Standards Update 2016-02 | Net Deferred Tax Asset | |||||
Significant Accounting Policies [Line Items] | |||||
Adoption of ASC 606 | 52,600 | ||||
Accounting Standards Update 2016-02 | Deferred Tax Asset | |||||
Significant Accounting Policies [Line Items] | |||||
Adoption of ASC 606 | $ 700 | $ 700 | |||
Concentration of Credit Risk | |||||
Significant Accounting Policies [Line Items] | |||||
Number of customers representing more than 10% of revenue | Customer | 0 | ||||
Number of customers representing more than 10% of accounts receivable | Customer | 0 | ||||
Revenue Benchmark | Concentration of Credit Risk | |||||
Significant Accounting Policies [Line Items] | |||||
Concentration risk percentage | 48.00% | 42.00% | 36.00% | ||
Accounts Receivable | Concentration of Credit Risk | |||||
Significant Accounting Policies [Line Items] | |||||
Concentration risk percentage | 18.00% | 29.00% | |||
Minimum | |||||
Significant Accounting Policies [Line Items] | |||||
Performance obligations payment terms from date of invoice | 30 days | ||||
Intangible assets useful lives of underlying assets | 1 year | ||||
Maximum | |||||
Significant Accounting Policies [Line Items] | |||||
Performance obligations payment terms from date of invoice | 120 days | ||||
Intangible assets useful lives of underlying assets | 10 years |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) $ in Thousands | Jul. 31, 2019 | Jan. 07, 2019 | May 31, 2018 | Oct. 06, 2017 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 |
Business Acquisition [Line Items] | |||||||||||||||
Cash received | $ 494,826 | $ 481,163 | $ 25,737 | ||||||||||||
Amortization of intangible assets | 88,300 | 37,400 | 5,600 | ||||||||||||
Goodwill | $ 1,047,425 | $ 736,938 | 1,047,425 | 736,938 | 496,786 | ||||||||||
Revenues | 1,037,388 | $ 1,023,277 | $ 989,742 | $ 904,405 | $ 928,940 | $ 976,157 | $ 900,732 | $ 754,679 | 3,954,812 | 3,560,508 | $ 3,017,011 | ||||
Williams Electric Company, Inc. | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Cash received | $ 25,700 | ||||||||||||||
Polaris Alpha | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Percentage of ownership interest acquired | 100.00% | ||||||||||||||
Cash paid to acquire | $ 489,100 | ||||||||||||||
Borrowed under credit agreement to partially fund the acquisition | 260,000 | ||||||||||||||
Amortization of intangible assets | 54,500 | 30,300 | |||||||||||||
Goodwill | $ 243,471 | ||||||||||||||
Goodwill deductible for tax purposes | $ 50,100 | 50,100 | |||||||||||||
Revenues | 227,300 | ||||||||||||||
Polaris Alpha | Indirect, General and Administrative Expense | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Acquisition related expenses | $ 6,200 | ||||||||||||||
OGSystems | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Percentage of ownership interest acquired | 100.00% | ||||||||||||||
Cash paid to acquire | $ 292,400 | ||||||||||||||
Borrowed under credit agreement to partially fund the acquisition | 110,000 | ||||||||||||||
Amortization of intangible assets | 23,800 | ||||||||||||||
Goodwill | 183,540 | ||||||||||||||
Goodwill deductible for tax purposes | 16,000 | ||||||||||||||
Revenues | 143,400 | ||||||||||||||
OGSystems | Term Loan | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Borrowed under credit agreement to partially fund the acquisition | $ 150,000 | ||||||||||||||
OGSystems | Indirect, General and Administrative Expense | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Acquisition related expenses | 5,400 | ||||||||||||||
QRC Technologies | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Percentage of ownership interest acquired | 100.00% | ||||||||||||||
Cash paid to acquire | $ 214,100 | ||||||||||||||
Amortization of intangible assets | 5,700 | ||||||||||||||
Goodwill | 125,091 | ||||||||||||||
Revenues | $ 11,200 | ||||||||||||||
QRC Technologies | Revolving Credit Facility | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Borrowed under credit agreement to partially fund the acquisition | 140,000 | ||||||||||||||
QRC Technologies | Indirect, General and Administrative Expense | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Acquisition related expenses | $ 4,900 |
Acquisitions - Summary of Estim
Acquisitions - Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed on Preliminary Purchase Price Allocation (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Jul. 31, 2019 | Jan. 07, 2019 | Dec. 31, 2018 | May 31, 2018 | Dec. 29, 2017 |
Business Acquisition [Line Items] | ||||||
Contract assets | $ 575,089 | $ 515,319 | ||||
Goodwill | 1,047,425 | 736,938 | $ 496,786 | |||
Contract liabilities | $ (230,681) | $ (208,576) | ||||
Polaris Alpha | ||||||
Business Acquisition [Line Items] | ||||||
Cash and cash equivalents | $ 7,914 | |||||
Accounts receivable | 29,688 | |||||
Contract assets | 35,229 | |||||
Prepaid expenses and other current assets | 9,295 | |||||
Property and equipment | 9,024 | |||||
Goodwill | 243,471 | |||||
Intangible assets | 199,520 | |||||
Other noncurrent assets | 2,203 | |||||
Accounts payable | (13,942) | |||||
Accrued expenses and other current liabilities | (26,419) | |||||
Contract liabilities | (3,529) | |||||
Deferred tax liabilities | (2,231) | |||||
Other long-term liabilities | (1,146) | |||||
Net assets acquired | $ 489,077 | |||||
OGSystems | ||||||
Business Acquisition [Line Items] | ||||||
Cash and cash equivalents | $ 5,772 | |||||
Accounts receivable | 9,904 | |||||
Contract assets | 9,747 | |||||
Prepaid expenses and other current assets | 4,307 | |||||
Property and equipment | 4,085 | |||||
Right of use assets, operating leases | 8,826 | |||||
Goodwill | 183,540 | |||||
Intangible assets | 92,300 | |||||
Other noncurrent assets | 10 | |||||
Accounts payable | (5,450) | |||||
Accrued expenses and other current liabilities | (7,147) | |||||
Contract liabilities | (1,300) | |||||
Short-term lease liabilities, operating leases | (805) | |||||
Income tax payable | (1,178) | |||||
Deferred tax liabilities | (1,195) | |||||
Long-term lease liabilities, operating leases | (8,021) | |||||
Other long-term liabilities | (1,015) | |||||
Net assets acquired | $ 292,380 | |||||
QRC Technologies | ||||||
Business Acquisition [Line Items] | ||||||
Cash and cash equivalents | $ 5,925 | |||||
Accounts receivable | 5,587 | |||||
Prepaid expenses and other current assets | 5,727 | |||||
Property and equipment | 1,205 | |||||
Right of use assets, operating leases | 5,228 | |||||
Goodwill | 125,091 | |||||
Intangible assets | 76,200 | |||||
Accounts payable | (1,567) | |||||
Accrued expenses and other current liabilities | (4,025) | |||||
Short-term lease liabilities, operating leases | (545) | |||||
Long-term lease liabilities, operating leases | (4,683) | |||||
Net assets acquired | $ 214,143 |
Acquisitions - Schedule of Inta
Acquisitions - Schedule of Intangible Assets Value on Purchase Price (Details) - USD ($) $ in Thousands | Jul. 31, 2019 | Jan. 07, 2019 | May 31, 2018 | Dec. 31, 2019 |
Minimum | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Amortization Period (in years) | 1 year | |||
Maximum | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Amortization Period (in years) | 10 years | |||
Developed Technology | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Amortization Period (in years) | 4 years | |||
Developed Technology | Polaris Alpha | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 84,900 | |||
Amortization Period (in years) | 4 years | |||
Developed Technology | OGSystems | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 1,300 | |||
Amortization Period (in years) | 3 years | |||
Developed Technology | QRC Technologies | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 21,800 | |||
Developed Technology | QRC Technologies | Minimum | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Amortization Period (in years) | 3 years | |||
Developed Technology | QRC Technologies | Maximum | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Amortization Period (in years) | 5 years | |||
Customer Relationships | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Amortization Period (in years) | 7 years | |||
Customer Relationships | Polaris Alpha | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 76,000 | |||
Amortization Period (in years) | 8 years | |||
Customer Relationships | OGSystems | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 57,100 | |||
Amortization Period (in years) | 5 years | |||
Customer Relationships | QRC Technologies | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 49,800 | |||
Amortization Period (in years) | 12 years | |||
