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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q
(Mark one)
    Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended March 29, 2024
    Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from              to             
Commission File Number 1-7463
JACOBS SOLUTIONS INC.
(Exact name of registrant as specified in its charter)
Delaware88-1121891
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification Number)
1999 Bryan StreetSuite 3500DallasTexas75201
(Address of principal executive offices)(Zip Code)

(214) 583 – 8500
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:
_________________________________________________________________
Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered
Common Stock$1 par valueJNew York Stock Exchange

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

Indicate by check-mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    ☒  Yes    ☐  No
Page 1


Indicate by check-mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filerAccelerated filer
Non-accelerated filerSmaller reporting company
Emerging growth company
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. ☐
Indicate by check-mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    ☐  Yes     No
Number of shares of common stock outstanding at April 26, 2024: 125,212,831
Page 2


JACOBS SOLUTIONS INC.
INDEX TO FORM 10-Q
Page No.
PART I
Item 1.
Item 2.
Item 3.
Item 4.
PART II
Item 1.
Item 1A.
Item 2.
Item 3.
Item 4.
Item 5.
Item 6.


Page 3


Part I - FINANCIAL INFORMATION
Item 1.    Financial Statements.

Page 4


JACOBS SOLUTIONS INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except share information)
March 29, 2024September 29, 2023
(Unaudited)
ASSETS
Current Assets:
Cash and cash equivalents$1,033,519 $926,582 
Receivables and contract assets3,772,484 3,558,806 
Prepaid expenses and other189,455 204,965 
Total current assets4,995,458 4,690,353 
Property, Equipment and Improvements, net341,420 357,032 
Other Noncurrent Assets:
Goodwill7,404,422 7,343,526 
Intangibles, net1,209,240 1,271,943 
Deferred income tax assets58,383 53,131 
Operating lease right-of-use assets392,967 414,384 
Miscellaneous495,687 486,740 
Total other noncurrent assets9,560,699 9,569,724 
$14,897,577 $14,617,109 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Current maturities of long-term debt$837,260 $61,430 
Accounts payable1,162,078 1,143,802 
Accrued liabilities1,204,296 1,301,644 
Operating lease liability150,272 152,077 
Contract liabilities919,417 763,608 
Total current liabilities4,273,323 3,422,561 
Long-term debt2,164,843 2,813,471 
Liabilities relating to defined benefit pension and retirement plans270,608 258,540 
Deferred income tax liabilities150,354 221,158 
Long-term operating lease liability501,123 543,230 
Other deferred liabilities133,034 125,088 
Commitments and Contingencies  
Redeemable Noncontrolling interests725,830 632,979 
Stockholders’ Equity:
Capital stock:
Preferred stock, $1 par value, authorized - 1,000,000 shares; issued and outstanding - none
  
Common stock, $1 par value, authorized - 240,000,000 shares; issued and outstanding - 125,216,293 shares and 125,976,998 shares as of March 29, 2024 and September 29, 2023, respectively
125,216 125,977 
Additional paid-in capital2,733,758 2,735,325 
Retained earnings4,576,383 4,542,872 
Accumulated other comprehensive loss(811,243)(857,954)
Total Jacobs stockholders’ equity6,624,114 6,546,220 
Noncontrolling interests54,348 53,862 
Total Group stockholders’ equity6,678,462 6,600,082 
$14,897,577 $14,617,109 

See the accompanying Notes to Consolidated Financial Statements – Unaudited.

Page 5


JACOBS SOLUTIONS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
Three and Six Months Ended March 29, 2024 and March 31, 2023
(In thousands, except per share information)
(Unaudited)
For the Three Months EndedFor the Six Months Ended
March 29, 2024March 31, 2023March 29, 2024March 31, 2023
Revenues$4,269,093 $4,078,332 $8,428,318 $7,877,001 
Direct cost of contracts(3,364,478)(3,188,038)(6,673,165)(6,171,994)
Gross profit904,615 890,294 1,755,153 1,705,007 
Selling, general and administrative expenses(623,627)(600,431)(1,270,101)(1,177,339)
Operating Profit 280,988 289,863 485,052 527,668 
Other Income (Expense):
Interest income9,405 7,630 17,639 10,637 
Interest expense(44,232)(40,613)(87,584)(80,690)
Miscellaneous expense, net(4,576)(4,567)(7,771)(7,820)
Total other expense, net(39,403)(37,550)(77,716)(77,873)
Earnings from Continuing Operations Before Taxes241,585 252,313 407,336 449,795 
Income Tax expense from Continuing Operations(67,283)(19,060)(51,005)(69,163)
Net Earnings of the Group from Continuing Operations174,302 233,253 356,331 380,632 
Net Loss of the Group from Discontinued Operations(768)(75)(1,342)(783)
Net Earnings of the Group173,534 233,178 354,989 379,849 
Net Earnings Attributable to Noncontrolling Interests from Continuing Operations(7,340)(7,803)(14,567)(14,834)
Net Earnings Attributable to Redeemable Noncontrolling interests(4,082)(8,863)(6,700)(12,855)
Net Earnings Attributable to Jacobs from Continuing Operations162,880 216,587 335,064 352,943 
Net Earnings Attributable to Jacobs$162,112 $216,512 $333,722 $352,160 
Net Earnings Per Share:
Basic Net Earnings from Continuing Operations Per Share$1.30 $1.71 $2.68 $2.78 
Basic Net Loss from Discontinued Operations Per Share$(0.01)$ $(0.01)$(0.01)
Basic Earnings Per Share$1.29 $1.71 $2.66 $2.78 
Diluted Net Earnings from Continuing Operations Per Share$1.29 $1.70 $2.66 $2.77 
Diluted Net Loss from Discontinued Operations Per Share$(0.01)$ $(0.01)$(0.01)
Diluted Earnings Per Share$1.28 $1.70 $2.65 $2.76 
See the accompanying Notes to Consolidated Financial Statements - Unaudited.

Page 6


JACOBS SOLUTIONS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Three and Six Months Ended March 29, 2024 and March 31, 2023
(In thousands)
(Unaudited)
For the Three Months EndedFor the Six Months Ended
March 29, 2024March 31, 2023March 29, 2024March 31, 2023
Net Earnings of the Group$173,534 $233,178 $354,989 $379,849 
Other Comprehensive Income:
Foreign currency translation adjustment(34,872)21,951 73,177 187,285 
Change in cash flow hedges1,925 (19,811)(25,741)(29,955)
Change in pension plan liabilities4,294 6 (6,459)(22,259)
Other comprehensive (loss) income before taxes(28,653)2,146 40,977 135,071 
Income Tax (Expense) Benefit:
Foreign currency translation adjustment 968  (5,641)
Cash flow hedges(526)5,047 6,669 8,317 
Change in pension plan liabilities(473)(351)(935)(659)
Income Tax (Expense) Benefit:(999)5,664 5,734 2,017 
Net other comprehensive (loss) income(29,652)7,810 46,711 137,088 
Net Comprehensive Income of the Group143,882 240,988 401,700 516,937 
Net Earnings Attributable to Noncontrolling Interests(7,340)(7,803)(14,567)(14,834)
Net Earnings Attributable to Redeemable Noncontrolling interests(4,082)(8,863)(6,700)(12,855)
Net Comprehensive Income Attributable to Jacobs$132,460 $224,322 $380,433 $489,248 
See the accompanying Notes to Consolidated Financial Statements - Unaudited.

