URS Corporation Reports Third Quarter 2013 Results

  URS Corporation Reports Third Quarter 2013 Results

  Company Reports Strong Cash Flows from Operations; Revises 2013 Guidance;
                   Reaffirms Capital Allocation Priorities

Business Wire

SAN FRANCISCO -- November 5, 2013

URS Corporation (NYSE:URS) today reported its financial results for the third
quarter of fiscal 2013, which ended on September 27, 2013.

Third Quarter 2013 Highlights

  *Revenues were $2.7 billion.
  *GAAP Net Income was $88.8 million, or $1.20 per share on a diluted basis.
  *Cash EPS was $1.42*.
  *Cash flow from operations was $268.0 million.
  *EBITDA was $217.2 million*.
  *Book of business at the end of the quarter was $23.3 billion, including
    backlog of $11.6 billion.
  *Company to correct excess goodwill impairment charge overstated in fiscal
    year 2011.

* A non-GAAP measure.

Commenting on the Company’s financial results, Martin M. Koffel, Chairman and
Chief Executive Officer, stated: “URS continued to benefit from our strategy
of diversification across private and public market sectors. Financial results
for the quarter were solid despite the effects of the government shutdown, the
uncertainty surrounding the federal budget, and sequestration. Our industrial
sector performed well as increased manufacturing activity in North America
generated higher demand for facilities expansion and operations and
maintenance services. Infrastructure revenues also increased, reflecting the
continuing recovery of this market. Oil & gas sector revenues declined
slightly due to the residual effects of weather-related delays, especially in
the Canadian oil and gas fields.”

“URS continues to generate strong cash flow, which we are using to return
value to stockholders, repay debt and support organic growth. We generated
$358.3 million in cash flow from operations during the first three quarters, a
20% increase from the same period last year, including $268.0 million in cash
flow from operations in the third quarter alone. So far this year, we have
returned $140 million to stockholders, including $93 million through the
repurchase of 2.0 million shares and $47 million in dividends.”

URS reaffirmed the Company’s capital allocation priorities for 2014 and 2015,
which have been approved by URS’ Board of Directors. As outlined in the
Company’s September 12, 2013 press release, URS intends to return to URS
stockholders at least $500 million in the form of share repurchases and
dividends by the end of Fiscal Year 2015. The share repurchases and dividends
are expected to be funded by the Company’s free cash flow. URS expects to use
its remaining cash flow to fund organic growth and to pay down debt,
consistent with the Company’s focus on maintaining its investment grade credit
rating, which is critical to its ongoing operations and ability to achieve
organic growth opportunities. The timing and amount of share repurchases will
be determined by the Company’s management based on its evaluation of market
conditions, trading price of the stock, legal and regulatory requirements, and
other factors.

The Company also reiterated that it does not expect to seek or undertake any
financially significant acquisitions during this period. Specifically, it does
not intend to use more than $200 million in total cash on acquisitions in 2014
and 2015. Any acquisitions would be focused on supporting the Company’s
organic growth strategies.

Third Quarter 2013 Results

Revenues for the third quarter of 2013 were $2.7 billion, compared with $2.9
billion recorded during the third  quarter of 2012. Operating income for the
third  quarter of 2013 was $179.3  million, compared with $203.6  million
reported for the corresponding period of the prior year. Net income for the
third quarter of 2013 was $88.8 million, compared to $106.7 million reported
for the third quarter of 2012. Diluted EPS were $1.20, compared to diluted EPS
of $1.43 reported for the third quarter of last year.

Third quarter 2013 cash diluted earnings per share (“Cash EPS”), a Non-GAAP
measure of earnings per share excluding the impact of non-cash amortization of
intangible assets, were $1.42, compared with Cash EPS of $1.71 in the third
quarter of fiscal 2012.

Earnings before interest, taxes, depreciation and amortization (“EBITDA”), a
non-GAAP measure, was $217.2 million in the third  quarter, an 18.3% decrease
from the same period last year.

URS’ third quarter 2013 results included after-tax income of $1.6 million (or
$0.02 per share) for the recognition of foreign currency gains caused by
movements in the Canadian dollar versus the U.S. dollar related to
intercompany loans. Excluding this item, URS’ net income for the third quarter
of fiscal 2013 would have been $87.2 million and diluted EPS would have been $
1.18.

URS’ third quarter 2012 results included after-tax income of $10.3 million (or
$0.14 per share) for the recognition of foreign currency gains caused by
movements in the Canadian dollar versus the U.S. dollar related to
intercompany loans and an after-tax adjustment of $0.6 million (or $0.01 per
share) related to expenses for the acquisition of Flint Energy Services Ltd.
(“Flint”) on May 14, 2012. Excluding these items, URS’ net income for the
third quarter of fiscal 2012 would have been $95.8 million and diluted EPS
would have been $ 1.28.