Backlog | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Amortization Period (in years) | 3 years | |||
Backlog | Polaris Alpha | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 34,900 | |||
Amortization Period (in years) | 2 years | |||
Backlog | OGSystems | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 27,700 | |||
Amortization Period (in years) | 3 years | |||
Backlog | QRC Technologies | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 800 | |||
Amortization Period (in years) | 1 year | |||
Trade Name | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Amortization Period (in years) | 1 year | |||
Trade Name | Polaris Alpha | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 3,600 | |||
Amortization Period (in years) | 1 year | |||
Trade Name | OGSystems | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 3,800 | |||
Amortization Period (in years) | 2 years | |||
Trade Name | QRC Technologies | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 800 | |||
Amortization Period (in years) | 2 years | |||
Leases | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Amortization Period (in years) | 5 years | |||
Leases | Polaris Alpha | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 120 | |||
Amortization Period (in years) | 6 years | |||
Non compete Agreements | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Amortization Period (in years) | 3 years | |||
Non compete Agreements | OGSystems | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 2,400 | |||
Amortization Period (in years) | 3 years | |||
Non compete Agreements | QRC Technologies | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 1,200 | |||
Amortization Period (in years) | 4 years | |||
In-process Research and Development | QRC Technologies | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 1,800 | |||
In-process Research and Development | QRC Technologies | Minimum | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Amortization Period (in years) | 3 years | |||
In-process Research and Development | QRC Technologies | Maximum | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Amortization Period (in years) | 5 years |
Acquisitions - Schedule of Supp
Acquisitions - Schedule of Supplemental Pro Forma Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Polaris Alpha | |||
Business Acquisition [Line Items] | |||
Pro forma Revenue | $ 3,713,804 | $ 3,361,626 | |
Pro forma Net Income including noncontrolling interest | 225,861 | $ 58,356 | |
OGSystems | |||
Business Acquisition [Line Items] | |||
Pro forma Revenue | $ 3,956,767 | 3,676,894 | |
Pro forma Net Income including noncontrolling interest | 134,046 | 205,961 | |
QRC Technologies | |||
Business Acquisition [Line Items] | |||
Pro forma Revenue | 3,976,361 | 3,596,920 | |
Pro forma Net Income | $ 138,692 | $ 221,930 |
Contracts with Customers - Summ
Contracts with Customers - Summary of Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Disaggregation Of Revenue [Line Items] | |||||||||||
Revenues | $ 1,037,388 | $ 1,023,277 | $ 989,742 | $ 904,405 | $ 928,940 | $ 976,157 | $ 900,732 | $ 754,679 | $ 3,954,812 | $ 3,560,508 | $ 3,017,011 |
Cost-Plus | |||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||
Revenues | 1,705,832 | 1,473,815 | |||||||||
Time-and-Materials | |||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||
Revenues | 1,074,037 | 961,759 | |||||||||
Fixed-Price | |||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||
Revenues | $ 1,174,943 | $ 1,124,934 |
Contracts with Customers - Cont
Contracts with Customers - Contracts with Customers - Summary of Changes in Contract Assets and Contract Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue From Contract With Customer [Abstract] | ||
Contract assets | $ 575,089 | $ 515,319 |
Contract liabilities | 230,681 | 208,576 |
Net contract assets (liabilities) | 344,408 | $ 306,743 |
Change in contract assets | 59,770 | |
Change in contract liabilities | 22,105 | |
Change in contract assets and liabilities | $ 37,665 | |
Percentage change in contract assets | 11.60% | |
Percentage change in contract liabilities | 10.60% | |
Percentage change in contract assets and liabilities | 12.28% |
Contracts with Customers - Su_2
Contracts with Customers - Summary of Contract Assets and Contract Liabilities (Parenthetical) (Details) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Revenue From Contract With Customer [Abstract] | ||
Contract retentions | $ 85.5 | $ 89.6 |
Contract retentions, not expected to be paid in next 12 months | 41.7 | |
Contract assets, unapproved change orders, claims, and requests | $ 73 | $ 47.1 |
Contracts with Customers - Addi
Contracts with Customers - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue From Contract With Customer [Abstract] | ||
Revenue recognized included contract liability | $ 129,900,000 | $ 168,600,000 |
Impairment of contract assets | 0 | 0 |
Impact of changes in estimated claims or incentives on revenue | 5,000 | |
Increase in revenue due to Impact of changes in estimated claims or incentives | 12,100,000 | $ 0 |
Remaining unsatisfied performance obligations | $ 5,000,000,000 |
Contracts with Customers - Su_3
Contracts with Customers - Summary of Changes in Contract Assets and Contract Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue From Contract With Customer [Abstract] | ||
Acquired contract assets | $ 9,747 | $ 35,229 |
Acquired contract liabilities | 1,300 | 3,529 |
Change in the estimate of variable consideration | 12,166 | 0 |
Reversal of provision for contract losses | $ 0 | $ 133,180 |
Contracts with Customers - Su_4
Contracts with Customers - Summary of Changes in Contract Assets and Contract Liabilities (Parenthetical) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue From Contract With Customer [Abstract] | ||
Reversal for provision for contract losses | $ 0 | $ 133,180 |
Increase in revenue recorded in other income | $ 55,100 |
Contracts with Customers - Su_5
Contracts with Customers - Summary of Accounts Receivable, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Revenue From Contract With Customer [Abstract] | ||
Billed | $ 494,366 | $ 538,808 |
Unbilled | 218,959 | 135,180 |
Total accounts receivable, gross | 713,325 | 673,988 |
Allowance for doubtful accounts | (41,833) | (50,702) |
Total accounts receivable, net | $ 671,492 | $ 623,286 |
Contracts with Customers - Su_6
Contracts with Customers - Summary of Remaining Unsatisfied Performance Obligations Expect to Satisfy (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining unsatisfied performance obligations | $ 5,000,000 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining unsatisfied performance obligations | $ 2,842,525 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining unsatisfied performance obligations | $ 1,083,551 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining unsatisfied performance obligations | $ 1,036,069 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | |
Federal Solution Segment | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining unsatisfied performance obligations | $ 1,207,900 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Federal Solution Segment | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining unsatisfied performance obligations | $ 451,278 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Federal Solution Segment | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining unsatisfied performance obligations | $ 176,103 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | |
Critical Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining unsatisfied performance obligations | $ 1,634,625 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Critical Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining unsatisfied performance obligations | $ 632,273 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Critical Infrastructure | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining unsatisfied performance obligations | $ 859,966 |
Revenue, remaining performance obligation, expected timing of satisfaction, period |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Lessee Lease Description [Line Items] | |||
Lease option to extend | five years | ||
Lease existence of option to extend | true | ||
Lease option to terminate | seventh year | ||
Lease existence of option to terminate | true | ||
Finance lease right-of-use asset | $ 2.4 | ||
Finance lease right of use assets accumulated depreciation | 0.7 | ||
Operating lease not yet commenced expense | 9.9 | ||
Indirect General And Administrative Expenses | |||
Lessee Lease Description [Line Items] | |||