Page 7


JACOBS SOLUTIONS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
For the Three Months Ended March 29, 2024 and March 31, 2023
(In thousands)
(Unaudited)
Common StockAdditional Paid-in CapitalRetained EarningsAccumulated Other Comprehensive Income (Loss)Total Jacobs Stockholders’ EquityNoncontrolling InterestsTotal Group Stockholders’ Equity
Balances at December 30, 2022$126,669 $2,672,421 $4,230,866 $(845,852)$6,184,104 $49,494 $6,233,598 
Net earnings — — 216,512 — 216,512 7,803 224,315 
Foreign currency translation adjustments, net of deferred taxes of $(968)
— — — 22,919 22,919 — 22,919 
Pension plan liability, net of deferred taxes of $351
— — — (345)(345)— (345)
Change in cash flow hedges, net of deferred taxes of $(5,047)
— — — (14,764)(14,764)— (14,764)
Dividends— — (32,564)— (32,564)— (32,564)
Redeemable Noncontrolling interests redemption value adjustment— — (21,177)— (21,177)— (21,177)
Noncontrolling interests - distributions and other— — — — — (8,910)(8,910)
Stock based compensation— 15,054 — — 15,054 — 15,054 
Issuances of equity securities including shares withheld for taxes136 10,048 (286)— 9,898 — 9,898 
Balances at March 31, 2023
$126,805 $2,697,523 $4,393,351 $(838,042)$6,379,637 $48,387 $6,428,024 
Balances at December 29, 2023$125,599 $2,729,416 $4,604,850 $(781,591)$6,678,274 $56,576 $6,734,850 
Net earnings— — 162,112 — 162,112 7,340 169,452 
Foreign currency translation adjustments— — — (34,872)(34,872)— (34,872)
Pension plan liability, net of deferred taxes of $473
— — — 3,821 3,821 — 3,821 
Change in cash flow hedges, net of deferred taxes of $526
— — — 1,399 1,399 — 1,399 
Dividends— — (36,715)— (36,715)— (36,715)
Redeemable Noncontrolling interests redemption value adjustment— — (70,845)— (70,845)— (70,845)
Noncontrolling interests - distributions and other— — — — — (9,568)(9,568)
Stock based compensation — 15,866 — — 15,866 — 15,866 
Issuances of equity securities including shares withheld for taxes257 2,371 (2,108)— 520 — 520 
Repurchases of equity securities(640)(13,895)(80,911)— (95,446)— (95,446)
Balances at March 29, 2024$125,216 $2,733,758 $4,576,383 $(811,243)$6,624,114 $54,348 $6,678,462 
See the accompanying Notes to Consolidated Financial Statements – Unaudited.

Page 8


JACOBS SOLUTIONS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
For the Six Months Ended March 29, 2024 and March 31, 2023
(In thousands)
(Unaudited)
Common StockAdditional Paid-in CapitalRetained EarningsAccumulated Other Comprehensive Income (Loss)Total Jacobs Stockholders’ EquityNoncontrolling InterestsTotal Group Stockholders’ Equity
Balances at September 30, 2022$127,393 $2,682,009 $4,225,784 $(975,130)$6,060,056 $44,336 $6,104,392 
Net earnings— — 352,160 — 352,160 14,834 366,994 
Foreign currency translation adjustments, net of deferred taxes of $5,641
— — — 181,644 181,644 — 181,644 
Pension liability, net of deferred taxes of $659
— — — (22,918)(22,918)— (22,918)
Change in cash flow hedges, net of deferred taxes of $(8,317)
— — — (21,638)(21,638)— (21,638)
Dividends— — (33,438)— (33,438)— (33,438)
Redeemable Noncontrolling interests redemption value adjustment— — (44,494)— (44,494)— (44,494)
Repurchase of redeemable noncontrolling interests— — 11,337 — 11,337 — 11,337 
Noncontrolling interests - distributions and other— — — — — (10,783)(10,783)
Stock based compensation — 35,285 — — 35,285 — 35,285 
Issuances of equity securities including shares withheld for taxes650 6,286 (4,771)— 2,165 — 2,165 
Repurchases of equity securities(1,238)(26,057)(113,227)— (140,522)— (140,522)
Balances at March 31, 2023$126,805 $2,697,523 $4,393,351 $(838,042)$6,379,637 $48,387 $6,428,024 
Balances at September 29, 2023$125,977 $2,735,325 $4,542,872 $(857,954)$6,546,220 $53,862 $6,600,082 
Net earnings— — 333,722 — 333,722 14,567 348,289 
Foreign currency translation adjustments— — — 73,177 73,177 — 73,177 
Pension liability, net of deferred taxes of $935
— — — (7,394)(7,394)— (7,394)
Change in cash flow hedges, net of deferred taxes of $(6,669)
— — — (19,072)(19,072)— (19,072)
Dividends— — (37,077)— (37,077)— (37,077)
Redeemable Noncontrolling interests redemption value adjustment— — (96,562)— (96,562)— (96,562)
Repurchase and issuance of redeemable noncontrolling interests— — 1,898 — 1,898 — 1,898 
Noncontrolling interests - distributions and other— — — — — (14,081)(14,081)
Stock based compensation — 35,176 — — 35,176 — 35,176 
Issuances of equity securities including shares withheld for taxes667 (5,722)(5,457)— (10,512)— (10,512)
Repurchases of equity securities(1,428)(31,021)(163,013)— (195,462)— (195,462)
Balances at March 29, 2024$125,216 $2,733,758 $4,576,383 $(811,243)$6,624,114 $54,348 $6,678,462 
See the accompanying Notes to Consolidated Financial Statements – Unaudited.