A reconciliation of Net Income and EPS, excluding acquisition expenses and
foreign currency losses related to the Flint transaction, EBITDA and Cash EPS,
to GAAP Net Income and GAAP EPS for the third quarter and the first nine
months of 2013 compared to the same periods in 2012; and a reconciliation of
Cash EPS to GAAP EPS guidance range for fiscal year 2013 are attached to this
release and are available on the investor relations page of URS’ website at
www.urs.com.

The Company’s backlog was $11.6 billion at the end of the third quarter of
2013, compared to $13.3 billion on December 28, 2012, the last day of the
Company’s 2012 fiscal year. URS ended the quarter with a book of business of
$23.3 billion, compared to $24.9 billion as of December 28, 2012, and $23.0
billion at the end of the second quarter of 2013.

Nine-Month Results

Revenues for the first nine months of 2013 were $8.3 billion, compared with
$8.0 billion recorded during the first nine months of 2012. Operating income
for the first nine months of 2013 was $477.3 million, compared with $514.5
million reported for the year-ago period. Net income for the first nine months
of 2013 was $228.0 million, compared with $240.0 million reported for the
first nine months of 2012. Diluted EPS for the first nine months of 2013 were
$3.07, compared with $3.22 reported for the first nine months of last year.

Cash EPS for the first nine months of 2013 were $3.80, compared with Cash EPS
of $3.90 in the first nine months of fiscal 2012. EBITDA was $613.7 million
for the first nine months of 2013, a 0.3% increase over the same period last
year.

URS’ nine-month 2013 results included an after-tax charge of $4.1 million (or
$ 0.06 per share) for foreign currency losses related to intercompany loans.
Excluding this charge, URS’ net income for the first nine months of 2013 would
have been $232.1 million and diluted EPS would have been $ 3.13.

URS’ nine-month 2012 results included an after-tax charge of $14.6 million (or
$ 0.20 per share) for acquisition-related expenses, and after-tax income of
$3.6 million (or $ 0.05 per share) for foreign currency gains related to
intercompany loans. Excluding these two items, URS’ net income for the first
nine months of 2012 would have been $251.0 million and diluted EPS would have
been $ 3.37.

Correction of Fiscal 2011 Goodwill Impairment Charge

As previously reported, URS’ results for fiscal 2011 included a non-cash,
after-tax charge of $732.2 million for the impairment of goodwill. The charge
resulted from a test of the fair values of its reporting units versus their
carrying values. URS has now determined that its prior methodology for
calculating the fair values of its reporting units did not comply with
Accounting Standards Codification 350, “Intangibles – Goodwill and Other”
(“ASC 350”). As a result, the amount of the non-cash goodwill impairment
charge recorded in 2011 was overstated, and 2011 net income was understated.
The error has no effect on URS’ business operations, cash balances or
operating cash flows. A detailed description is provided in the Form 8-K filed
by the Company today.

URS estimates that correction of this error will increase reported net income
for the fiscal year ended December 30, 2011 by approximately $423 million.
Management’s internal review is ongoing and the Company’s estimate is subject
to change.

As soon as practicable, URS expects to amend its Form 10-K for the fiscal year
ended December 28, 2012, its Form 10-Q for the three months ended March 29,
2013, and its Form 10-Q for the three and six months ended June 28, 2013, to
restate these financial statements to correct the error and to amend the
related information, including the discussion of the Company’s controls and
procedures.

The Company also has concluded that a material weakness in internal control
over financial reporting existed during each of the affected periods related
to this matter.

URS will file a Form 12b-25 (Notification of Late Filing) with the United
States Securities and Exchange Commission to obtain the available five-day
extension to the regular filing date of November 6, 2013 for our Form 10-Q for
the quarter ended September 27, 2013.

Business Segment Results

In addition to providing consolidated financial results, URS reports separate
financial information for its four segments: Infrastructure & Environment,
Federal Services, Energy & Construction, and Oil & Gas. The Infrastructure &
Environment segment includes program management, planning, design and
engineering, construction management, and operations and maintenance services
in the federal, infrastructure, and industrial and commercial markets. The
Federal Services segment primarily includes program management, planning,
systems engineering and technical assistance, construction and construction
management, operations and maintenance, information technology services, and
decommissioning and closure services to the U.S. Departments of Defense,
State, Homeland Security and Treasury, NASA and other federal agencies. The
Energy & Construction segment includes program management, planning, design,
engineering, construction and construction management, operations and
maintenance, and decommissioning and closure services to clients in the power,
infrastructure, industrial and commercial, and federal markets. The Oil & Gas
segment includes construction, maintenance and other services across the
upstream, midstream and downstream oil and gas markets.