Rental expense | $ 82.1 | $ 79.8 | $ 73.3 |
Minimum | |||
Lessee Lease Description [Line Items] | |||
Lease term of contract | 1 year | ||
Operating lease not yet commenced term of contract | 5 years | ||
Maximum | |||
Lessee Lease Description [Line Items] | |||
Lease term of contract | 11 years | ||
Operating lease not yet commenced term of contract | 7 years |
Leases - Summary of Lease Costs
Leases - Summary of Lease Costs (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Leases [Abstract] | |
Operating lease cost | $ 70,112 |
Short-term lease cost | 11,988 |
Amortization of right-of-use assets | 746 |
Interest on lease liabilities | 77 |
Sublease income | (3,620) |
Total lease cost | $ 79,303 |
Leases - Schedule of Supplement
Leases - Schedule of Supplemental Cash Flow Information Related to Leases (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Leases [Abstract] | |
Operating cash flows for operating leases | $ 62,714 |
Operating cash flows for financing activities | 77 |
Financing cash flows from finance leases | 863 |
Right-of-use assets obtained in exchange for new operating lease liabilities | 299,503 |
Right-of-use assets obtained in exchange for new finance lease liabilities | $ 3,124 |
Leases - Schedule of Suppleme_2
Leases - Schedule of Supplemental Balance Sheet and Other Information Related to Leases (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Operating Leases: | ||
Right-of-use assets | $ 233,415 | |
Lease liabilities: | ||
Current | 49,994 | |
Long-term | 203,624 | $ 0 |
Total operating lease liabilities | 253,618 | |
Finance Leases: | ||
Other noncurrent assets | 2,377 | |
Accrued expenses and other current liabilities | $ 1,075 | |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:AccruedLiabilitiesAndOtherLiabilities | |
Other long-term liabilities | $ 1,202 | $ 935 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | us-gaap:OtherLiabilitiesNoncurrent | |
Weighted Average Remaining Lease Term: | ||
Operating leases | 6 years | |
Finance leases | 3 years | |
Weighted Average Discount Rate: | ||
Operating leases | 4.00% | |
Finance leases | 4.50% |
Leases - Schedule of Maturity A
Leases - Schedule of Maturity Analysis of Future Undiscounted Cash Flows (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Operating Leases | |
2020 | $ 58,412 |
2021 | 54,491 |
2022 | 48,454 |
2023 | 41,424 |
2024 | 30,945 |
Thereafter | 49,727 |
Total lease payments | 283,453 |
Less: imputed interest | (29,835) |
Total present value of lease liabilities | 253,618 |
Finance Leases | |
2020 | 1,152 |
2021 | 870 |
2022 | 326 |
2023 | 48 |
Total lease payments | 2,396 |
Less: imputed interest | (119) |
Total present value of lease liabilities | $ 2,277 |
Equity-Based Compensation - Add
Equity-Based Compensation - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock-based compensation expense, net of tax benefits | $ 49 | $ 16.3 | $ 18.8 |
Stock-based compensation expense, tax benefits | 16.7 | 0.2 | 0.2 |
Stock-based compensation expense, tax benefit realized related to awards vested | 3.3 | $ 0.2 | $ 0.1 |
Compensation cost related to non-vested awards not yet recognized | $ 16.5 | ||
Vesting period | 6 years | ||
Common stock related to employee statutory income tax withholding, shares retired | 27,962 | ||
Stock Appreciation Rights | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of years over which share price increase | 3 years | ||
Vesting period | 3 years | ||
Long-Term Growth Units | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Restricted Stock Units | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Share issued | 74,704 |
Equity-Based Compensation - Sum
Equity-Based Compensation - Summary of Assumptions Used in Black-Scholes Options Pricing Model (Details) - Stock Appreciation Rights | 12 Months Ended |
Dec. 31, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Dividend yield | 0.00% |
Expected volatility | 31.00% |
Risk-free interest rate | 1.60% |
Expected term | 1 year |
Equity-Based Compensation - S_2
Equity-Based Compensation - Summary of Stock Appreciation Right Activity (Details) - Stock Appreciation Rights - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of Units, Unvested, Beginning balance | 3,416,654 | 3,395,375 | 3,170,565 |
Number of Units, Granted | 1,708,746 | 2,096,439 | |
Number of Units, Vested | (1,547,142) | (1,322,805) | (1,573,998) |
Number of Units, Forfeited | (391,884) | (364,662) | (297,631) |
Number of Units, Unvested, Ending balance | 1,477,628 | 3,416,654 | 3,395,375 |
Weighted Average Grant-Date Fair Value, Unvested, Beginning balance | $ 3 | $ 3 | $ 3 |
Weighted Average Grant-Date Fair Value, Granted | 3 | 3 | |
Weighted Average Grant-Date Fair Value, Vested | 3 | 3 | 3 |
Weighted Average Grant-Date Fair Value, Forfeited | 3 | 3 | 3 |
Weighted Average Grant-Date Fair Value, Unvested, Ending balance | $ 3 | $ 3 | $ 3 |
Equity-Based Compensation - Sch
Equity-Based Compensation - Schedule of Unvested Share Activity (Details) - Long-Term Growth Units - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of Units, Unvested, Beginning balance | 299,781 | 307,881 | 331,986 |
Number of Units, Granted | 144,777 | 174,270 | |
Number of Units, Vested | (137,760) | (136,221) | (176,781) |
Number of Units, Forfeited | (34,584) | (16,656) | (21,594) |
Number of Units, Unvested, Ending balance | 127,437 | 299,781 | 307,881 |
Weighted Average Grant-Date Fair Value, Unvested, Beginning balance | $ 20.23 | $ 20.18 | $ 19.65 |
Weighted Average Grant-Date Fair Value, Granted | 22.67 | 20.33 | |
Weighted Average Grant-Date Fair Value, Vested | 20.33 | 20 | 19.33 |
Weighted Average Grant-Date Fair Value, Forfeited | 21.50 | 20.27 | 20.09 |
Weighted Average Grant-Date Fair Value, Unvested, Ending balance | $ 21.45 | $ 20.23 | $ 20.18 |
Equity-Based Compensation - S_3
Equity-Based Compensation - Summary of Restricted Award Unit Activity (Details) - Restricted Award Units - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of Units, Unvested, Beginning balance | 589,350 | 659,445 | 534,355 |
Number of Units, Granted | 262,140 | 306,843 | |
Number of Units, Vested | (281,805) | (264,408) | (135,982) |
Number of Units, Forfeited | (58,101) | (67,827) | (45,771) |
Number of Units, Unvested, Ending balance | 249,444 | 589,350 | 659,445 |
Weighted Average Grant-Date Fair Value, Unvested, Beginning balance | $ 21.31 | $ 20.14 | $ 19.85 |
Weighted Average Grant-Date Fair Value, Granted | 22.67 | 20.33 | |
Weighted Average Grant-Date Fair Value, Vested | 20.33 | 20 | 19.53 |
Weighted Average Grant-Date Fair Value, Forfeited | 21.31 | 20.34 | 19.90 |
Weighted Average Grant-Date Fair Value, Unvested, Ending balance | $ 22.40 | $ 21.31 | $ 20.14 |
Equity-Based Compensation - S_4
Equity-Based Compensation - Schedule of Amount Paid for Cash Settled Awards (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total cash settled awards | $ 11,906 | $ 10,110 | $ 11,051 |
Stock Appreciation Rights | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total cash settled awards | 5,261 | 4,576 | 170 |
Long-Term Growth Units | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total cash settled awards | 1,108 | 1,095 | 8,246 |
Restricted Award Units | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total cash settled awards | $ 5,537 | $ 4,439 | $ 2,635 |
Equity-Based Compensation - S_5
Equity-Based Compensation - Summary of Restricted Stock Unit Activity (Details) shares in Thousands | 12 Months Ended |
Dec. 31, 2019$ / sharesshares | |
Restricted Stock Units (Service Condition) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of Units, Granted | shares | 270,544 |
Weighted Average Grant-Date Fair Value, Granted | $ / shares | $ 34.11 |
Number of Units, Unvested, Ending balance | shares | 189,090 |
Weighted Average Grant-Date Fair Value, Unvested, Ending balance | $ / shares | $ 34.15 |
Restricted Stock Units (Service and Performance Condition) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of Units, Granted | shares | 327,675 |
Weighted Average Grant-Date Fair Value, Granted | $ / shares | $ 34.02 |
Number of Units, Unvested, Ending balance | shares | 317,550 |
Weighted Average Grant-Date Fair Value, Unvested, Ending balance | $ / shares | $ 34.02 |
Restricted Stock Units | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of Units, Granted | shares | 598,219 |
Weighted Average Grant-Date Fair Value, Granted | $ / shares | $ 34.06 |
Number of Units, Vested | shares | (74,704) |
Number of Units, Forfeited | shares | (16,875) |
Number of Units, Unvested, Ending balance | shares | 506,640 |