Page 9


JACOBS SOLUTIONS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Six Months Ended March 29, 2024 and March 31, 2023
(In thousands)
(Unaudited)
For the Six Months Ended
March 29, 2024March 31, 2023
Cash Flows from Operating Activities:
Net earnings attributable to the Group$354,989 $379,849 
Adjustments to reconcile net earnings to net cash flows provided by operations:
Depreciation and amortization:
Property, equipment and improvements49,723 55,686 
Intangible assets103,763 100,247 
Stock based compensation35,176 35,285 
Equity in earnings of operating ventures, net of return on capital distributions(6,983)(2,931)
Loss on disposals of assets, net1,210 828 
Impairment of long-lived assets  37,217 
Deferred income taxes(73,966)20,785 
Changes in assets and liabilities, excluding the effects of businesses acquired:
Receivables and contract assets, net of contract liabilities(18,332)63,229 
Prepaid expenses and other current assets20,911 (9,940)
Miscellaneous other assets43,481 43,472 
Accounts payable14,764 (15,109)
Accrued liabilities(166,640)(228,857)
Other deferred liabilities11,073 (53,896)
      Other, net6,369 8,474 
          Net cash provided by operating activities375,538 434,339 
Cash Flows from Investing Activities:
Additions to property and equipment(45,108)(67,389)
Disposals of property and equipment and other assets145 15 
Capital contributions to equity investees, net of return of capital distributions1,660 8,384 
Acquisitions of businesses, net of cash acquired(14,000)(17,685)
          Net cash used for investing activities(57,303)(76,675)
Cash Flows from Financing Activities:
Proceeds from long-term borrowings1,716,577 2,075,495 
Repayments of long-term borrowings(1,621,390)(2,129,338)
Repayments of short-term borrowings(9,657) 
Debt issuance costs(1,606)(11,388)
Proceeds from issuances of common stock22,660 25,374 
Common stock repurchases(195,462)(140,522)
Taxes paid on vested restricted stock(33,172)(23,209)
Cash dividends to shareholders(70,137)(62,788)
Net dividends associated with noncontrolling interests(14,249)(11,283)
Repurchase of redeemable noncontrolling interests(24,360)(58,353)
            Net cash used for financing activities(230,796)(336,012)
Effect of Exchange Rate Changes17,631 49,761 
Net Increase in Cash and Cash Equivalents and Restricted Cash105,070 71,413 
Cash and Cash Equivalents, including Restricted Cash, at the Beginning of the Period929,445 1,154,207 
Cash and Cash Equivalents, including Restricted Cash, at the End of the Period$1,034,515 $1,225,620 
See the accompanying Notes to Consolidated Financial Statements – Unaudited.

Page 10


JACOBS SOLUTIONS INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1.Basis of Presentation
Unless the context otherwise requires:
References herein to “Jacobs” are to Jacobs Solutions Inc. and its predecessors;
References herein to the “Company”, “we”, “us” or “our” are to Jacobs Solutions Inc. and its consolidated subsidiaries; and
References herein to the “Group” are to the combined economic interests and activities of the Company and the persons and entities holding noncontrolling interests in our consolidated subsidiaries.

On August 29, 2022, Jacobs Engineering Group Inc. ("JEGI"), the predecessor to Jacobs Solutions Inc., implemented a holding company structure, which resulted in Jacobs Solutions Inc. becoming the parent company of, and successor issuer to, JEGI (the "Holding Company Reorganization"). For purposes of this report, references to Jacobs and the "Company", "we", "us" or "our" or our management or business at any point prior to the Holding Company Implementation Date refer to JEGI, or JEGI and its consolidated subsidiaries as the predecessor to Jacobs Solutions Inc.
The accompanying consolidated financial statements and financial information included herein have been prepared pursuant to the interim period reporting requirements of Form 10-Q. Consequently, certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) have been condensed or omitted. Readers of this Quarterly Report on Form 10-Q should also read our consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the fiscal year ended September 29, 2023 (“2023 Form 10-K”).
In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of our consolidated financial statements as of March 29, 2024, and for the three and six months ended March 29, 2024.
Our interim results of operations are not necessarily indicative of the results to be expected for the full fiscal year.
On November 20, 2023, Jacobs entered into a definitive agreement to spin-off and combine our Critical Mission Solutions ("CMS") and portions of our Divergent Solutions business, including Cyber & Intelligence (the "Separated Businesses") with Amentum Parent Holdings LLC ("Amentum"), in a Reverse Morris Trust transaction intended to be tax-free to Jacobs’ shareholders for U.S. federal income tax purposes (hereinafter referred to as the “Separation Transaction”). The Separation Transaction, which is expected to close in fiscal year 2024, is subject to regulatory approvals and other customary closing conditions.
On April 26, 2019, Jacobs completed the sale of its Energy, Chemicals and Resources ("ECR") business to Worley Limited ("Worley"), a company incorporated in Australia, for a purchase price of $3.4 billion consisting of (i) $2.8 billion in cash plus (ii) 58.2 million ordinary shares of Worley, subject to adjustments for changes in working capital and certain other items (the “ECR sale”). As a result of the ECR sale, substantially all ECR-related assets and liabilities were sold (the "Disposal Group"). We determined that the Disposal Group should be reported as discontinued operations in accordance with ASC 210-05, Discontinued Operations because their disposal represents a strategic shift that had a major effect on our operations and financial results. As such, the financial results of the ECR business are reflected in our unaudited Consolidated Statements of Earnings as discontinued operations for all periods presented and all of the ECR business to be sold under the terms of the ECR sale had been conveyed to Worley and as such, no amounts remain held for sale.
2.    Use of Estimates and Assumptions
The preparation of financial statements in conformity with U.S. GAAP requires us to employ estimates and make assumptions that affect the reported amounts of certain assets and liabilities; the revenues and expenses reported for the periods covered by the financial statements; and certain amounts disclosed in these Notes to the Consolidated Financial Statements. Although such estimates and assumptions are based on management’s most recent assessment of the underlying facts and circumstances utilizing the most current information available and past experience, actual results could differ significantly from those estimates and assumptions. Our estimates, judgments and assumptions are evaluated periodically and adjusted accordingly.

Page 11

JACOBS SOLUTIONS INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
Please refer to Note 2- Significant Accounting Policies of Notes to Consolidated Financial Statements included in our 2023 Form 10-K for a discussion of other significant estimates and assumptions affecting our consolidated financial statements.
3.    Fair Value and Fair Value Measurements
Certain amounts included in the accompanying consolidated financial statements are presented at fair value. Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants as of the date fair value is determined (the “measurement date”). When determining fair value, we consider the principal or most advantageous market in which we would transact, and we consider only those assumptions we believe a typical market participant would consider when pricing an asset or liability. In measuring fair value, we use the following inputs in the order of priority indicated:
Level 1 - Quoted prices in active markets for identical assets or liabilities.
Level 2 - Observable inputs other than quoted prices in active markets included in Level 1, such as (i) quoted prices for similar assets or liabilities; (ii) quoted prices in markets that have insufficient volume or infrequent transactions (e.g., less active markets); and (iii) model-driven valuations in which all significant inputs are observable or can be derived principally from, or corroborated with, observable market data for substantially the full term of the asset or liability.
Level 3 - Unobservable inputs to the valuation methodology that are significant to the fair value measurement.
Please refer to Note 2- Significant Accounting Policies of Notes to Consolidated Financial Statements included in our 2023 Form 10-K for a more complete discussion of the various items within the consolidated financial statements measured at fair value and the methods used to determine fair value. Please also refer to Note 17- Commitments and Contingencies and Derivative Financial Instruments for discussion regarding the Company's derivative instruments.
The net carrying amounts of cash and cash equivalents, trade receivables and payables and short-term debt approximate fair value due to the short-term nature of these instruments. See Note 12- Borrowings for a discussion of the fair value of long-term debt.
Fair value measurements relating to our business combinations and goodwill allocations related to our Divergent Solutions ("DVS") segment realignment were made primarily using Level 3 inputs including discounted cash flow techniques. Fair value for the identified intangible assets is generally estimated using inputs primarily for the income approach using the multiple period excess earnings method and the relief from royalties method. The significant assumptions used in estimating fair value include (i) revenue projections of the business, including profitability, (ii) attrition rates and (iii) the estimated discount rate that reflects the level of risk associated with receiving future cash flows. Other personal property assets, such as furniture, fixtures and equipment, are valued using the cost approach, which is based on replacement or reproduction costs of the asset less depreciation. The fair value of the contingent consideration is estimated using a Monte Carlo simulation and the significant assumptions used include projections of revenues and probabilities of meeting those projections. Key inputs to the valuation of the noncontrolling interests include projected cash flows and the expected volatility associated with those cash flows.