Infrastructure & Environment. For the third quarter of 2013, the
Infrastructure & Environment segment reported revenues of $922.3 million and
operating income of $59.3 million, compared to revenues of $920.7 million and
operating income of $67.1 million for the corresponding period in 2012.

Federal Services. For the third quarter of 2013, the Federal Services segment
reported revenues of $538.9 million and operating income of $57.6 million,
compared to revenues of $682.8 million and an operating income of $64.8
million for the corresponding period in 2012.

Energy & Construction. For the third quarter of 2013, the Energy &
Construction segment reported revenues of $775.5 million and operating income
of $57.4 million, compared to revenues of $781.5 million and an operating
income of $64.6 million for the corresponding period in 2012.

Oil & Gas. For the third quarter of 2013, the Oil & Gas segment reported
revenues of $532.6 million and operating income of $19.3 million, compared to
revenues $592.2 million and an operating income of $28.9 million for the
corresponding period in 2012.

Quarterly Dividend

On November 1, 2013, the Company declared a quarterly cash dividend of $0.21
per common share. The dividend will be paid on January 10, 2014 to
stockholders of record as of December 14, 2013.

Outlook for Fiscal 2013

Given the effects of the federal government shutdown, the uncertainty
surrounding the federal budget, and sequestration, and the impacts of
weather-related delays, especially in the Canadian oil and gas fields, URS now
expects that fiscal 2013 consolidated revenues will be between $11.0 billion
and $11.5 billion. The Company expects that fiscal 2013 EPS will be between
$4.10 and $4.25, on a fully diluted basis. URS expects Cash EPS for 2013 to be
between $5.05 and $5.20, on a fully diluted basis.

Webcast Information

URS will host a dial-in conference call today, Tuesday, November 5, 2013 at
5:00 p.m. (ET) to discuss its third quarter fiscal 2013 results. A live
webcast of this call will be available on the investor relations portion of
URS’ website at http://investors.urs.com.

URS Corporation (NYSE: URS) is a leading provider of engineering, construction
and technical services for public agencies and private sector companies around
the world. The Company offers a full range of program management; planning,
design and engineering; systems engineering and technical assistance;
construction and construction management; operations and maintenance;
information technology; and decommissioning and closure services. URS provides
services for power, infrastructure, industrial, oil and gas, and federal
projects and programs. Headquartered in San Francisco, URS Corporation has
more than 50,000 employees in a network of offices in nearly 50 countries
(www.urs.com).

                               TABLES TO FOLLOW

Statements contained in this earnings release that are not historical facts
may constitute forward-looking statements, including statements relating to
future revenues, net income and earnings per share, future backlog and book of
business, future effects of the October 2013 federal government shutdown,
federal budget and sequestration, future weather-related delays, future
capital allocation priorities including dividend payments, share repurchases,
debt pay downs, acquisitions and organic growth opportunities, the future
impact of our goodwill restatement and the amounts we estimate will be
reflected in our restated financial statements and the periodic reports that
we expect to amend, and other future business, economic and industry trends
and conditions. We believe that our expectations are reasonable and are based
on reasonable assumptions; however, we caution against relying on any of our
forward-looking statements as such forward-looking statements by their nature
involve risks and uncertainties. A variety of factors, including but not
limited to the following, could cause our business and financial results, as
well as the timing of events, to differ materially from those expressed or
implied in our forward-looking statements: declines in the economy or client
spending; federal sequestration and budget issues; failure to raise the
federal debt ceiling; unusually severe weather conditions; changes in our book
of business; our compliance with government regulations; integration of
acquisitions; employee, agent or partner misconduct; our ability to procure
government contracts; liabilities for pending and future litigation;
environmental liabilities; changes in oil, natural gas and other commodity
prices; availability of bonding and insurance; our reliance on government
appropriations; unilateral termination provisions in government contracts;
impairment of our goodwill; our ability to make accurate estimates and
assumptions; our accounting policies; workforce utilization; our and our
partners’ ability to bid on, win, perform and renew contracts and projects;
our dependence on partners, subcontractors and suppliers; customer payment
defaults; our ability to recover on claims; impact of target and fixed-priced
contracts on earnings; the inherent dangers at our project sites; the impact
of changes in laws and regulations; nuclear indemnifications and insurance;
misstatements in expert reports; a decline in defense spending; industry
competition; our ability to attract and retain key individuals; retirement
plan obligations; our leveraged position and the ability to service our debt;
restrictive covenants in finance arrangements; risks associated with
international operations; business activities in high security risk countries;
information technology risks; natural and man-made disaster risks; our
relationships with labor unions; our ability to protect our intellectual
property rights; anti-takeover risks and other factors discussed more fully in
our Form 10-Q for the period ended June 28, 2013, as well as in other reports
subsequently filed from time to time with the United States Securities and
Exchange Commission. The forward-looking statements represent our current
intentions as of the date on which they were made and we assume no obligation
to revise or update any forward-looking statements.

