UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): October 10, 2018

 

FLUOR CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-16129

 

33-0927079

(State or other jurisdiction of
incorporation or organization)

 

(Commission File Number)

 

(IRS Employer Identification
Number)

 

6700 Las Colinas Blvd.
Irving, Texas

 

75039

(Address of principal executive offices)

 

(Zip Code)

 

(469) 398-7000

(Registrant’s telephone number, including area code)

 

Not Applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (§230.405 of this chapter) or Rule 12b-2 of the Exchange Act (§240.12b-2 of this chapter).

 

Emerging growth company o

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

 

 

 



 

Item 2.02.  Results of Operations and Financial Condition.

 

On October 10, 2018, Fluor Corporation (the “Company”) issued a press release announcing certain preliminary financial results for the quarter ended September 30, 2018. A copy of the press release (the “Preliminary Earnings Announcement”) is attached hereto as Exhibit 99.1.

 

The information in this Current Report on Form 8-K, including the exhibit, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liabilities of that section. Furthermore, this Current Report on Form 8-K, including the exhibit, shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934.

 

In connection with the Preliminary Earnings Announcement, the Company may discuss backlog and new awards. Backlog is a measure of the total dollar value of work to be performed on contracts awarded and in progress. Although backlog reflects business that is considered to be firm, cancellations, deferrals or scope adjustments may occur. Backlog is adjusted to reflect any known project cancellations, revisions to project scope and cost, foreign currency exchange fluctuations and project deferrals, as appropriate. New awards is a measure of the total dollar value of work to be performed on contracts awarded in the period. Backlog and new awards measures are regularly reported in the construction industry.

 

Item 9.01.  Financial Statements and Exhibits.

 

(d)                                 Exhibits.

 

Exhibit
Number

 

Description

99.1

 

Press Release issued by Fluor Corporation on October 10, 2018 announcing certain preliminary financial results for the quarter ended September 30, 2018.

 

2



 

SIGNATURES

 

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

 

October 10, 2018

FLUOR CORPORATION

 

 

 

 

By:

/s/ Bruce A. Stanski

 

 

Bruce A. Stanski

 

 

Executive Vice President and Chief

 

 

Financial Officer

 

3


Exhibit 99.1

 

Fluor Corporation

Brian Mershon / Brett Turner

6700 Las Colinas Blvd

Media Relations

Irving, Texas 75039

469.398.7621 / 864-281-6976 tel

 

 

469.398.7000 main tel

Jason Landkamer

 

Investor Relations

 

469.398.7222 tel

 

 

News Release

 

FLUOR ANNOUNCES PRELIMINARY THIRD QUARTER 2018 RESULTS

 

IRVING, TX (October 10, 2018) — Fluor Corporation (NYSE: FLR) today announced preliminary results for its third quarter ended September 30, 2018. Pre-tax earnings attributable to Fluor are anticipated to be approximately $125 million. Preliminary results include expected pre-tax charges of $46 million relating to close out efforts on a downstream project in Europe and $35 million for forecast revisions on a gas-fired power project in Citrus County, Florida. Preliminary results for the quarter also include a $124 million pre-tax benefit related to the Company’s sale of its Seagreen offshore investment.

 

The company expects third quarter revenue of approximately $4.6 billion and new awards of approximately $9 billion.

 

Preliminary Third Quarter Conference Call

 

Fluor will host a conference call at 5:30 p.m. Eastern time on Wednesday, October 10, which will be webcast live on the Internet and can be accessed by logging onto investor.fluor.com. Interested parties may dial 800-239-9838 or 323-794-2551, passcode 2546193 to listen.  To access the replay, call 888-203-1112 or 719-457-0820, passcode 2546193 to listen.  The webcast will be archived for 7 days following the call.

 



 

Page 2 of 3

 

Third Quarter Results

 

Fluor will host a conference call and report final third quarter results on November 1, 2018.

 

About Fluor Corporation

 

Founded in 1912, Fluor Corporation (NYSE: FLR) is a global engineering, procurement, fabrication, construction and maintenance company that transforms the world by building prosperity and empowering progress. Fluor serves its clients by designing, building and maintaining safe, well executed, capital-efficient projects around the world. With headquarters in Irving, Texas, Fluor ranks 153 on the Fortune 500 list with revenue of $19.5 billion in 2017 and has more than 56,000 employees worldwide.

 

Forward-Looking Statements: This release may contain forward-looking statements (including without limitation statements to the effect that the Company or its management “believes,” “expects,” is “positioned” or other similar expressions). These forward-looking statements, including statements relating to future growth, backlog, earnings and the outlook for the Company’s business are based on current management expectations and involve risks and uncertainties. Actual results may differ materially as a result of a number of factors, including, among other things, the cyclical nature of many of the markets the Company serves, including the Company’s Energy & Chemicals segment; the Company’s failure to receive new contract awards; the Company’s failure to meet cost and schedule estimates; cost overruns, project delays or other problems arising from project execution activities; intense competition in the industries in which we operate; failure of our joint venture or other partners, suppliers or subcontractors to perform their obligations; failure to obtain favorable results in existing or future litigation or dispute resolution proceedings or claims; cyber-security breaches; foreign economic and political uncertainties; client cancellations of, or scope adjustments to, existing contracts; client delays or defaults in making payments; risks or uncertainties associated with events outside of our control, including weather conditions; the Company’s failure, or the failure of our agents or partners, to comply with laws; the potential impact of certain tax matters; possible information technology interruptions or inability to protect intellectual property; new or changing legal requirements, including those relating to environmental, health and safety matters; liabilities associated with the performance of nuclear services;

 



 

Page 3 of 3

 

foreign currency risks; the availability of credit and restrictions imposed by credit facilities, both for the Company and our clients, suppliers, subcontractors or other partners; failure to maintain safe worksites and international security risks; the inability to hire and retain qualified personnel; possible limitations on bonding or letter of credit capacity; risks or uncertainties associated with acquisitions, dispositions and investments; risks arising from the inability to successfully integrate acquired businesses; the use of estimates and assumptions in preparing our financial statements; and the Company’s ability to secure appropriate insurance. Caution must be exercised in relying on these and other forward-looking statements. Due to known and unknown risks, the Company’s results may differ materially from its expectations and projections.

 

Additional information concerning these and other factors can be found in the Company’s public periodic filings with the Securities and Exchange Commission, including the discussion under the heading “Item 1A. Risk Factors” in the Company’s Form 10-K filed on February 20, 2018. Such filings are available either publicly or upon request from Fluor’s Investor Relations Department: (469) 398-7222. The Company disclaims any intent or obligation other than as required by law to update its forward-looking statements in light of new information or future events.

 

The preliminary results described in this press release are subject to change upon completion of Fluor’s quarter-end financial review process.