Page 12

JACOBS SOLUTIONS INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
4.    New Accounting Pronouncements
ASU 2023-09, Income Taxes, (Topic 740): Improvements to Income Tax Disclosures, provides qualitative and quantitative updates to the Company's effective income tax rate reconciliation and income taxes paid disclosures, among others, in order to enhance the transparency of income tax disclosures, including consistent categories and greater disaggregation of information in the rate reconciliation and disaggregation by jurisdiction of income taxes paid. The amendments in ASU 2023-09 are effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The amendments should be applied prospectively; however, retrospective application is also permitted. ASU 2023-09 will be effective for the Company in the first quarter of fiscal 2026. The Company has identified and is implementing changes to processes and internal controls to meet the standard’s updated reporting and disclosure requirements.
ASU 2023-07, Segment Reporting, (Topic 280): Improvements to Reportable Segment Disclosures, requires disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items to reconcile to segment profit or loss, and the title and position of the entity’s CODM. The amendments in this update also expand the interim segment disclosure requirements. ASU 2023-07 is effective for annual periods beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted and the amendments in this update are required to be applied on a retrospective basis. ASU 2023-07 will be effective for the Company's annual fiscal 2025 period. The Company is evaluating the impact of this guidance on its consolidated financial statements and related disclosures.
ASU 2023-06, Disclosure Improvements: Amendments - Codification Amendments in Response to the Disclosure Update and Simplification Initiative of the Securities and Exchange Commission ("SEC"). The Financial Accounting Standards Board issued the standard to introduce changes to US GAAP that originate in either SEC Regulation S-X or S-K, which are rules about the form and content of financial reports filed with the SEC. The provisions of the standard are contingent upon instances where the SEC removes the related disclosure provisions from Regulation S-X and S-K. The Company does not expect that the application of this standard will have a material impact on our consolidated financial statements and related disclosures.
5.    Revenue Accounting for Contracts
Disaggregation of Revenues
Our revenues are principally derived from contracts to provide a diverse range of technical, professional, and construction services to a large number of industrial, commercial, and governmental clients. We provide a broad range of engineering, design, and architectural services; construction and construction management services; operations and maintenance services; and technical, digital, process, scientific and systems consulting services. We provide our services through offices and subsidiaries located primarily in North America, Europe, the Middle East, India, Australia, Africa, and Asia. We provide our services under cost-reimbursable and fixed-price contracts. Our contracts are with many different customers in numerous industries. Refer to Note 18- Segment Information for additional information on how we disaggregate our revenues by reportable segment.

Page 13

JACOBS SOLUTIONS INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
The following table further disaggregates our revenue by geographic area for the three and six months ended March 29, 2024 and March 31, 2023 (in thousands):
Three Months EndedSix Months Ended
March 29, 2024March 31, 2023March 29, 2024March 31, 2023
Revenues:
     United States$2,878,888 $2,694,735 $5,676,979 $5,231,013 
     Europe957,651 931,093 1,882,798 1,785,666 
     Canada61,654 61,887 125,030 123,716 
     Asia34,673 35,641 65,613 70,463 
     India37,274 46,829 73,017 87,173 
     Australia and New Zealand164,351 170,069 338,135 331,109 
     Middle East and Africa134,602 138,078 266,746 247,861 
Total$4,269,093 $4,078,332 $8,428,318 $7,877,001 
Contract Liabilities
Contract liabilities represent amounts billed to clients in excess of revenue recognized to date. Revenue recognized for the three and six months ended March 29, 2024 that was previously included in the contract liability balance on September 29, 2023 was $105.2 million and $474.9 million, respectively. Revenue recognized for the three and six months ended March 31, 2023 that was included in the contract liability balance on September 30, 2022 was $82.7 million and $413.0 million, respectively.
Remaining Performance Obligation
The Company’s remaining performance obligations as of March 29, 2024 represent a measure of the total dollar value of work to be performed on contracts awarded and in progress. The Company had approximately $17.5 billion in remaining performance obligations as of March 29, 2024. The Company expects to recognize approximately 56% of its remaining performance obligations into revenue within the next twelve months and the remaining 44% thereafter. The majority of the remaining performance obligations after the first twelve months are expected to be recognized over a four year period.
Although our remaining performance obligations reflect business volumes that are considered to be firm, normal business activities including scope adjustments, deferrals or cancellations may occur that impact volume or expected timing of their recognition. Remaining performance obligations are adjusted to reflect any known project cancellations, revisions to project scope and cost, foreign currency exchange fluctuations and project deferrals, as appropriate.
6.     Earnings Per Share and Certain Related Information
Basic and diluted earnings per share (“EPS”) are computed using the two-class method, which is an earnings allocation method that determines EPS for common shares and participating securities. The undistributed earnings are allocated between common shares and participating securities as if all earnings had been distributed during the period. Participating securities and common shares have equal rights to undistributed earnings. Net earnings used for the purpose of determining basic and diluted EPS is determined by taking net earnings, less earnings available to participating securities and the preferred redeemable noncontrolling interests redemption value adjustment associated with the PA Consulting transaction.
The following table reconciles the denominator used to compute basic EPS to the denominator used to compute diluted EPS for the three and six months ended March 29, 2024 and March 31, 2023 (in thousands):