Weighted Average Grant-Date Fair Value, Vested | $ / shares | $ 34.02 |
Weighted Average Grant-Date Fair Value, Forfeited | $ / shares | 34.02 |
Weighted Average Grant-Date Fair Value, Unvested, Ending balance | $ / shares | $ 34.07 |
Equity-Based Compensation - S_6
Equity-Based Compensation - Summary of Restricted Stock Outstanding (Details) shares in Thousands | Dec. 31, 2019$ / sharesshares |
Restricted Stock Units (Service Condition) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of shares | shares | 189,090 |
Weighted Average Grant-Date Fair Value | $ / shares | $ 34.15 |
Restricted Stock Units (Service and Performance Condition) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of shares | shares | 317,550 |
Weighted Average Grant-Date Fair Value | $ / shares | $ 34.02 |
Goodwill - Summary of Changes i
Goodwill - Summary of Changes in Carrying Value of Goodwill by Reporting Segment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill [Line Items] | ||
Beginning Balance | $ 736,938 | $ 496,786 |
Acquisitions | 308,564 | 244,402 |
Foreign Exchange | 1,923 | (4,250) |
Ending Balance | 1,047,425 | 736,938 |
Federal Solutions | ||
Goodwill [Line Items] | ||
Beginning Balance | 666,841 | 422,439 |
Acquisitions | 308,564 | 244,402 |
Foreign Exchange | 0 | 0 |
Ending Balance | 975,405 | 666,841 |
Critical Infrastructure | ||
Goodwill [Line Items] | ||
Beginning Balance | 70,097 | 74,347 |
Acquisitions | 0 | 0 |
Foreign Exchange | 1,923 | (4,250) |
Ending Balance | $ 72,020 | $ 70,097 |
Goodwill - Additional Informati
Goodwill - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Goodwill impairments | $ 0 | $ 0 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Gross Amount and Accumulated Amortization of Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Acquired Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 463,268 | $ 294,492 |
Accumulated Amortization | (203,410) | (115,104) |
Net Carrying Amount | 259,858 | 179,388 |
Backlog | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 109,255 | 80,754 |
Accumulated Amortization | (87,510) | (58,295) |
Net Carrying Amount | $ 21,745 | 22,459 |
Amortization Period (in years) | 3 years | |
Customer Relationships | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 228,529 | 121,629 |
Accumulated Amortization | (67,809) | (38,974) |
Net Carrying Amount | $ 160,720 | 82,655 |
Amortization Period (in years) | 7 years | |
Leases | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 670 | 670 |
Accumulated Amortization | (580) | (561) |
Net Carrying Amount | $ 90 | 109 |
Amortization Period (in years) | 5 years | |
Developed Technology | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 110,939 | 87,839 |
Accumulated Amortization | (40,749) | (15,174) |
Net Carrying Amount | $ 70,190 | 72,665 |
Amortization Period (in years) | 4 years | |
Trade Name | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 8,200 | 3,600 |
Accumulated Amortization | (5,667) | (2,100) |
Net Carrying Amount | $ 2,533 | 1,500 |
Amortization Period (in years) | 1 year | |
Non compete Agreements | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 3,600 | 0 |
Accumulated Amortization | (925) | 0 |
Net Carrying Amount | $ 2,675 | 0 |
Amortization Period (in years) | 3 years | |
In Process Research and Development | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 1,800 | 0 |
Accumulated Amortization | 0 | 0 |
Net Carrying Amount | 1,800 | 0 |
Other Intangibles | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 275 | 0 |
Accumulated Amortization | (170) | 0 |
Net Carrying Amount | $ 105 | $ 0 |
Amortization Period (in years) | 10 years |
Intangible Assets - Additional
Intangible Assets - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |||
Amortization expense of intangible assets | $ 88.3 | $ 37.4 | $ 5.6 |
Intangible Assets - Schedule _2
Intangible Assets - Schedule of Estimated Amortization Expense (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2020 | $ 86,574 |
2021 | 81,591 |
2022 | 36,100 |
2023 | 23,549 |
2024 | 9,098 |
Thereafter | 21,146 |
Finite-Lived Intangible Assets, Net | $ 258,058 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | $ 348,711 | $ 296,382 | |
Less: Accumulated depreciation | (225,960) | (204,533) | |
Property and equipment, net | 122,751 | 91,849 | $ 87,578 |
Buildings and Leasehold Improvements | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | $ 81,065 | 54,348 | |
Buildings and Leasehold Improvements | Minimum | |||
Property Plant And Equipment [Line Items] | |||
Useful lives (years) | 1 year | ||
Buildings and Leasehold Improvements | Maximum | |||
Property Plant And Equipment [Line Items] | |||
Useful lives (years) | 15 years | ||
Furniture and Equipment | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | $ 91,720 | 81,705 | |
Furniture and Equipment | Minimum | |||
Property Plant And Equipment [Line Items] | |||
Useful lives (years) | 3 years | ||
Furniture and Equipment | Maximum | |||
Property Plant And Equipment [Line Items] | |||
Useful lives (years) | 10 years | ||
Computer Systems and Equipment | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | $ 164,161 | 148,255 | |
Computer Systems and Equipment | Minimum | |||
Property Plant And Equipment [Line Items] | |||
Useful lives (years) | 3 years | ||
Computer Systems and Equipment | Maximum | |||
Property Plant And Equipment [Line Items] | |||
Useful lives (years) | 10 years | ||
Construction Equipment | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | $ 11,765 | $ 12,074 | |
Construction Equipment | Minimum | |||
Property Plant And Equipment [Line Items] | |||
Useful lives (years) | 5 years | ||
Construction Equipment | Maximum | |||
Property Plant And Equipment [Line Items] | |||
Useful lives (years) | 7 years |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Property Plant And Equipment [Abstract] | |||
Depreciation expense | $ 37.3 | $ 32.4 | $ 29.4 |
Sale-Leasebacks - Additional In
Sale-Leasebacks - Additional Information (Detail) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||
Jan. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 28, 2018USD ($) | Jun. 29, 2018USD ($) | Mar. 30, 2018USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 29, 2017USD ($) | Dec. 31, 2011USD ($)Sale-leasebackbuilding | |
Sale Leaseback Transaction [Line Items] | |||||||||
Sale leaseback transaction, description | During fiscal 2011, the Company consummated two sale-leaseback transactions associated with the sale of two office buildings | ||||||||
Number of sale leaseback transactions consummated | Sale-leaseback | 2 | ||||||||
Number of sale leaseback transaction associated with sale | building | 2 | ||||||||
Gain recognized to the sale leaseback transaction | $ 106,700 | ||||||||
Deferred gain resulting from sale-leaseback transactions | $ 46,004 | $ 46,004 | $ 107,800 | ||||||
Amortization of deferred gain | (1,813) | $ (1,798) | $ (1,829) | $ (1,813) | 7,253 | $ 7,283 | |||
Accounting Standards Update 2016-02 | |||||||||
Sale Leaseback Transaction [Line Items] | |||||||||
Deferred gain balance recognized | $ 53,300 | $ 53,300 | |||||||
Adjustment due to adoption of ASC | $ 52,608 | ||||||||
Accounting Standards Update 2016-02 | Deferred Tax Asset | |||||||||
Sale Leaseback Transaction [Line Items] | |||||||||
Adjustment due to adoption of ASC | $ 700 | $ 700 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Payables And Accruals [Abstract] | ||
Salaries and wages | $ 46,685 | $ 50,991 |
Employee benefits | 259,081 | 214,008 |
Self-insurance liability | 29,997 | 29,682 |
Project cost accruals | 217,729 | 183,362 |
Other accrued expenses | 86,371 | 81,657 |
Total accrued expenses and other current liabilities | $ 639,863 | $ 559,700 |
Debt and Credit Facilities - Sc
Debt and Credit Facilities - Schedule of Long Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Long-Term Debt issuance costs | $ (647) | $ (836) |
Long-term debt | 249,353 | 429,164 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | 180,000 | |
Senior Notes | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 250,000 | $ 250,000 |
Debt and Credit Facilities - Ad
Debt and Credit Facilities - Additional Information (Details) - USD ($) | Jul. 01, 2014 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 |
Debt Instrument [Line Items] | ||||
Debt issuance costs incurred | $ 500,000 | |||
Letters of credit outstanding amount | 197,300,000 | $ 223,000,000 | ||
Amortization of debt issuance costs | 973,000 | 721,000 | $ 504,000 | |
Term Loan | ||||
Debt Instrument [Line Items] | ||||
Repayment of outstanding balance | 150,000,000 | |||
Accrued Expenses and Other Current Liabilities | ||||
