3 unchanged sentences
(in millions, except per share data)
−Removed: June 27, 2025 September 27, 2024
+Added: January 2, 2026 October 3, 2025
Current assets:
23 unchanged sentences
Common stock, $ 0.01 par value, 1,000,000,000 shares authorized;
−Removed: 243,322,468 shares issued and outstanding at June 27, 2025 and 243,302,173 shares issued and outstanding at September 27, 2024.
+Added: 243,770,575 shares issued and outstanding at January 2, 2026 and 243,464,776 shares issued and outstanding at October 3, 2025.
Additional paid-in capital 4,931 4,924
9 unchanged sentences
(in millions, except per share data)
−Removed: Three Months Ended Nine Months Ended
−Removed: June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024
+Added: Three Months Ended
+Added: January 2, 2026 December 27, 2024
Revenues $ 3,237 $ 3,416
5 unchanged sentences
Interest expense and other, net ( 74 ) ( 87 )
−Removed: Loss on extinguishment of debt ( 3 ) ( 3 ) ( 3 ) ( 3 )
−Removed: Income (loss) before income taxes 12 ( 22 ) 81 ( 69 )
+Added: Income before income taxes 64 45
Provision for income taxes ( 20 ) ( 24 )
−Removed: Net income (loss) including non-controlling interests ( 1 ) ( 24 ) 22 ( 105 )
−Removed: net income (loss) attributable to non-controlling interests 11 ( 2 ) 4 ( 3 )
−Removed: Net income (loss) attributable to common shareholders $ 10 $ ( 26 ) $ 26 $ ( 108 )
−Removed: Earnings (loss) per share:
+Added: Net income including non-controlling interests 44 21
+Added: net income attributable to non-controlling interests — ( 9 )
+Added: Net income attributable to common shareholders $ 44 $ 12
+Added: Earnings per share:
Basic $ 0.18 $ 0.05
2 unchanged sentences
AMENTUM HOLDINGS, INC.
−Removed: CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
+Added: CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in millions)
−Removed: Three Months Ended Nine Months Ended
−Removed: June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024
−Removed: Net income (loss) including non-controlling interests $ ( 1 ) $ ( 24 ) $ 22 $ ( 105 )
−Removed: Other comprehensive income (loss):
−Removed: Net unrealized gain (loss) on interest rate swaps — 3 15 ( 11 )
+Added: Three Months Ended
+Added: January 2, 2026 December 27, 2024
+Added: Net income including non-controlling interests $ 44 $ 21
+Added: Other comprehensive income:
+Added: Net unrealized gain on interest rate swaps 1 22
Foreign currency translation adjustments ( 1 ) ( 18 )
−Removed: Pension adjustments ( 1 ) ( 1 ) ( 1 ) ( 2 )
−Removed: Other comprehensive income (loss) 14 2 22 ( 9 )
−Removed: Income tax (provision) benefit related to items of other comprehensive income (loss) — — ( 2 ) 2
−Removed: Other comprehensive income (loss), net of tax 14 2 20 ( 7 )
−Removed: Comprehensive income (loss) 13 ( 22 ) 42 ( 112 )
−Removed: Net income (loss) attributable to non-controlling interests 11 ( 2 ) 4 ( 3 )
−Removed: Comprehensive income (loss) attributable to common shareholders $ 24 $ ( 24 ) $ 46 $ ( 115 )
+Added: Other comprehensive income — 4
+Added: Income tax provision related to items of other comprehensive income — ( 4 )
+Added: Other comprehensive income, net of tax — —
+Added: Comprehensive income 44 21
+Added: Net income attributable to non-controlling interests — ( 9 )
+Added: Comprehensive income attributable to common shareholders $ 44 $ 12
See notes to unaudited condensed consolidated financial statements
6 unchanged sentences
Shares Amount
−Removed: Balance at March 28, 2025 243 $ 2 $ 4,907 $ ( 511 ) $ 29 $ 4,427 $ 152 $ 4,579
−Removed: Net income (loss) including non-controlling interests — — — 10 — 10 ( 11 ) ( 1 )
−Removed: Other comprehensive income, net of tax — — — — 14 14 — 14
−Removed: Measurement period adjustments — — — — — — ( 9 ) ( 9 )
+Added: Balance at October 3, 2025 243 $ 2 $ 4,924 $ ( 461 ) $ 40 $ 4,505 $ 115 $ 4,620
+Added: Net income including non-controlling interests — — — 44 — 44 — 44
+Added: Issuances of common stock 1 — — — — — — —
Distributions to non-controlling interests — — — — — — ( 9 ) ( 9 )
−Removed: Equity based compensation and other — — 7 — — 7 ( 2 ) 5
−Removed: Balance at June 27, 2025 243 $ 2 $ 4,914 $ ( 501 ) $ 43 $ 4,458 $ 131 $ 4,589
−Removed: Additional Paid-in Capital Retained Deficit Accumulated Other Comprehensive Income Total Shareholders' Equity Attributable to Amentum Holdings, Inc.