Page 14

JACOBS SOLUTIONS INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
Three Months EndedSix Months Ended
March 29, 2024March 31, 2023March 29, 2024March 31, 2023
Numerator for Basic and Diluted EPS:
Net earnings attributable to Jacobs from continuing operations$162,880 $216,587 $335,064 $352,943 
Preferred Redeemable Noncontrolling interests redemption value adjustment (See Note 15- PA Consulting Redeemable Noncontrolling Interests)
  1,766  
Net earnings from continuing operations allocated to common stock for EPS calculation$162,880 $216,587 $336,830 $352,943 
Net loss from discontinued operations allocated to common stock for EPS calculation$(768)$(75)$(1,342)$(783)
Net earnings allocated to common stock for EPS calculation$162,112 $216,512 $335,488 $352,160 
Denominator for Basic and Diluted EPS:
Shares used for calculating basic EPS attributable to common stock125,712 126,886 125,909 126,855 
Effect of dilutive securities:
Stock compensation plans499 473 603 573 
Shares used for calculating diluted EPS attributable to common stock126,211 127,359 126,512 127,428 
Net Earnings Per Share:
Basic Net Earnings from Continuing Operations Per Share$1.30 $1.71 $2.68 $2.78 
Basic Net Loss from Discontinued Operations Per Share$(0.01)$ $(0.01)$(0.01)
Basic Earnings Per Share$1.29 $1.71 $2.66 $2.78 
Diluted Net Earnings from Continuing Operations Per Share$1.29 $1.70 $2.66 $2.77 
Diluted Net Loss from Discontinued Operations Per Share$(0.01)$ $(0.01)$(0.01)
Diluted Earnings Per Share$1.28 $1.70 $2.65 $2.76 
Note: Per share amounts may not add due to rounding.
Share Repurchases
On January 16, 2020, the Company's Board of Directors authorized a share repurchase program of up to $1.0 billion of the Company's common stock (the "2020 Repurchase Authorization"). The 2020 Repurchase Authorization expired on January 15, 2023. On January 25, 2023, the Company's Board of Directors authorized an incremental share repurchase program of up to $1.0 billion of the Company's common stock, to expire on January 25, 2026 (the "2023 Repurchase Authorization"). At March 29, 2024, the Company has $679.4 million remaining under the 2023 Repurchase Authorization.
The following table summarizes repurchase activity under the 2023 Repurchase Authorization through the second fiscal quarter of 2024:


Page 15

JACOBS SOLUTIONS INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
Amount Authorized
(2023 Repurchase Authorization)
Average Price Per Share (1)Total Shares RetiredShares Repurchased
$1,000,000,000$136.861,428,1801,428,180
(1)Includes commissions paid and excise tax due under the Inflation Reduction Act of 2022 and calculated at the average price per share.

Our share repurchase program does not obligate the Company to purchase any shares. Share repurchases may be executed through various means including, without limitation, accelerated share repurchases, open market transactions, privately negotiated transactions, purchases pursuant to Rule 10b5-1 plans or otherwise. The authorization for the share repurchase programs may be terminated, increased or decreased by the Company’s Board of Directors in its discretion at any time. The timing, amount and manner of share repurchases may depend upon market conditions and economic circumstances, availability of investment opportunities, the availability and costs of financing, currency fluctuations, the market price of the Company's common stock, other uses of capital and other factors.
Dividends
On May 2, 2024, the Company’s Board of Directors declared a quarterly dividend of $0.29 per share of the Company’s common stock to be paid on June 21, 2024, to shareholders of record on the close of business on May 24, 2024. Future dividend declarations are subject to review and approval by the Company’s Board of Directors. Dividends paid through the second fiscal quarter of 2024 and the preceding fiscal year are as follows:
Declaration DateRecord DatePayment DateCash Amount (per share)
January 25, 2024February 23, 2024March 22, 2024$0.29
September 28, 2023October 27, 2023November 9, 2023$0.26
July 6, 2023July 28, 2023August 25, 2023$0.26
April 27, 2023May 26, 2023June 23, 2023$0.26
January 25, 2023February 24, 2023March 24, 2023$0.26
September 15, 2022September 30, 2022October 28, 2022$0.23


Page 16

JACOBS SOLUTIONS INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
7.    Goodwill and Intangibles
The carrying value of goodwill appearing in the accompanying Consolidated Balance Sheets at March 29, 2024 and September 29, 2023 was as follows (in thousands):
Critical Mission SolutionsPeople & Places SolutionsDivergent SolutionsPA ConsultingTotal
Balance September 29, 2023$2,244,985 $3,208,193 $595,712 $1,294,636 $7,343,526 
Foreign currency translation and other 4,392 5,917 1,166 49,421 60,896 
Balance March 29, 2024$2,249,377 $3,214,110 $596,878 $1,344,057 $7,404,422 
The following table provides certain information related to the Company’s acquired intangibles in the accompanying Consolidated Balance Sheets at March 29, 2024 and September 29, 2023 (in thousands):
Customer Relationships, Contracts and BacklogDeveloped TechnologyTrade NamesTotal
Balance September 29, 2023$1,022,401 $74,791 $174,751 $1,271,943 
Amortization(89,669)(7,946)(6,148)(103,763)
Acquired  14,000 14,000 
Foreign currency translation and other20,544 203 6,313 27,060 
Balance March 29, 2024$953,276 $67,048 $188,916 $1,209,240 
The following table presents estimated amortization expense of intangible assets for the remainder of fiscal 2024 and for the succeeding years.
Fiscal Year(in millions)
2024$105.1 
2025209.8 
2026187.0 
2027154.6 
2028143.7 
Thereafter409.0 
Total$1,209.2 


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JACOBS SOLUTIONS INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
8.    Receivables and Contract Assets
The following table presents the components of receivables and contract assets appearing in the accompanying Consolidated Balance Sheets at March 29, 2024 and September 29, 2023, as well as certain other related information (in thousands):
March 29, 2024September 29, 2023
Components of receivables and contract assets:
Amounts billed, net$1,517,480 $1,457,333 
Unbilled receivables and other1,577,510 1,442,486 
Contract assets677,494 658,987 
Total receivables and contract assets, net$3,772,484 $3,558,806 
Other information about receivables:
Amounts due from the United States federal government, included above, net of contract liabilities$799,371 $802,566 
Amounts billed, net consist of amounts invoiced to clients in accordance with the terms of our client contracts and are shown net of an allowance for doubtful accounts. We anticipate that substantially all of such billed amounts will be collected over the next twelve months.
Unbilled receivables and other, which represent an unconditional right to payment subject only to the passage of time, are reclassified to amounts billed when they are billed under the terms of the contract. We anticipate that substantially all of such unbilled amounts will be billed and collected over the next twelve months.
Contract assets represent unbilled amounts where the right to payment is subject to more than merely the passage of time and includes performance-based incentives and services that have been provided in advance of agreed contractual milestones. Contract assets are transferred to unbilled receivables when the right to consideration becomes unconditional and are transferred to amounts billed upon invoicing.
9.     Accumulated Other Comprehensive Income
The following table presents the Company's roll forward of accumulated other comprehensive income (loss) after-tax as of March 29, 2024 (in thousands):
Change in Net Pension Obligation
Foreign Currency Translation Adjustment (1)
Gain/(Loss) on Cash Flow Hedges (2)
Total
Balance at September 29, 2023
$(325,692)$(635,937)$103,675 $(857,954)
Other comprehensive (loss) income(7,394)73,177 259 66,042 
Reclassifications from accumulated other comprehensive income (loss)  (19,331)(19,331)
Balance at March 29, 2024
$(333,086)$(562,760)$84,603 $(811,243)
(1) Included in the overall foreign currency translation adjustment for the six months ended March 29, 2024 and March 31, 2023 are $(21.2) million and $(87.2) million, respectively, in unrealized gains (losses) on long-term foreign currency denominated intercompany loans not anticipated to be settled in the foreseeable future.
(2) Included in the Company’s cumulative net unrealized gains from interest rate and cross currency swaps recorded in accumulated other comprehensive income as of March 29, 2024 were approximately $20.2 million in unrealized gains, net of taxes, which are expected to be realized in earnings during the twelve months subsequent to March 29, 2024.