Debt Instrument [Line Items] | ||||
Interest payable | 5,700,000 | 5,700,000 | ||
Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Interest expense | 12,400,000 | 12,400,000 | 12,400,000 | |
Interest payments | 12,400,000 | $ 12,400,000 | $ 12,400,000 | |
Private Placement | ||||
Debt Instrument [Line Items] | ||||
Debt issuance costs incurred | $ 1,100,000 | |||
Repayment of outstanding balance | $ 250,000,000 | |||
Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Amended and restated credit agreement date | Nov. 30, 2017 | |||
Debt issuance costs incurred | $ 2,000,000 | |||
Revolving credit facility | 500,000,000 | |||
Increase in revolving credit facility | $ 550,000,000 | |||
Credit agreement extended date | Nov. 30, 2022 | |||
Interest rate | 3.02% | 4.253% | ||
Letters of credit outstanding amount | $ 43,700,000 | $ 49,800,000 | ||
Credit Agreement | Base Rate | Minimum | ||||
Debt Instrument [Line Items] | ||||
Margin interest rate | 0.125% | |||
Credit Agreement | Base Rate | Maximum | ||||
Debt Instrument [Line Items] | ||||
Margin interest rate | 1.00% | |||
Credit Agreement | LIBOR | Minimum | ||||
Debt Instrument [Line Items] | ||||
Margin interest rate | 1.125% | |||
Credit Agreement | LIBOR | Maximum | ||||
Debt Instrument [Line Items] | ||||
Margin interest rate | 2.00% |
Debt and Credit Facilities - _2
Debt and Credit Facilities - Schedule of Aggregate Amount Debt Repayable (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Senior Note, Series A | |
Debt Instrument [Line Items] | |
Debt Amount | $ 50,000 |
Maturity Date | Jul. 15, 2021 |
Interest Rate | 4.44% |
Senior Note, Series B | |
Debt Instrument [Line Items] | |
Debt Amount | $ 100,000 |
Maturity Date | Jul. 15, 2024 |
Interest Rate | 4.98% |
Senior Note, Series C | |
Debt Instrument [Line Items] | |
Debt Amount | $ 60,000 |
Maturity Date | Jul. 15, 2026 |
Interest Rate | 5.13% |
Senior Note, Series D | |
Debt Instrument [Line Items] | |
Debt Amount | $ 40,000 |
Maturity Date | Jul. 15, 2029 |
Interest Rate | 5.38% |
Other Long-term Liabilities - S
Other Long-term Liabilities - Schedule of Other Long-term Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Other Liabilities Disclosure [Abstract] | ||
Self-insurance liability | $ 102,521 | $ 99,813 |
Deferred rent | 15,966 | |
Reserve for uncertain tax positions | 14,427 | 9,890 |
Finance lease obligations | 1,202 | 935 |
Other long-term liabilities | 7,554 | 1,259 |
Total other long-term liabilities | $ 125,704 | $ 127,863 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Income Taxes [Line Items] | |||
U.S. corporate tax rate | 21.00% | 21.00% | 35.00% |
Effective income tax rate | (104.00%) | 8.00% | 16.00% |
Deferred tax benefit related to remeasurement due to change in tax status | $ 93,900,000 | ||
Valuation allowance related to foreign tax credits | 6,300,000 | ||
Deferred tax assets, valuation allowance | 17,358,000 | $ 6,668,000 | |
Deferred tax assets, increase in valuation allowance | 10,700,000 | ||
Deferred tax assets recorded for foreign tax credit carryforwards | 8,100,000 | ||
Net operating loss carryforwards | 16,400,000 | 14,855,000 | |
Unrecognized tax benefits that would impact effective tax rate | 13,900,000 | 9,900,000 | |
Unrecognized tax benefits, income tax penalties and interest expense | 1,300,000 | 100,000 | |
Unrecognized tax benefits, income tax penalties and interest accrued | 3,400,000 | $ 2,000,000 | $ 1,900,000 |
U.S. Federal | |||
Income Taxes [Line Items] | |||
Net operating loss carryforwards | 29,700,000 | ||
Net operating loss carryforwards, not subject to expiration | $ 29,700,000 | ||
U.S. Federal | Earliest Tax Year | |||
Income Taxes [Line Items] | |||
Open tax year | 2016 | ||
U.S. States | |||
Income Taxes [Line Items] | |||
Net operating loss carryforwards | $ 28,200,000 | ||
Net operating loss carryforwards, not subject to expiration | 26,600,000 | ||
Foreign | |||
Income Taxes [Line Items] | |||
Net operating loss carryforwards | 41,500,000 | ||
Net operating loss carryforwards, not subject to expiration | 35,500,000 | ||
Foreign tax credit carryforwards | 8,500 | ||
Foreign tax credits, valuation allowance | $ 8,500 | ||
Foreign tax credits, expiration year | 2029 | ||
U.S. States and Foreign | |||
Income Taxes [Line Items] | |||
Net operating loss carryforwards, expiration description | expire if not used between 2020 and 2040. | ||
U.S. States and Foreign | Minimum | |||
Income Taxes [Line Items] | |||
Net operating loss carryforwards, expiration year | 2020 | ||
U.S. States and Foreign | Maximum | |||
Income Taxes [Line Items] | |||
Net operating loss carryforwards, expiration year | 2040 |
Income Taxes - Components of In
Income Taxes - Components of Income from Continuing Operations Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Income Taxes [Line Items] | |||
Income before income tax expense | $ 67,242 | $ 259,803 | $ 133,001 |
United States Earnings | |||
Income Taxes [Line Items] | |||
Income before income tax expense | 6,762 | 205,418 | 85,913 |
Foreign Earnings | |||
Income Taxes [Line Items] | |||
Income before income tax expense | $ 60,480 | $ 54,385 | $ 47,088 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income Tax Expense (Benefit) Attributable to Income from Continuing Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Current | |||||||||||
Federal | $ 22,865 | ||||||||||
State | 10,428 | $ 1,536 | $ 1,579 | ||||||||
Foreign | 20,159 | 20,253 | 14,482 | ||||||||
Total current income tax expense | 53,452 | 21,789 | 16,061 | ||||||||
Deferred | |||||||||||
Federal | (97,299) | ||||||||||
State | (27,432) | 2,329 | (569) | ||||||||
Foreign | 1,393 | (3,751) | 5,972 | ||||||||
Total deferred tax expense (benefit) | (123,338) | (1,422) | 5,403 | ||||||||
Total income tax expense (benefit) | $ (2,823) | $ (15,453) | $ (53,496) | $ 1,886 | $ 1,841 | $ 4,154 | $ 9,019 | $ 5,353 | $ (69,886) | $ 20,367 | $ 21,464 |
Income Taxes - Computation of I
Income Taxes - Computation of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Income Tax Disclosure [Abstract] | |||||||||||
Income before income tax expense (benefit) | $ 67,242 | $ 259,803 | $ 133,001 | ||||||||
Tax at federal statutory tax rate | 14,121 | 54,559 | 46,550 | ||||||||
S- corporation exclusion | (4,875) | (39,539) | (25,109) | ||||||||
State taxes, net of federal tax benefit | 3,223 | 3,865 | 1,010 | ||||||||
Change in tax status | (93,878) | ||||||||||
Change in valuation allowance | 4,502 | (2,215) | 1,438 | ||||||||
Change in uncertain tax positions | 4,118 | 629 | (34) | ||||||||
Foreign tax rate differential | 4,886 | 4,168 | (907) | ||||||||
Foreign tax credits | (1,313) | ||||||||||
Transaction costs | 1,052 | ||||||||||
Other permanent items, net | 1,182 | ||||||||||
Noncontrolling interests | (2,282) | (3,599) | (4,960) | ||||||||
Other, net | (622) | 2,499 | 3,476 | ||||||||
Total income tax expense (benefit) | $ (2,823) | $ (15,453) | $ (53,496) | $ 1,886 | $ 1,841 | $ 4,154 | $ 9,019 | $ 5,353 | $ (69,886) | $ 20,367 | $ 21,464 |
Tax at federal statutory tax rate | 21.00% | 21.00% | 35.00% | ||||||||
S- corporation exclusion | (7.00%) | (15.00%) | (19.00%) | ||||||||
State taxes, net of federal tax benefit | 5.00% | 1.00% | 1.00% | ||||||||
Change in tax status | (140.00%) | ||||||||||
Change in valuation allowance | 7.00% | (1.00%) | 1.00% | ||||||||
Change in uncertain tax positions | 6.00% | 0.00% | 0.00% | ||||||||
Foreign tax rate differential | 7.00% | 2.00% | (1.00%) | ||||||||
Foreign tax credits | (2.00%) | ||||||||||
Transaction costs | 1.00% | ||||||||||
Other permanent items, net | 2.00% | ||||||||||
Noncontrolling interests | (3.00%) | (1.00%) | (4.00%) | ||||||||
Other, net | (1.00%) | 1.00% | 3.00% | ||||||||
Total income tax expense (benefit) | (104.00%) | 8.00% | 16.00% |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Income Tax Disclosure [Abstract] | ||
Project and non-project reserves | $ 34,225 | $ 2,326 |
Employee compensation and benefits | 59,624 | 1,609 |
Revenue and cost recognition | 33,588 | |
Insurance accruals | 19,204 | 962 |
Net operating losses | 16,400 | 14,855 |
Lease liabilities | 68,447 | 205 |
Tax credit carryforwards | 8,969 | 377 |
Other | 3,318 | 2,240 |
Valuation allowance | (17,358) | (6,668) |
Total deferred tax assets | 226,417 | 15,906 |
Deferred tax liabilities | ||
Intangible assets | (29,543) | (2,529) |
Right of use assets | (63,032) | |
Revenue and cost recognition | (10,570) | |
Other | (13,063) | (3,367) |
Total deferred tax liabilities | (105,638) | (16,466) |
Net deferred tax (liabilities) | $ (560) | |