URS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS - UNAUDITED

(In millions, except per share data)

                                     September 27,   December 28,
                                               2013             2012
ASSETS                                                          As Restated
Current assets:
  Cash and cash equivalents                    $  314.2         $  314.5
  Accounts receivable, including retentions       1,464.8          1,554.8
  of $130.2 and $114.4, respectively
  Costs and accrued earnings in excess of         1,459.7          1,384.3
  billings on contracts
  Less receivable allowances                     (63.1    )      (69.7    )
           Net accounts receivable                2,861.4          2,869.4
  Deferred tax assets                             46.5             67.6
  Inventory                                       53.7             61.5
  Other current assets                           227.2          204.2    
                 Total current assets             3,503.0          3,517.2
Investments in and advances to                    252.8            278.3
unconsolidated joint ventures
Property and equipment, net                       631.1            687.5
Intangible assets, net                            604.1            692.2
Goodwill                                          3,703.3          3,721.6
Other long-term assets                           396.0          364.2    
                             Total assets      $  9,090.3      $  9,261.0  
LIABILITIES AND EQUITY
Current liabilities:
  Current portion of long-term debt            $  92.2          $  71.8
  Accounts payable and subcontractors
  payable, including retentions                   697.5            803.5

  of $34.9 and $32.3, respectively
  Accrued salaries and employee benefits          556.1            558.8
  Billings in excess of costs and accrued         225.1            289.1
  earnings on contracts
  Other current liabilities                      257.3          277.8    
                 Total current liabilities        1,828.2          2,001.0
Long-term debt                                    1,903.0          1,992.5
Deferred tax liabilities                          399.3            379.9
Self-insurance reserves                           132.0            129.8
Pension and post-retirement benefit               278.5            300.9
obligations
Other long-term liabilities                      277.4          271.0    
                       Total liabilities         4,818.4        5,075.1  
Commitments and contingencies
URS stockholders’ equity:
  Preferred stock, authorized 3.0 shares; no      —                —
  shares outstanding
  Common stock, par value $.01; authorized
  200.0 shares; 88.9 and

  88.9 shares issued, respectively; and 74.8      0.9              0.9
  and 76.8 shares

  outstanding, respectively
  Treasury stock, 14.1 and 12.1 shares at         (588.2   )       (494.9   )
  cost, respectively
  Additional paid-in capital                      3,038.0          3,003.9
  Accumulated other comprehensive loss            (154.6   )       (113.2   )
  Retained earnings                              1,827.4        1,647.3  
                 Total URS stockholders’          4,123.5          4,044.0
                 equity
Noncontrolling interests                         148.4          141.9    
                       Total stockholders’       4,271.9        4,185.9  
                       equity
                             Total
                             liabilities and   $  9,090.3      $  9,261.0  
                             stockholders’
                             equity

URS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - UNAUDITED

(In millions, except per share data)

                    Three Months Ended           Nine Months Ended
                           September     September      September     September
                           27,            28,            27,            28,
                           2013          2012          2013          2012       
                                                                        
Revenues                   $ 2,735.5      $ 2,947.6      $ 8,330.0      $ 7,999.8
Cost of revenues             (2,559.0 )     (2,753.3 )     (7,851.9 )     (7,484.0 )
General and                  (14.3    )     (22.6    )     (59.9    )     (62.0    )
administrative expenses
Acquisition-related          —              0.8            —              (16.1    )
expenses
Equity in income (loss)
of unconsolidated joint     17.1         31.1         59.1         76.8     
ventures
        Operating income     179.3          203.6          477.3          514.5
        (loss)
Interest expense             (23.2    )     (20.5    )     (65.8    )     (51.0    )
Other income (expenses)     1.6          10.8         (4.2     )    4.1      
        Income (loss)
        before income        157.7          193.9          407.3          467.6
        taxes
Income tax expense          (42.3    )    (66.1    )    (123.4   )    (155.2   )
        Net income
        (loss) including
        noncontrolling       115.4          127.8          283.9          312.4

        interests
Noncontrolling interests
in income of
                            (26.6    )    (21.1    )    (55.9    )    (72.4    )
consolidated
subsidiaries
            Net income
            (loss)         $ 88.8        $ 106.7       $ 228.0       $ 240.0    
            attributable
            to URS
                                                                          