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JACOBS SOLUTIONS INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
10.    Income Taxes
The Company’s effective tax rates from continuing operations for the three months ended March 29, 2024 and March 31, 2023 were 27.9% and 7.6%, respectively. The most significant items contributing to the difference between the statutory U.S. federal corporate tax rate of 21% and the Company's effective tax rate for the three-month period ended March 29, 2024 were U.S. state income tax expense of $4.0 million and U.S. tax on foreign earnings of $5.5 million. These expense items are expected to have a continuing impact on the Company's effective tax rate for the remainder of the fiscal year. For the three months ended March 31, 2023, the main differences were attributable to a tax benefit of $40.2 million related to uncertain tax positions (“UTPs”) in the U.S. that were effectively settled, of which $30.8 million relates to positions carried forward from the acquisition of CH2M Hill Companies Ltd. that was completed in 2018, as well as a tax benefit of $8.6 million for the release of previously valued foreign tax credits. These benefits were partly offset by U.S. state income tax expense of $5.9 million and U.S. tax on foreign earnings of $4.6 million.

The Company's effective tax rates from continuing operations for the six months ended March 29, 2024 and March 31, 2023 were 12.6% and 15.4%, respectively. The most significant item contributing to the difference between the statutory U.S. federal corporate tax rate of 21% and the Company’s effective tax rate for the six-month period ended March 29, 2024 related to a discrete event associated with the election to treat an Australian subsidiary as a corporation versus a partnership for U.S. tax purposes, with this election resulting in the derecognition of a deferred tax liability and yielding a discrete income tax benefit of $61.6 million as the Company asserts that a component of the investment will be indefinitely reinvested. This benefit was partly offset by U.S. state income tax expense of $7.3 million and U.S. tax on foreign earnings of $8.6 million, which are expected to have a continuing impact on the Company's effective tax rate for the remainder of the fiscal year. For the six months ended March 31, 2023, the main differences were associated with net tax benefits of $39.0 million mostly related to UTPs mentioned above and a tax benefit of $8.6 million for the release of previously valued foreign tax credits, partly offset by U.S. state income tax expense of $10.5 million and U.S. tax on foreign earnings of $8.2 million.
The amount of income taxes the Company pays is subject to ongoing audits by tax jurisdictions around the world. In the normal course of business, the Company is subject to examination by tax authorities throughout the world, including such major jurisdictions as Australia, Canada, India, the Netherlands, the United Kingdom and the United States. Our estimate of the potential outcome of any uncertain tax issue is subject to our assessment of the relevant risks, facts, and circumstances existing at the time. The Company believes that it has adequately provided for reasonably foreseeable outcomes related to these matters. However, future results may include favorable or unfavorable adjustments to our estimated tax liabilities in the period the assessments are made or resolved, which may impact our effective tax rate.
11.    Joint Ventures, VIEs and Other Investments
For the Company's consolidated variable interest entities ("VIE") joint ventures, the carrying value of assets and liabilities was $391.8 million and $244.3 million, respectively, as of March 29, 2024 and $424.2 million and $279.8 million, respectively, as of September 29, 2023. There are no consolidated VIEs that have debt or credit facilities.
For the Company's proportionate consolidated VIEs, the carrying value of assets and liabilities was $128.9 million and $126.0 million, respectively, as of March 29, 2024, and $132.0 million and $128.9 million, respectively, as of September 29, 2023.
The carrying values of our investments in equity method joint ventures in the Consolidated Balance Sheets (reported in Other Noncurrent Assets: Miscellaneous) as of March 29, 2024 and September 29, 2023 were $54.4 million and $49.6 million, respectively. Additionally, income from equity method joint ventures (reported in Revenue) was $15.2 million and $7.5 million, respectively, during the three months ended March 29, 2024 and March 31, 2023, with $25.5 million and $17.5 million, respectively, for the corresponding six month periods. As of March 29, 2024, the Company's equity method investment carrying values do not include material amounts exceeding their share of the respective joint ventures' reported net assets.
Accounts receivable from unconsolidated joint ventures accounted for under the equity method was $14.4 million and $16.1 million as of March 29, 2024 and September 29, 2023, respectively.


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JACOBS SOLUTIONS INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
12.    Borrowings
At March 29, 2024 and September 29, 2023, long-term debt consisted of the following (principal amounts in thousands):
Interest RateMaturityMarch 29, 2024September 29, 2023
Revolving Credit FacilityBenchmark + applicable margin (1) (2)February 2028$135,000 $10,000 
2021 Term Loan Facility - USD Portion
Benchmark + applicable margin (1) (3)
February 2026120,000 120,000 
2021 Term Loan Facility - GBP Portion
Benchmark + applicable margin (1) (3)
September 2025823,095 794,170 
2020 Term Loan Facility
Benchmark + applicable margin (1) (4)
March 2025 (6)837,260 854,246 
Fixed-rate:
5.9% Bonds, due 2033
5.9% (5)
March 2033500,000 500,000 
6.35% Bonds, due 2028
6.35%
August 2028600,000 600,000 
Less: Current Portion (6)(837,260)(51,773)
Less: Deferred Financing Fees(13,252)(13,172)
Total Long-term debt, net$2,164,843 $2,813,471 
(1)During the year ended September 29, 2023, the aggregate principal amounts denominated in U.S. dollars under the Revolving Credit Facility, the 2021 Term Loan Facility and the 2020 Term Loan Facility (each as defined below) transitioned from underlying LIBOR benchmarked rates to the Term Secured Overnight Financing Rate ("SOFR"). During fiscal 2022, the aggregate principal amounts denominated in British pounds under the Revolving Credit Facility, 2021 Term Loan Facility and 2020 Term Loan Facility transitioned from underlying LIBOR benchmarked rates to Sterling Overnight Index Average ("SONIA") rates.
(2)Depending on the Company’s Consolidated Leverage Ratio or Debt Rating (each as defined in the Revolving Credit Facility (defined below)), U.S. dollar denominated borrowings under the Revolving Credit Facility bear interest at either a SOFR rate plus a margin of between 0.975% and 1.725% or a base rate plus a margin of between 0% and 0.625%. The applicable SOFR rates, or LIBOR rate for the prior fiscal year end, including applicable margins at March 29, 2024 and September 29, 2023 were approximately 6.68% and 8.75%. Borrowings denominated in British pounds bear interest at an adjusted SONIA rate plus a margin of between 0.908% and 1.658%. There were no amounts drawn in British pounds as of March 29, 2024.
(3)Depending on the Company’s Consolidated Leverage Ratio or Debt Rating (each as defined in the Amended and Restated Term Loan Agreement (defined below)), U.S. dollar denominated borrowings under the 2021 Term Loan Facility bear interest at either a SOFR rate plus a margin of between 0.975% and 1.725% or a base rate plus a margin of between 0% and 0.625%. The applicable SOFR, or LIBOR rate for the prior fiscal year end, including applicable margins for borrowings denominated in U.S. dollars at March 29, 2024 and September 29, 2023 was approximately 6.67% and 6.68%. Borrowings denominated in British pounds bear interest at an adjusted SONIA rate plus a margin of between 0.908% and 1.658%, which was approximately 6.47% and 6.47% at March 29, 2024 and September 29, 2023, respectively.
(4)Depending on the Company’s Consolidated Leverage Ratio or Debt Rating (each as defined in the 2020 Term Loan Agreement), U.S. dollar denominated borrowings under the 2020 Term Loan Facility bear interest at either a SOFR rate plus a margin of between 0.975% and 1.725% or a base rate plus a margin of between 0% and 0.625%. The applicable SOFR, or LIBOR rate for the prior fiscal year end, including applicable margins for borrowings denominated in U.S. dollars at March 29, 2024 and September 29, 2023 were approximately 6.68% and 6.68%. Borrowings denominated in British pounds bear interest at an adjusted SONIA rate plus a margin of between 0.908% and 1.658%, which was approximately 6.47% and 6.47% at March 29, 2024 and September 29, 2023, respectively.
(5)From and including September 1, 2028 (the “First Step Up Date”), the interest rate payable on the 5.90% Bonds (as defined below) will be increased by an additional 12.5 basis points to 6.025% per annum (the “First Step Up Interest Rate”) unless the Company notifies the Trustee (as defined below) on or before the date that is 15 days prior to the First Step Up Date that the Percentage of Gender Diversity Performance Target (as defined in the First Supplemental Indenture (as defined below)) has been satisfied and receives a related assurance letter verifying such compliance. From and including September 1, 2030 (the “Second Step Up Date”), the interest rate payable on the 5.90% Bonds will be increased by 12.5 basis points to (x) 6.150% per annum if the First Step Up Interest Rate was in effect immediately prior to the Second Step Up Date or (y) 6.025% per annum if the initial interest rate was in effect immediately prior to the Second Step Up Date, unless the Company notifies the Trustee on or before the date that is 15 days prior to the Second Step Up Date that the GHG Emissions Performance Target (as defined in the First Supplemental Indenture) has been satisfied and receives a related assurance letter verifying such compliance.