Net deferred tax assets | $ 120,779 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Beginning and Ending Balances of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Income Tax Uncertainties [Abstract] | |||
Beginning of year | $ 7,845 | $ 7,137 | $ 7,827 |
Increases—current year tax positions | 7,531 | 1,094 | 1,134 |
Increases—prior year tax positions | 1,379 | 1,301 | 319 |
Decreases—prior year tax positions | (991) | (1,656) | (1,629) |
Settlements | (124) | (361) | |
Lapse of statute of limitations | (114) | (31) | (153) |
End of year | $ 15,526 | $ 7,845 | $ 7,137 |
Contingencies - Additional Info
Contingencies - Additional Information (Details) - Minimum $ in Millions | Mar. 01, 2017USD ($) | Dec. 31, 2019Claim |
Legal Proceedings [Line Items] | ||
Number of claims outstanding | Claim | 0 | |
Loss contingency damages value | $ | $ 100 |
Retirement and Other Benefit _2
Retirement and Other Benefit Plans - Additional Information (Details) - USD ($) | Apr. 15, 2019 | Apr. 03, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 |
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||||
Shares fully vested, Description | Shares allocated to a participant’s account are fully vested after six years of credited service, or in the event(s) of reaching age 65, death or disability while an active employee of the Company. | ||||
Shares fully vested after credited service | 6 years | ||||
Common stock shares outstanding including ESOP | 100,669,694 | ||||
Company's stock held by ESOP | 78,896,806 | 78,172,809 | |||
ESOP shares redemption, value | $ 1,900,000,000 | ||||
ESOP dividends declared date | Apr. 3, 2019 | ||||
ESOP dividends declared per share | $ 2 | ||||
ESOP dividends declared amount | $ 52,100,000 | ||||
ESOP dividends payment date | May 10, 2019 | ||||
Common stock dividend ratio | 200.00% | ||||
Dividends declared date | Apr. 15, 2019 | ||||
Dividends payment, date | May 8, 2019 | ||||
Dividends record date | May 7, 2019 | ||||
Dividends declared amount | 0 | $ 0 | |||
Contribution to 401 (k) plan | $ 25,200,000 | 17,100,000 | 15,800,000 | ||
Other Noncurrent Assets | |||||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||||
Defined benefit pension plan, net assets position | 2,100,000 | 1,700,000 | |||
Direct Costs of Contracts and Indirect, General and Administrative Expense | |||||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||||
ESOP contribution expense | $ 55,500,000 | $ 45,200,000 | $ 40,600,000 |
Investments in and Advances t_3
Investments in and Advances to Joint Ventures - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Schedule Of Equity Method Investments [Line Items] | |||
Letters of credit outstanding amount | $ 197.3 | $ 223 | |
Unconsolidated Joint Ventures | |||
Schedule Of Equity Method Investments [Line Items] | |||
Net distributions from unconsolidated joint ventures | 38.9 | 41.9 | $ 31.8 |
Consolidated Joint Ventures | |||
Schedule Of Equity Method Investments [Line Items] | |||
Letters of credit outstanding amount | $ 55 | $ 76.8 |
Investments in and Advances t_4
Investments in and Advances to Joint Ventures - Summary of Financial Information for Consolidated Joint Ventures (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Schedule Of Equity Method Investments [Line Items] | |||||||||||
Current assets | $ 1,526,409 | $ 1,488,807 | $ 1,526,409 | $ 1,488,807 | |||||||
Total assets | 3,450,368 | 2,612,578 | 3,450,368 | 2,612,578 | |||||||
Current liabilities | 1,144,382 | 1,006,161 | 1,144,382 | 1,006,161 | |||||||
Total liabilities | 1,789,612 | 1,657,345 | 1,789,612 | 1,657,345 | |||||||
Total joint venture equity | 1,629,890 | (967,537) | 1,629,890 | (967,537) | |||||||
Revenue | 1,037,388 | $ 1,023,277 | $ 989,742 | $ 904,405 | 928,940 | $ 976,157 | $ 900,732 | $ 754,679 | 3,954,812 | 3,560,508 | $ 3,017,011 |
Costs | 3,123,062 | 2,795,005 | 2,400,140 | ||||||||
Net income attributable to Parsons Corporation | 13,722 | 56,812 | 40,259 | 9,741 | 7,447 | 41,222 | 148,381 | 25,287 | 120,534 | 222,337 | 97,326 |
Net income attributable to noncontrolling interests | 8,582 | $ 4,481 | $ (114) | $ 3,645 | 6,783 | $ 4,844 | $ 1,657 | $ 3,815 | 16,594 | 17,099 | 14,211 |
Consolidated Joint Ventures | |||||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||||
Current assets | 255,167 | 287,227 | 255,167 | 287,227 | |||||||
Noncurrent assets | 2,860 | 2,689 | 2,860 | 2,689 | |||||||
Total assets | 258,027 | 289,916 | 258,027 | 289,916 | |||||||
Current liabilities | 193,583 | 199,833 | 193,583 | 199,833 | |||||||
Total liabilities | 193,583 | 199,833 | 193,583 | 199,833 | |||||||
Total joint venture equity | $ 64,444 | $ 90,083 | 64,444 | 90,083 | |||||||
Revenue | 473,486 | 540,345 | 446,506 | ||||||||
Costs | 435,947 | 376,628 | 426,245 | ||||||||
Net income attributable to Parsons Corporation | 37,539 | 163,717 | 20,261 | ||||||||
Net income attributable to noncontrolling interests | $ 16,594 | $ 17,099 | $ 14,211 |
Investments in and Advances t_5
Investments in and Advances to Joint Ventures - Summary of Financial Information for Unconsolidated Joint Ventures (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Schedule Of Equity Method Investments [Line Items] | |||||||||||
Current assets | $ 1,526,409 | $ 1,488,807 | $ 1,526,409 | $ 1,488,807 | |||||||
Total assets | 3,450,368 | 2,612,578 | 3,450,368 | 2,612,578 | |||||||
Current liabilities | 1,144,382 | 1,006,161 | 1,144,382 | 1,006,161 | |||||||
Total liabilities | 1,789,612 | 1,657,345 | 1,789,612 | 1,657,345 | |||||||
Total joint venture equity | 1,629,890 | (967,537) | 1,629,890 | (967,537) | |||||||
Investments in and advances to unconsolidated joint ventures | 68,620 | 63,560 | 68,620 | 63,560 | |||||||
Revenue | 1,037,388 | $ 1,023,277 | $ 989,742 | $ 904,405 | 928,940 | $ 976,157 | $ 900,732 | $ 754,679 | 3,954,812 | 3,560,508 | $ 3,017,011 |
Costs | 3,123,062 | 2,795,005 | 2,400,140 | ||||||||
Net income attributable to Parsons Corporation | 13,722 | $ 56,812 | $ 40,259 | $ 9,741 | 7,447 | $ 41,222 | $ 148,381 | $ 25,287 | 120,534 | 222,337 | 97,326 |
Equity in earnings of unconsolidated joint ventures | 41,721 | 36,915 | 40,086 | ||||||||
Unconsolidated Joint Ventures | |||||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||||
Current assets | 801,335 | 707,457 | 801,335 | 707,457 | |||||||
Noncurrent assets | 564,160 | 876,385 | 564,160 | 876,385 | |||||||
Total assets | 1,365,495 | 1,583,842 | 1,365,495 | 1,583,842 | |||||||
Current liabilities | 655,495 | 560,306 | 655,495 | 560,306 | |||||||
Noncurrent liabilities | 507,131 | 813,269 | 507,131 | 813,269 | |||||||
Total liabilities | 1,162,626 | 1,373,575 | 1,162,626 | 1,373,575 | |||||||
Total joint venture equity | 202,869 | 210,267 | 202,869 | 210,267 | |||||||
Investments in and advances to unconsolidated joint ventures | $ 68,620 | $ 63,560 | 68,620 | 63,560 | |||||||
Revenue | 2,081,341 | 1,773,037 | 2,114,903 | ||||||||
Costs | 1,903,582 | 1,661,232 | 1,988,569 | ||||||||
Net income attributable to Parsons Corporation | 177,759 | 111,805 | 126,334 | ||||||||
Equity in earnings of unconsolidated joint ventures | $ 41,721 | $ 36,915 | $ 40,086 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - Unconsolidated joint ventures - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Related Party Transaction [Line Items] | |||
Revenues | $ 157.3 | $ 144.7 | $ 112.1 |
Reimbursable cost incurred | $ 119.1 | $ 111.1 | $ 81.8 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Consolidated Balance Sheet Related to Services Provided to Unconsolidated Joint Ventures (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Related Party Transaction [Line Items] | ||
Contract assets | $ 575,089 | $ 515,319 |
Contract liabilities | 230,681 | 208,576 |
Unconsolidated Joint Ventures | ||
Related Party Transaction [Line Items] | ||
Accounts receivable | 37,425 | 38,742 |
Contract assets | 6,955 | 2,648 |
Contract liabilities | $ 4,509 | $ 10,861 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Summary of Assets Associated with Pension Plan (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Assets, fair value disclosure | $ 13,768 | $ 13,068 |
Mutual Funds | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Assets, fair value disclosure | 2,987 | 2,539 |
Fixed Income | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Assets, fair value disclosure | 10,447 | 10,168 |
Cash and Cash Equivalents | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Assets, fair value disclosure | 334 | 361 |
Level 1 | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Assets, fair value disclosure | 3,321 | 2,900 |