                                                                          
Earnings per share:
    Basic                  $ 1.21        $ 1.43        $ 3.08        $ 3.23     
    Diluted                $ 1.20        $ 1.43        $ 3.07        $ 3.22     
Weighted-average shares
outstanding:
    Basic                   73.6         74.5         73.9         74.2     
    Diluted                 73.9         74.6         74.3         74.5     
                                                                          
Cash dividends declared    $ 0.21        $ 0.20        $ 0.63        $ 0.60     
per share

URS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - UNAUDITED

(In millions)

                   Three Months Ended        Nine Months Ended
                           September   September      September    September
                           27,          28,            27,           28,
                           2013         2012          2013          2012
Cash flows from
operating activities:
  Net income (loss)
  including               $ 115.4     $ 127.8     $ 283.9      $ 312.4    
  noncontrolling
  interests
  Adjustments to
  reconcile net income
  (loss) to net

  cash from operating
  activities:
      Depreciation and       36.6         41.3         115.7         91.7
      amortization
      Amortization of        26.3         31.2         80.8          73.8
      intangible assets
      Amortization of
      debt issuance
      costs and              0.1          (0.2   )     0.4           2.3
      discount/

      premium
      Foreign currency
      (gains) losses
      related to foreign
                             (1.6   )     (10.8  )     4.2           (4.1     )
      currency
      derivatives and
      intercompany loans
      Normal profit          0.2          (2.2   )     (0.7    )     (4.6     )
      Provision for          (0.8   )     0.9          1.6           0.9
      doubtful accounts
      Gain on disposal
      of property and        (12.7  )     (2.1   )     (22.2   )     (3.1     )
      equipment
      Deferred income        23.6         (16.4  )     36.0          2.5
      taxes
      Stock-based            13.0         11.2         35.7          32.5
      compensation
      Excess tax
      benefits from          —            —            (1.6    )     —
      stock-based
      compensation
      Equity in income
      of unconsolidated      (17.1  )     (31.1  )     (59.1   )     (76.8    )
      joint ventures
      Dividends received
      from
      unconsolidated         22.6         21.4         74.7          67.9
      joint

      ventures
  Changes in operating
  assets, liabilities
  and other, net of

  effects of business
  acquisitions:
      Accounts
      receivable and
      costs and accrued
                             (107.9 )     (5.1   )     19.0          (129.0   )
      earnings in excess
      of billings on
      contracts
      Inventory              1.3          —            7.8           0.8
      Other current          (5.5   )     3.0          9.5           (10.0    )
      assets
      Collections
      from/(advances to)     (0.3   )     0.4          2.9           (0.7     )
      unconsolidated
      joint ventures
      Accounts payable,
      accrued salaries
      and employee
                             160.9        220.7        (118.1  )     50.4
      benefits, and
      other current
      liabilities
      Billings in excess
      of costs and
      accrued earnings       (37.8  )     (4.3   )     (58.5   )     (38.6    )
      on

      contracts
      Other long-term        (13.4  )     (6.5   )     12.5          (9.2     )
      liabilities
      Other long-term       65.1       (100.4 )   (66.2   )    (60.0    )
      assets
          Total
          adjustments       152.6      151.0     74.4        (13.3    )
          and changes
              Net cash
              from          268.0      278.8     358.3       299.1    
              operating
              activities
Cash flows from
investing activities:
      Payments for
      business
      acquisitions, net      —            —            —             (1,345.7 )
      of cash

      acquired
      Proceeds from
      disposal of            6.6          4.2          32.6          17.2
      property and
      equipment
      Payments in
      settlement of
      foreign currency       —            —            —             (1,260.6 )
      forward

      contract
      Receipts in
      settlement of
      foreign currency       —            —            —             1,260.3
      forward

      contract
      Investments in
      unconsolidated
      joint                  —            (3.4   )     (0.1    )     (5.4     )

      ventures
      Changes in             2.9          3.8          4.6           3.8
      restricted cash
      Capital
      expenditures, less
      equipment
      purchased             (22.3  )    (52.8  )    (68.2   )    (101.8   )

      through capital
      leases and
      equipment notes
              Net cash
              from          (12.8  )    (48.2  )   (31.1   )    (1,432.2 )
              investing
              activities

URS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS – UNAUDITED (continued)

(In millions)