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JACOBS SOLUTIONS INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
(6)Balance as of March 29, 2024 is associated with the March 25, 2025 scheduled maturity of the 2020 Term Loan Facility, which was reclassified from long-term debt in March 2024. Previously reported balance as of September 29, 2023 was comprised of the 2020 Term Loan quarterly principal repayments of 1.25%, or $9.1 million and £3.1 million, of the aggregate initial principal amount borrowed, totaling $51.8 million in U.S. dollars for the subsequent twelve months.
Revolving Credit Facility and Term Loans
The Company and certain of its subsidiaries maintain a sustainability-linked $2.25 billion unsecured revolving credit facility (the “Revolving Credit Facility”) established under a third amended and restated credit agreement, dated February 6, 2023 (the "Revolving Credit Agreement"), among Jacobs and certain of its subsidiaries as borrowers and a syndicate of U.S. and international banks and financial institutions. The credit extensions under the Revolving Credit Facility can be funded in U.S. dollars, British Sterling, Euros, Canadian dollars, Australian dollars, Swedish Krona, Singapore dollars and other agreed upon alternative currencies. The Revolving Credit Agreement also provides for a financial letter of credit sub facility of $400.0 million, permits performance letters of credit, and provides for a $100.0 million sub facility for swing line loans. Letters of credit are subject to fees based on the Company’s Consolidated Leverage Ratio and Debt Rating, whichever is more favorable to the Company.
The Revolving Credit Agreement amended and restated the second amended and restated credit agreement dated March 27, 2019, by and among JEGI and certain of its subsidiaries and a syndicate of banks and financial institutions, in order to, among other things, (a) extend the maturity date of the Revolving Credit Facility to February 6, 2028, (b) replace and adjust interest rates based on market conditions and incorporate a sustainability-linked pricing adjustment, (c) revise the commitment fee on the unused portion of the facility to a range of 0.10% to 0.25% depending on the higher of the pricing level associated with JEGI's Debt Rating or the Consolidated Leverage Ratio, (d) increase the Consolidated Leverage Ratio financial covenant to 3.50:1.00 (subject to temporary increases to 4.00:1.00 following the closing of certain material acquisitions), (e) eliminate the net worth financial covenant and (f) add the Company as a guarantor of the obligations of JEGI and its subsidiaries under the Revolving Credit Agreement.
The Company and JEGI maintain an unsecured delayed draft term loan facility (the “2021 Term Loan Facility”) established under an amended and restated term loan agreement dated February 6, 2023 (the "Amended and Restated Term Loan Agreement"), by and among the Company and JEGI and a syndicate of banks and financial institutions. JEGI borrowed $200.0 million and £650.0 million of term loans under the 2021 Term Loan Facility (reflecting scheduled maturities in February 2026 and September 2025, respectively) and the proceeds of such term loans were used primarily to fund JEGI's investment in PA Consulting. The Amended and Restated Term Loan Agreement amended and restated the term loan agreement dated January 15, 2021, by and among JEGI and a syndicate of U.S. banks and financial institutions to, among other things: (a) extend the maturity date of the U.S. dollar term loan to February 6, 2026 and the British sterling term loan to September 1, 2025, (b) replace and adjust interest rates based on market conditions and incorporate a sustainability-linked pricing adjustment, (c) increase the Consolidated Leverage Ratio financial covenant to 3.50:1.00 (subject to temporary increases to 4.00:1.00 following the closing of certain material acquisitions), (d) eliminate the net worth financial covenant, and (e) add Jacobs as a guarantor of the obligations of JEGI under the Amended and Restated Term Loan Agreement.
During the fourth quarter of fiscal 2023, the Company repaid $80.0 million of the USD portion of the 2021 Term Loan Facility.
On March 25, 2020, JEGI and Jacobs U.K., a wholly owned subsidiary of JEGI, entered into a term loan agreement (the "2020 Term Loan Agreement") with a syndicate of banks and financial institutions, which provides for an unsecured term loan facility (the “2020 Term Loan Facility”). Under the 2020 Term Loan Facility, JEGI borrowed an aggregate principal amount of $730.0 million and Jacobs U.K. borrowed an aggregate principal amount of £250.0 million. The proceeds of the term loans were used to repay an existing term loan with a maturity date of June 2020 and for general corporate purposes. On February 6, 2023, the 2020 Term Loan Agreement was amended to, among other things: (a) replace and adjust interest rates based on market conditions and incorporate a sustainability-linked pricing adjustment, (b) increase the Consolidated Leverage Ratio financial covenant to 3.50:1.00 (subject to temporary increases to 4.00:1.00 following the closing of certain material acquisitions), (c) eliminate the net worth financial covenant, and (d) add Jacobs as a guarantor of the obligations of JEGI and Jacobs U.K. The 2020 Term Loan facility matures in March 2025 and the related outstanding balances under this facility have been reclassified to current maturities of long-term debt in the Company’s March 29, 2024 consolidated balance sheet in the current quarter.
The 2020 Term Loan Facility and the 2021 Term Loan Facility are together referred to as the "Term Loan Facilities".