Level 1 | Mutual Funds | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Assets, fair value disclosure | 2,987 | 2,539 |
Level 1 | Fixed Income | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Assets, fair value disclosure | 0 | 0 |
Level 1 | Cash and Cash Equivalents | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Assets, fair value disclosure | 334 | 361 |
Level 2 | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Assets, fair value disclosure | 10,447 | 10,168 |
Level 2 | Mutual Funds | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Assets, fair value disclosure | 0 | 0 |
Level 2 | Fixed Income | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Assets, fair value disclosure | 10,447 | 10,168 |
Level 2 | Cash and Cash Equivalents | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Assets, fair value disclosure | 0 | 0 |
Level 3 | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Assets, fair value disclosure | 0 | 0 |
Level 3 | Mutual Funds | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Assets, fair value disclosure | 0 | 0 |
Level 3 | Fixed Income | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Assets, fair value disclosure | 0 | 0 |
Level 3 | Cash and Cash Equivalents | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Assets, fair value disclosure | $ 0 | $ 0 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Summary of Redeemable Common Stock Associated with ESOP (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Redeemable Common Stock | $ 1,876,309 |
Level 1 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Redeemable Common Stock | 0 |
Level 2 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Redeemable Common Stock | 0 |
Level 3 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Redeemable Common Stock | $ 1,876,309 |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments - Additional Information (Details) $ in Billions | Dec. 31, 2018USD ($)shares |
Fair Value Disclosures [Abstract] | |
Shares held by ESOP | shares | 78,172,809 |
Shares held by ESOP, redemption values | $ | $ 1.9 |
Fair Value of Financial Instr_6
Fair Value of Financial Instruments - Schedule of Reconciliation Fair Value Measurements Using Significant Unobservable Inputs (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Fair Value Measurement With Unobservable Inputs Reconciliation Recurring Basis Liability Transfers Net [Abstract] | ||
Balance at beginning of year | $ 1,876,309 | $ 1,855,305 |
Purchases of treasury stock | (6,219) | (125,814) |
Contributions of treasury stock to ESOP | 47,043 | |
Share price adjustment | 883,436 | 99,775 |
Transfer to permanent equity | $ (2,753,526) | |
Balance at end of year | $ 1,876,309 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) - shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 29, 2017 | |
Earnings Per Share [Abstract] | ||
Dilutive securities outstanding | 0 | 0 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Weighted Average Number of Shares Used To Compute Basic and Diluted EPS (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Earnings Per Share [Abstract] | |||
Basic weighted average number of shares outstanding | 92,419 | 80,014 | 83,574 |
Dilutive common share equivalents | 334 | 0 | 0 |
Diluted weighted average number of shares outstanding | 92,753 | 80,014 | 83,574 |
Segments Information - Addition
Segments Information - Additional Information (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 28, 2018USD ($) | Jun. 29, 2018USD ($) | Mar. 30, 2018USD ($) | Dec. 31, 2019USD ($)segment | Dec. 31, 2018USD ($) | Dec. 28, 2018USD ($) | Dec. 29, 2017USD ($) | |
Segment Reporting Information [Line Items] | ||||||||||||
Number of reportable segments | segment | 2 | |||||||||||
Revenues | $ 1,037,388 | $ 1,023,277 | $ 989,742 | $ 904,405 | $ 928,940 | $ 976,157 | $ 900,732 | $ 754,679 | $ 3,954,812 | $ 3,560,508 | $ 3,017,011 | |
Property and equipment, net | 122,751 | 91,849 | 122,751 | 91,849 | 87,578 | |||||||
Litigation-related expenses | (132,004) | 2,330 | 0 | 129,674 | 0 | |||||||
Critical Infrastructure | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Revenues | 536,965 | $ 537,102 | $ 511,245 | $ 481,593 | 526,058 | $ 532,432 | 559,667 | $ 463,344 | 2,066,905 | 2,081,501 | 1,937,105 | |
Revenue Excluding Claim Settlement | 2,000,000 | |||||||||||
Critical Infrastructure | Mobility Solutions | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Revenues | 1,120,563 | 1,183,863 | 1,102,725 | |||||||||
Revenue Excluding Claim Settlement | 1,100,000 | |||||||||||
Revenue | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Litigation-related expenses | $ (55,100) | 55,100 | ||||||||||
Revenue | Critical Infrastructure | Mobility Solutions | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Litigation-related expenses | $ 55,100 | |||||||||||
United States | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Revenues | 3,000,000 | 2,600,000 | 2,100,000 | |||||||||
Property and equipment, net | $ 109,900 | $ 79,900 | $ 109,900 | $ 79,900 | $ 76,200 |
Segments Information - Summary
Segments Information - Summary of Business Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Segment Reporting Information [Line Items] | |||||||||||
Total revenues | $ 1,037,388 | $ 1,023,277 | $ 989,742 | $ 904,405 | $ 928,940 | $ 976,157 | $ 900,732 | $ 754,679 | $ 3,954,812 | $ 3,560,508 | $ 3,017,011 |
Federal Solution Segment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenues | 500,423 | 486,175 | 478,497 | 422,812 | 402,882 | 443,725 | 341,065 | 291,335 | 1,887,907 | 1,479,007 | 1,079,906 |
Critical Infrastructure | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenues | $ 536,965 | $ 537,102 | $ 511,245 | $ 481,593 | $ 526,058 | $ 532,432 | $ 559,667 | $ 463,344 | $ 2,066,905 | $ 2,081,501 | $ 1,937,105 |
Segments Information - Summar_2
Segments Information - Summary of Adjusted EBITDA Business Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Adjusted EBITDA attributable to Parsons Corporation | |||||||||||
Adjusted EBITDA attributable to Parsons Corporation | $ 87,828 | $ 88,990 | $ 76,205 | $ 72,024 | $ 54,215 | $ 88,564 | $ 52,635 | $ 50,830 | $ 307,951 | $ 228,837 | $ 194,756 |
Adjusted EBITDA attributable to noncontrolling interests | (8,712) | (4,655) | 20 | (3,749) | (6,726) | (5,002) | (1,759) | (3,920) | 17,096 | 17,407 | 14,891 |
Depreciation and amortization | (33,008) | (31,027) | (31,074) | (30,591) | (23,213) | (23,599) | (14,048) | (9,009) | (125,700) | (69,869) | (35,198) |
Interest expense, net | (3,981) | (4,482) | (6,151) | (7,815) | (6,015) | (5,589) | (3,270) | (3,258) | (22,429) | (18,132) | (13,333) |
Income tax (expense) benefit | 2,823 | 15,453 | 53,496 | (1,886) | (1,841) | (4,154) | (9,019) | (5,353) | 69,886 | (20,367) | (21,464) |
Litigation-related expenses | 129,674 | (10,026) | |||||||||
Amortization of deferred gain resulting from sale- leaseback transactions | (1,813) | (1,798) | (1,829) | (1,813) | 7,253 | 7,283 | |||||
Equity-based compensation | (20,240) | 1,657 | (43,311) | (3,850) | (3,289) | (5,049) | (5,049) | (3,100) | (65,744) | (16,487) | (19,016) |
Transaction-related costs | (7,392) | (9,891) | (7,715) | (9,355) | (5,431) | (2,456) | (4,930) | (125) | (34,353) | (12,942) | (1,190) |
Restructuring | (544) | (309) | (353) | (2,218) | (3,424) | ||||||
Other | (3,182) | 902 | (952) | (2,923) | (2,009) | (3,449) | (114) | (366) | (6,155) | (5,938) | (5,166) |
Net income including noncontrolling interests | 137,128 | 239,436 | 111,537 | ||||||||
Net income attributable to noncontrolling interests | (8,582) | (4,481) | 114 | (3,645) | (6,783) | (4,844) | (1,657) | (3,815) | (16,594) | (17,099) | (14,211) |
Net income attributable to Parsons Corporation | 13,722 | 56,812 | 40,259 | 9,741 | 7,447 | 41,222 | 148,381 | 25,287 | 120,534 | 222,337 | 97,326 |
Federal Solution Segment | |||||||||||
Adjusted EBITDA attributable to Parsons Corporation | |||||||||||
Adjusted EBITDA attributable to Parsons Corporation | 42,442 | 50,359 | 35,700 | 40,599 | 20,934 | 45,556 | 33,947 | 21,549 | 169,100 | 121,986 | 95,354 |
Critical Infrastructure | |||||||||||
Adjusted EBITDA attributable to Parsons Corporation | |||||||||||
Adjusted EBITDA attributable to Parsons Corporation | $ 36,674 | $ 33,976 | $ 40,525 | $ 27,676 | $ 26,555 | $ 38,006 | $ 16,929 | $ 25,361 | $ 138,851 | $ 106,851 | $ 99,402 |
Segments Information - Summar_3
Segments Information - Summary of Adjusted EBITDA Business Segment Information (Parenthetical) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Jun. 29, 2018 | Mar. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Segment Reporting Information [Line Items] | |||||