                     Three Months Ended       Nine Months Ended
                             September   September    September   September
                             27,          28,          27,          28,
                             2013        2012        2013        2012     
Cash flows from financing
activities:
      Borrowings from          —            —            —            998.9
      long-term debt
      Payments on              (1.3   )     (1.3   )     (3.6   )     (4.4   )
      long-term debt
      Borrowings from
      revolving line of        71.0         —            929.4        560.0
      credit
      Payments on
      revolving line of        (164.6 )     (170.0 )     (987.2 )     (433.6 )
      credit
      Net payments under
      foreign lines of
      credit and               (6.5   )     (6.1   )     (21.1  )     (12.7  )

      short-term notes
      Net change in            (41.7  )     (26.7  )     (55.1  )     4.1
      overdrafts
      Payments on capital      (4.8   )     (5.1   )     (13.9  )     (10.1  )
      lease obligations
      Payments of debt         —            —            —            (8.8   )
      issuance costs
      Excess tax benefits
      from stock-based         —            —            1.6          —
      compensation
      Proceeds from
      employee stock
      purchases and            1.3          1.5          14.6         7.7

      exercises of stock
      options
      Distributions to
      noncontrolling           (17.5  )     (16.7  )     (49.2  )     (51.9  )
      interests
      Contributions and
      advances from
      noncontrolling           —            0.1          —            2.3

      interests
      Dividends paid           (15.4  )     (14.9  )     (46.8  )     (29.8  )
      Repurchases of         —          —         (93.3  )    (40.0  )
      common stock
                Net cash
                from         (179.5 )    (239.2 )   (324.6 )    981.7  
                financing
                activities
Net change in cash and        75.7       (8.6   )    2.6        (151.4 )
cash equivalents
Effect of foreign exchange
rate changes on cash           4.4          10.0         (2.9   )     4.6

and cash equivalents
Cash and cash equivalents
at beginning of              234.1      287.8     314.5      436.0  

period
Cash and cash equivalents   $ 314.2     $ 289.2    $ 314.2     $ 289.2  
at end of period
                                                                      
Supplemental information:
      Interest paid         $ 6.3       $ 8.5      $ 46.7      $ 26.8   
      Taxes (refunded)      $ (8.9   )   $ 10.8     $ 89.3      $ 93.5   
      paid
                                                                      
Supplemental schedule of
non-cash investing and

financing activities:
      Equipment acquired
      with capital lease
      obligations            $ 7.4       $ 5.7       $ 36.0      $ 16.2   

      and equipment note
      obligations
      Cash dividends
      declared but not       $ 1.9       $ 0.5       $ 17.9      $ 16.2   
      paid

                       URS CORPORATION AND SUBSIDIARIES
            RECONCILIATION SCHEDULES OF GAAP TO NON-GAAP MEASURES

Cash EPS and earnings before interest, taxes, depreciation, and amortization
(“EBITDA”) in the tables below are not computed in accordance with generally
accepted accounting principles (“GAAP”). These non-GAAP measures are useful to
us, and may be useful to investors, because they permit a comparison of the
actual or expected performance of our ongoing business. Cash EPS and EBITDA
should not be used as substitutes for diluted EPS and net income prepared in
conformity with GAAP, or as a GAAP measure of profitability or cash flows.

Below are the reconciliations of Cash EPS and EBITDA to GAAP diluted EPS and
net income for the three and nine months ended September 27, 2013 and
September 28, 2012, and for the guidance range for fiscal year 2013.

                 Three Months Ended                      Nine Months Ended
                 September 27,   September 28,    September 27,  September
                 2013            2012             2013            28,2012
(In millions,
except per share                                             
data)
Cash EPS         $1.42                $1.71           $3.80           $3.90
Intangible
amortization
expense,         (0.22)                (0.28)           (0.73)          (0.68)

net of tax ^(1)
Diluted EPS      $1.20                 $1.43              $3.07      $3.22
                                                                        

(1) Amounts are net of tax effects of $0.14 and $0.13 for the quarters ended
September 27, 2013 and September 28, 2012, respectively, and $0.36 and $0.31
for the nine months ended September 27, 2013 and September 28, 2012,
respectively.

                                         Fiscal Year Ending on
                                    
                                         January 3, 2014
(In millions, except per share data)   Lower Range  Upper Range
Cash EPS                                $ 5.05       $ 5.20
Intangible amortization expense,
                                          (0.95 )      (0.95 )
net of tax ^(2)
                  Diluted EPS            $ 4.10       $ 4.25  
                                                         
                  
(1) Amounts are net of tax effects of $0.47.