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JACOBS SOLUTIONS INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
In the fourth quarter of fiscal 2022, the Revolving Credit Facility and Term Loan Facilities were amended to permit the Holding Company Reorganization.
On December 20, 2023, the Revolving Credit Facility and Term Loan Facilities were amended to adjust the point in time at which certain compliance thresholds are tested in connection with the Separation Transaction.
We were in compliance with the covenants under the Revolving Credit Facility and Term Loan Facilities at March 29, 2024.
5.90% Bonds, due 2033
On February 16, 2023, JEGI completed an offering of $500 million aggregate principal amount of 5.90% Bonds due 2033 (the “5.90% Bonds”). The 5.90% Bonds are fully and unconditionally guaranteed by the Company (the “5.90% Bonds Guarantee”). The 5.90% Bonds and the 5.90% Bonds Guarantee were offered pursuant to a prospectus supplement, dated February 13, 2023, to the prospectus dated February 6, 2023, that forms a part of the Company's and JEGI’s automatic shelf registration statement on Form S-3ASR previously filed with the SEC, and were issued pursuant to an Indenture, dated as of February 16, 2023, between JEGI, as issuer, the Company, as guarantor, and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), as amended and supplemented by the First Supplemental Indenture, dated as of February 16, 2023 (the “First Supplemental Indenture”). Interest on the 5.90% Bonds is payable semi-annually in arrears on each March 1 and September 1, commencing on September 1, 2023, until maturity. The 5.90% Bonds bear interest at 5.90% per annum, subject to adjustments as discussed in note (5) to the table above.
Prior to December 1, 2032 (the “5.90% Bonds Par Call Date”), JEGI may redeem the 5.90% Bonds at its option, in whole or in part, at any time and from time to time, at the redemption price calculated by JEGI (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of: (1) (a) the sum of the present values of the remaining scheduled payments of principal and interest on the 5.90% Bonds being redeemed, assuming that such 5.90% Bonds matured on the 5.90% Bonds Par Call Date, discounted to the redemption date on a semiannual basis (assuming a 360-day year of twelve 30-day months), at the Treasury Rate (as defined in the First Supplemental Indenture) plus 35 basis points, less (b) interest accrued to the redemption date, and (2) 100% of the principal amount of such 5.90% Bonds to be redeemed, plus, in either case, accrued and unpaid interest on the 5.90% Bonds, if any, to, but excluding, the redemption date. At any time and from time to time on or after the 5.90% Bonds Par Call Date, JEGI may redeem the 5.90% Bonds, at its option, in whole or in part, at a redemption price equal to 100% of the principal amount of the 5.90% Bonds to be redeemed, plus accrued and unpaid interest thereon, if any, up to, but excluding, the redemption date.
6.35% Bonds, due 2028
On August 18, 2023, JEGI completed an offering of $600 million aggregate principal amount of 6.35% Bonds due 2028 (the “6.35% Bonds”). The 6.35% Bonds are fully and unconditionally guaranteed by the Company (the “6.35% Bonds Guarantee”). The 6.35% Bonds and the 6.35% Bonds Guarantee were offered pursuant to a prospectus supplement, dated August 15, 2023, to the prospectus dated February 6, 2023, that forms a part of the Company and JEGI’s automatic shelf registration statement on Form S-3ASR previously filed with the SEC, and were issued pursuant to the Indenture, as amended and supplemented by the Second Supplemental Indenture, dated as of August 18, 2023 (the “Second Supplemental Indenture”). Interest on the 6.35% Bonds is payable semi-annually in arrears on each February 18 and August 18, commencing on February 18, 2024, until maturity. The Notes will bear interest at a rate of 6.35% per annum and will mature on August 18, 2028. The 6.35% Bonds bear interest at 6.35% per annum.
Prior to July 18, 2028 (the “6.35% Bonds Par Call Date”), JEGI may redeem the 6.35% Bonds at its option, in whole or in part, at any time and from time to time, at the redemption price calculated by JEGI (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of: (1) (a) the sum of the present values of the remaining scheduled payments of principal and interest on the 6.35% Bonds being redeemed, assuming that such 6.35% Bonds matured on the 6.35% Bonds Par Call Date, discounted to the redemption date on a semiannual basis (assuming a 360-day year of twelve 30-day months), at the Treasury Rate (as defined in the Second Supplemental Indenture) plus 30 basis points, less (b) interest accrued to the redemption date, and (2) 100% of the principal amount of such 6.35% Bonds to be redeemed, plus, in either case, accrued and unpaid interest on the 6.35% Bonds, if any, to, but excluding, the redemption date. At any time and from time to time on or after the 6.35% Bonds Par Call Date, JEGI may redeem the 6.35% Bonds, at its option, in whole or in part, at a redemption price equal to 100% of the principal amount of the 6.35% Bonds to be redeemed, plus accrued and unpaid interest thereon, if any, to, but excluding, the redemption date.

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JACOBS SOLUTIONS INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
Other arrangements
During fiscal 2022, the Company entered into two treasury lock agreements with an aggregate notional value of $500.0 million to manage its expected interest rate exposure in anticipation of issuing up to $500.0 million of fixed rate debt. On February 13, 2023 and with the issuance of the 5.90% Bonds, the Company settled these treasury lock agreements. See Note 17- Commitments and Contingencies and Derivative Financial Instruments for more discussion around this transaction.
During fiscal 2020, the Company entered into interest rate and cross currency derivative contracts to swap a portion of our variable rate debt to fixed rate debt. See Note 17- Commitments and Contingencies and Derivative Financial Instruments for discussion regarding the Company's derivative instruments.
The Company has issued $0.5 million in letters of credit under the Revolving Credit Facility, leaving $2.11 billion of available borrowing capacity under the Revolving Credit Facility at March 29, 2024. In addition, the Company had issued $289.2 million under various separate, committed and uncommitted letter-of-credit facilities for issued letters of credit totaling $289.7 million at March 29, 2024.

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JACOBS SOLUTIONS INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
13.    Leases
The components of lease expense (reflected in selling, general and administrative expenses) for the three and six months ended March 29, 2024 and March 31, 2023 were as follows (in thousands):
Three Months EndedSix Months Ended
March 29, 2024March 31, 2023March 29, 2024March 31, 2023
Lease expense
Operating lease expense$33,992 $35,539 $68,192 $70,821 
Variable lease expense9,799 9,416 19,136 18,762 
Sublease income(4,757)(4,414)(9,468)(8,820)
Total lease expense$39,034 $40,541 $77,860 $80,763 
Supplemental information related to the Company's leases for the six months ended March 29, 2024 and March 31, 2023 was as follows (in thousands):
Six Months Ended
March 29, 2024March 31, 2023
Cash paid for amounts included in the measurements of lease liabilities