Reversal of accrued liability | $ (132,004) | $ 2,330 | $ 0 | $ 129,674 | $ 0 |
Other Income | |||||
Segment Reporting Information [Line Items] | |||||
Reversal of accrued liability | (74,600) | 74,600 | |||
Revenue | |||||
Segment Reporting Information [Line Items] | |||||
Reversal of accrued liability | $ (55,100) | $ 55,100 |
Segments Information - Summar_4
Segments Information - Summary of Revenues and Property and Equipment, Net by Geographic Area (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Segment Reporting Information [Line Items] | |||||||||||
Revenues | $ 1,037,388 | $ 1,023,277 | $ 989,742 | $ 904,405 | $ 928,940 | $ 976,157 | $ 900,732 | $ 754,679 | $ 3,954,812 | $ 3,560,508 | $ 3,017,011 |
Property and equipment, net | 122,751 | 91,849 | 122,751 | 91,849 | 87,578 | ||||||
North America | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 3,249,054 | 2,870,494 | 2,374,138 | ||||||||
Property and equipment, net | 117,606 | 86,847 | 117,606 | 86,847 | 80,852 | ||||||
Middle East | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 689,067 | 671,925 | 621,796 | ||||||||
Property and equipment, net | $ 5,145 | $ 5,002 | 5,145 | 5,002 | 6,726 | ||||||
Rest of World | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | $ 16,691 | $ 18,089 | $ 21,077 |
Segments Information - Summar_5
Segments Information - Summary of Revenues by Business Lines (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Segment Reporting Information [Line Items] | |||||||||||
Revenues | $ 1,037,388 | $ 1,023,277 | $ 989,742 | $ 904,405 | $ 928,940 | $ 976,157 | $ 900,732 | $ 754,679 | $ 3,954,812 | $ 3,560,508 | $ 3,017,011 |
Federal Solution Segment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 500,423 | 486,175 | 478,497 | 422,812 | 402,882 | 443,725 | 341,065 | 291,335 | 1,887,907 | 1,479,007 | 1,079,906 |
Federal Solution Segment | Cyber & Intelligence | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 351,828 | 255,447 | 184,771 | ||||||||
Federal Solution Segment | Defense | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 577,109 | 431,059 | 291,358 | ||||||||
Federal Solution Segment | Mission Solutions | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 317,802 | 360,969 | 291,933 | ||||||||
Federal Solution Segment | Engineered Systems | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 497,793 | 431,532 | 311,844 | ||||||||
Federal Solution Segment | Geospatial | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 143,375 | ||||||||||
Critical Infrastructure | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | $ 536,965 | $ 537,102 | $ 511,245 | $ 481,593 | $ 526,058 | $ 532,432 | $ 559,667 | $ 463,344 | 2,066,905 | 2,081,501 | 1,937,105 |
Critical Infrastructure | Connect Communities | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 619,220 | 656,513 | 602,975 | ||||||||
Critical Infrastructure | Mobility Solutions | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 1,120,563 | 1,183,863 | 1,102,725 | ||||||||
Critical Infrastructure | Industrial | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | $ 327,122 | $ 241,125 | $ 231,405 |
Quarterly Information - Unaud_3
Quarterly Information - Unaudited - Schedule of Selected Quarterly Financial Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Quarterly Financial Information [Line Items] | |||||||||||
Total revenues | $ 1,037,388 | $ 1,023,277 | $ 989,742 | $ 904,405 | $ 928,940 | $ 976,157 | $ 900,732 | $ 754,679 | $ 3,954,812 | $ 3,560,508 | $ 3,017,011 |
Operating income | 24,274 | 53,449 | (8,706) | 23,046 | 24,092 | 55,113 | 86,912 | 38,891 | 92,063 | 205,008 | 150,702 |
Net income attributable to Parsons Corporation | 13,722 | 56,812 | 40,259 | 9,741 | 7,447 | 41,222 | 148,381 | 25,287 | 120,534 | 222,337 | 97,326 |
Adjusted EBITDA attributable to Parsons Corporation | 87,828 | 88,990 | 76,205 | 72,024 | 54,215 | 88,564 | 52,635 | 50,830 | 307,951 | 228,837 | 194,756 |
Adjusted EBITDA attributable to noncontrolling interests | $ 8,712 | $ 4,655 | $ (20) | $ 3,749 | $ 6,726 | $ 5,002 | $ 1,759 | $ 3,920 | $ (17,096) | $ (17,407) | $ (14,891) |
Earnings per share: | |||||||||||
Basic | $ 0.14 | $ 0.57 | $ 0.44 | $ 0.12 | $ 0.10 | $ 0.52 | $ 1.83 | $ 0.31 | $ 1.30 | $ 2.78 | $ 1.16 |
Diluted | $ 0.14 | $ 0.57 | $ 0.44 | $ 0.12 | $ 0.10 | $ 0.52 | $ 1.83 | $ 0.31 | $ 1.30 | $ 2.78 | $ 1.16 |
Federal Solution Segment | |||||||||||
Quarterly Financial Information [Line Items] | |||||||||||
Total revenues | $ 500,423 | $ 486,175 | $ 478,497 | $ 422,812 | $ 402,882 | $ 443,725 | $ 341,065 | $ 291,335 | $ 1,887,907 | $ 1,479,007 | $ 1,079,906 |
Adjusted EBITDA attributable to Parsons Corporation | 42,442 | 50,359 | 35,700 | 40,599 | 20,934 | 45,556 | 33,947 | 21,549 | 169,100 | 121,986 | 95,354 |
Critical Infrastructure | |||||||||||
Quarterly Financial Information [Line Items] | |||||||||||
Total revenues | 536,965 | 537,102 | 511,245 | 481,593 | 526,058 | 532,432 | 559,667 | 463,344 | 2,066,905 | 2,081,501 | 1,937,105 |
Adjusted EBITDA attributable to Parsons Corporation | $ 36,674 | $ 33,976 | $ 40,525 | $ 27,676 | $ 26,555 | $ 38,006 | $ 16,929 | $ 25,361 | $ 138,851 | $ 106,851 | $ 99,402 |
Quarterly Information - Unaud_4
Quarterly Information - Unaudited - Schedule of Selected Quarterly Financial Information (Parenthetical) (Details) - Critical Infrastructure $ in Millions | 3 Months Ended |
Jun. 29, 2018USD ($) | |
Quarterly Financial Information [Line Items] | |
Increase in revenue | $ 55.1 |
Increase in other income | $ 74.6 |
Quarterly Information - Unaud_5
Quarterly Information - Unaudited - Net Income (Loss) To Adjusted EBITDA (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net income attributable to Parsons Corporation | $ 13,722 | $ 56,812 | $ 40,259 | $ 9,741 | $ 7,447 | $ 41,222 | $ 148,381 | $ 25,287 | $ 120,534 | $ 222,337 | $ 97,326 |
Interest expense, net | 3,981 | 4,482 | 6,151 | 7,815 | 6,015 | 5,589 | 3,270 | 3,258 | 22,429 | 18,132 | 13,333 |
Income tax expense (benefit) | (2,823) | (15,453) | (53,496) | 1,886 | 1,841 | 4,154 | 9,019 | 5,353 | (69,886) | 20,367 | 21,464 |
Depreciation and amortization | 33,008 | 31,027 | 31,074 | 30,591 | 23,213 | 23,599 | 14,048 | 9,009 | 125,700 | 69,869 | 35,198 |
Net income attributable to noncontrolling interests | 8,582 | 4,481 | (114) | 3,645 | 6,783 | 4,844 | 1,657 | 3,815 | 16,594 | 17,099 | 14,211 |
Litigation-related expenses | (132,004) | 2,330 | 0 | 129,674 | 0 | ||||||
Amortization of deferred gain resulting from sale- leaseback transactions | (1,813) | (1,798) | (1,829) | (1,813) | 7,253 | 7,283 | |||||
Stock-based compensation | 20,240 | (1,657) | 43,311 | 3,850 | 3,289 | 5,049 | 5,049 | 3,100 | 65,744 | 16,487 | 19,016 |
Transaction related costs | 7,392 | 9,891 | 7,715 | 9,355 | 5,431 | 2,456 | 4,930 | 125 | 34,353 | 12,942 | 1,190 |
Restructuring | 544 | 309 | 353 | 2,218 | 3,424 | ||||||
Other | 3,182 | (902) | 952 | 2,923 | 2,009 | 3,449 | 114 | 366 | 6,155 | 5,938 | 5,166 |
Adjusted EBITDA attributable to Parsons Corporation | $ 87,828 | $ 88,990 | $ 76,205 | $ 72,024 | $ 54,215 | $ 88,564 | $ 52,635 | $ 50,830 | $ 307,951 | $ 228,837 | $ 194,756 |
Quarterly Information - Unaud_6
Quarterly Information - Unaudited - Net Income (Loss) To Adjusted EBITDA (Parenthetical) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Jun. 29, 2018 | Mar. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Quarterly Financial Information [Line Items] | |||||
Gain associated with claim on long-term contract | $ 132,004 | $ (2,330) | $ 0 | $ (129,674) | $ 0 |
Revenue | |||||
Quarterly Financial Information [Line Items] | |||||
Gain associated with claim on long-term contract | 55,100 | (55,100) | |||
Other Income | |||||
Quarterly Financial Information [Line Items] | |||||
Gain associated with claim on long-term contract | $ 74,600 | $ (74,600) |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 29, 2017 | |
Allowance for Doubtful Accounts | |||
Valuation And Qualifying Accounts Disclosure [Line Items] | |||
Balance at beginning of period | $ 50,702 | $ 52,911 | $ 40,368 |
Additions | 2,794 | 5,254 | 12,530 |
Deductions | (10,661) | (6,085) | (2,730) |
Other and foreign exchange impact | (1,002) | (1,378) | 2,743 |
Balance at end of period | 41,833 | 50,702 | 52,911 |
Valuation Allowance on Deferred Tax Assets | |||
Valuation And Qualifying Accounts Disclosure [Line Items] | |||
Balance at beginning of period | 6,668 | 8,882 | 7,444 |
Additions | 10,817 | 452 | 3,456 |
Deductions | (32) | (2,633) | (2,168) |
Other and foreign exchange impact | (94) | (33) | 150 |
Balance at end of period | $ 17,359 | $ 6,668 | $ 8,882 |