                  Three Months Ended            Nine Months Ended
                  September 27,    September      September     September
                  2013              28, 2012       27, 2013       28, 2012
(In millions)                                                  
EBITDA               $  217.2          $ 265.8       $ 613.7        $ 611.7
Interest expense        (23.2  )         (20.5 )       (65.8  )       (51.0  )
Income tax              (42.3  )         (66.1 )       (123.4 )       (155.2 )
benefit (expense)
Depreciation and        (36.6  )         (41.3 )       (115.7 )       (91.7  )
amortization
Amortization of        (26.3  )        (31.2 )      (80.8  )      (73.8  )
intangible assets
     Net income
     (loss)          $  88.8          $ 106.7      $ 228.0       $ 240.0  
     attributable
     to URS

                       URS CORPORATION AND SUBSIDIARIES
            RECONCILIATION SCHEDULES OF GAAP TO NON-GAAP MEASURES

Net income and diluted EPS, excluding the impact of acquisition-related
expenses and other income (expense) in the tables below are not computed in
accordance with generally accepted accounting principles (“GAAP”). We present
these amounts to demonstrate their impact. These non-GAAP measures are useful
to us, and may be useful to investors, because they permit a comparison of the
actual or expected performance of our ongoing business with the actual
performance of our business in prior periods. Net income and diluted EPS
excluding the impact of acquisition-related expenses and other income
(expense) should not be used as a substitute for net income and diluted EPS
prepared in conformity with GAAP, or as a GAAP measure of profitability or
cash flows.

Below are the reconciliations of net income and diluted EPS, before the impact
of the items listed in the table below, to GAAP net income and diluted EPS for
the three and nine months ended September 27, 2013 and September 28, 2012.

                        Three Months Ended
                            September 27, 2013        September 28, 2012
  (In millions, except      Net Income  Diluted EPS   Net Income  Diluted
  per share data)                                                   EPS
  Before the impact of
  acquisition-related
                            $  87.2      $  1.18       $  95.8      $  1.28
  expense and other
  income (expense)
  Adjustment to
  acquisition-related
  expense,                     —            —             0.6          .01

  net of tax ^(1)
  Other income (expense),     1.6        .02         10.3       .14   
  net of tax ^ (2)
            Net income
            (loss) and      $  88.8     $  1.20      $  106.7    $  1.43  
            diluted EPS
                                                                       
                            
                            Nine Months Ended
                            September 27, 2013         September 28, 2012
  (In millions, except      Net Income   Diluted EPS   Net Income   Diluted
  per share data)                                                   EPS
  Before the impact of
  acquisition-related
                            $  232.1     $  3.13       $  251.0     $  3.37
  expense and other
  income (expense)
  Acquisition-related
  expense, net of tax          —            —             (14.6 )      (0.20 )
  ^(1)
  Other income (expense),     (4.1  )     (0.06  )     3.6        0.05  
  net of tax ^ (2)
            Net income
            (loss) and      $  228.0    $  3.07      $  240.0    $  3.22  
            diluted EPS

(1) The tax effects of the acquisition-related costs on Net Income and EPS for
the three months ended September 28, 2012 were $0.2 million and $0.00,
respectively. The tax effects of the acquisition-related costs on Net Income
and EPS for the nine months ended September 28, 2012 were $1.5 million and
$0.02, respectively.

(2) Other income (expense) consists of foreign currency gains (losses) related
to intercompany loans and foreign currency derivatives. The following tables
show the tax effects of this line item:

                        Three Months Ended
                           September 27, 2013        September 28, 2012
(In millions, except per   Net Income  Diluted EPS   Net Income  Diluted EPS
share data)
Tax effect of other        $    —       $     —       $  (0.5  )   $  (0.01  )
income (expense)
                           
                           Nine Months Ended
                           September 27, 2013         September 28, 2012
(In millions, except per   Net Income   Diluted EPS   Net Income   Diluted EPS
share data)
Tax effect of other        $    0.1     $     —       $  (0.5  )   $  (0.01  )
income (expense)

URS CORPORATION AND SUBSIDIARIES

BOOK OF BUSINESS

               Infrastructure   Federal     Energy &
(In           &                                        Oil & Gas  Total
millions)                       Services    Construction
               Environment
As of
September
27, 2013
Backlog        $    3,018.1     $ 2,664.5   $   5,425.0    $ 523.6     $ 11,631.2
Option years        154.1         1,926.7       1,802.4      —           3,883.2
Indefinite
delivery           3,252.8      3,261.7      236.0       990.6      7,741.1
contracts
    Total
  book of    $    6,425.0     $ 7,852.9   $   7,463.4    $ 1,514.2   $ 23,255.5
    business
                                                                         
As of
December 28,
2012
Backlog        $    3,028.4     $ 3,476.9   $   5,947.1    $ 823.8     $ 13,276.2
Option years        197.3         2,728.1       2,056.8      —           4,982.2
Indefinite
delivery           2,572.4      3,238.7      236.0       611.7      6,658.8
contracts
    Total
    book of    $    5,798.1     $ 9,443.7   $   8,239.9    $ 1,435.5   $ 24,917.2
    business

                     September 27,  December 28,
  (In millions)               2013            2012
  Backlog by market sector:
        Federal               $   5,181.3     $  6,546.5
        Infrastructure            2,874.4        2,957.6
        Oil & Gas                 1,170.3        1,461.3
        Power                     1,289.9        1,416.1
        Industrial               1,115.3       894.7
              Total backlog   $   11,631.2    $  13,276.2



URS CORPORATION AND SUBSIDIARIES

REVENUES AND OPERATING INCOME (LOSS) BY DIVISION

               Three Months Ended             Nine Months Ended
                   September 27,  September 28,   September 27,  September
(In millions)                                                      28,
                   2013           2012           2013           2012      
Revenues
Infrastructure &   $  922.3        $  920.7        $  2,833.2      $ 2,851.1
Environment
Federal Services      538.9           682.8           1,776.3        2,118.1
Energy &              775.5           781.5           2,168.7        2,285.1
Construction
Oil & Gas ^ (1)       532.6           592.2           1,672.3        869.7
Inter-segment       (33.8    )     (29.6    )     (120.5   )    (124.2  )
eliminations
       Total      $  2,735.5     $  2,947.6     $  8,330.0     $ 7,999.8 
       revenues
Operating income
(loss)
Infrastructure &   $  59.3         $  67.1         $  162.1        $ 175.7
Environment
Federal Services      57.6            64.8            225.3          217.5
Energy &              57.4            64.6            121.1          167.5
Construction
Oil & Gas ^ (1)       19.3            28.9            28.7           31.9
Corporate           (14.3    )     (21.8    )     (59.9    )    (78.1   )
       Total
       operating  $  179.3       $  203.6       $  477.3       $ 514.5   
       income
       (loss)

(1) The operating results of Flint have been included in our consolidated
results since the acquisition on May 14, 2012.

URS CORPORATION AND SUBSIDIARIES

REVENUE BREAKDOWN BY DIVISION AND MARKET SECTOR

Amounts shown in the table below are net of eliminations.

(In millions)     Federal    Infrastructure  Oil and    Power    Industrial  Total
                                               Gas
Three months
ended September
27, 2013
 Infrastructure  $ 137.8     $    414.8       $ 139.2     $ 63.3    $   147.9    $ 903.0
  & Environment
  Federal           538.5          —             —           —           —          538.5
  Services
  Energy &          244.9          74.3          136.4       185.1       127.0      767.7
  Construction
  Oil & Gas        —             —            526.3      —          —         526.3
      Total      $ 921.2     $    489.1       $ 801.9     $ 248.4   $   274.9    $ 2,735.5
       
Nine months
ended September
27, 2013
  Infrastructure  $ 464.2     $    1,218.4     $ 415.9     $ 181.2   $   492.7    $ 2,772.4
  & Environment
  Federal           1,775.0        —             —           —           —          1,775.0
  Services
  Energy &          703.3          194.7         334.5       542.4       357.2      2,132.1
  Construction
  Oil & Gas        —             —            1,650.5    —          —         1,650.5
       Total      $ 2,942.5   $    1,413.1     $ 2,400.9   $ 723.6   $   849.9    $ 8,330.0
                                                                                    
Three months
ended September
28, 2012
  Infrastructure  $ 145.4     $    395.8       $ 138.7     $ 50.3    $   170.5    $ 900.7
  & Environment
  Federal           682.6          —             —           —           —          682.6
  Services
  Energy &          273.2          68.1          97.0        240.4       93.4       772.1
  Construction
  Oil & Gas ^      —             —            592.2      —          —         592.2
  (1)
       Total      $ 1,101.2   $    463.9       $ 827.9     $ 290.7   $   263.9    $ 2,947.6
                                                                                    
Nine months
ended September
28, 2012
  Infrastructure  $ 500.6     $    1,171.4     $ 399.0     $ 158.2   $   527.5    $ 2,756.7
  & Environment
  Federal           2,117.5        —             —           —           —          2,117.5
  Services
  Energy &          810.4          178.5         186.6       752.2       328.2      2,255.9
  Construction
  Oil & Gas ^      —             —            869.7      —          —         869.7
  (1)
       Total      $ 3,428.5   $    1,349.9     $ 1,455.3   $ 910.4   $   855.7    $ 7,999.8

(1) The operating results of Flint have been included in our consolidated
results since the acquisition on May 14, 2012.

Contact:

URS Corporation
Sam Ramraj
Vice President,
Investor Relations
415-774-2700
or
Sard Verbinnen & Co
Jamie Tully/Delia Cannan
212-687-8080
 
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