−Removed: Non-controlling
−Removed: Interests Total Shareholders' Equity
−Removed: Balance at March 29, 2024 $ 776 $ ( 527 ) $ 39 $ 288 $ 36 $ 324
−Removed: Net loss including non-controlling interests — ( 26 ) — ( 26 ) 2 ( 24 )
−Removed: Other comprehensive income, net of tax — — 2 2 — 2
−Removed: Equity based compensation and other 1 — — 1 — 1
−Removed: Balance at June 28, 2024 $ 777 $ ( 553 ) $ 41 $ 265 $ 38 $ 303
+Added: Stock-based compensation and other — — 7 — — 7 — 7
+Added: Balance at January 2, 2026 244 $ 2 $ 4,931 $ ( 417 ) $ 40 $ 4,556 $ 106 $ 4,662
Common Stock Additional Paid-in Capital Retained Deficit Accumulated Other Comprehensive Income Total Shareholders' Equity Attributable to Amentum Holdings, Inc.
4 unchanged sentences
Net income including non-controlling interests — — — 12 — 12 9 21
−Removed: Other comprehensive income, net of tax — — — — 20 20 — 20
−Removed: Measurement period adjustments — — ( 63 ) — — ( 63 ) 66 3
Distributions to non-controlling interests — — — — — — ( 13 ) ( 13 )
−Removed: Equity based compensation and other — — 15 — — 15 ( 2 ) 13
−Removed: Balance at June 27, 2025 243 $ 2 $ 4,914 $ ( 501 ) $ 43 $ 4,458 $ 131 $ 4,589
−Removed: Additional Paid-in Capital Retained Deficit Accumulated Other Comprehensive Income Total Shareholders' Equity Attributable to Amentum Holdings, Inc.
−Removed: Non-controlling
−Removed: Interests Total Shareholders' Equity
−Removed: Balance at September 29, 2023 $ 772 $ ( 445 ) $ 48 $ 375 $ 41 $ 416
−Removed: Net (loss) income including non-controlling interests — ( 108 ) — ( 108 ) 3 ( 105 )
−Removed: Other comprehensive loss, net of tax — — ( 7 ) ( 7 ) — ( 7 )
−Removed: Distributions to non-controlling interests — — — — ( 2 ) ( 2 )
−Removed: Equity based compensation and other 5 — — 5 ( 4 ) 1
−Removed: Balance at June 28, 2024 $ 777 $ ( 553 ) $ 41 $ 265 $ 38 $ 303
+Added: Stock-based compensation and other — — 3 — — 3 — 3
+Added: Balance at December 27, 2024 243 $ 2 $ 4,965 $ ( 515 ) $ 23 $ 4,475 $ 88 $ 4,563
See notes to unaudited condensed consolidated financial statements
2 unchanged sentences
(in millions)
−Removed: Nine Months Ended
−Removed: June 27, 2025 June 28, 2024
+Added: Three Months Ended
+Added: January 2, 2026 December 27, 2024
Cash flows from operating activities
−Removed: Net income (loss) including non-controlling interests $ 22 $ ( 105 )
−Removed: Adjustments to reconcile net income (loss) including non-controlling interests to net cash provided by operating activities:
+Added: Net income including non-controlling interests $ 44 $ 21
+Added: Adjustments to reconcile net income including non-controlling interests to net cash (used in) provided by operating activities:
Depreciation 12 9
Amortization of intangibles 94 120
−Removed: Amortization of deferred loan costs and original issue discount 8 16
−Removed: Derivative instruments 8 34
Equity earnings of non-consolidated subsidiaries ( 21 ) ( 21 )
1 unchanged sentence
Deferred income taxes ( 3 ) ( 15 )
−Removed: Equity-based compensation 15 3
+Added: Stock-based compensation 7 3
Changes in assets and liabilities, net of effects of business acquisition:
2 unchanged sentences
Accounts payable, contract liabilities, and other current liabilities ( 99 ) ( 31 )
−Removed: Accrued employee compensation and benefits ( 9 ) 57
+Added: Accrued compensation and benefits ( 178 ) ( 6 )
Other long-term liabilities ( 12 ) ( 4 )
−Removed: Net cash provided by operating activities 273 160
+Added: Net cash (used in) provided by operating activities ( 136 ) 110
Cash flows from investing activities
−Removed: Acquisitions, net of cash acquired ( 70 ) —
−Removed: Divestitures, net of cash conveyed 358 —
Payments for property and equipment ( 6 ) ( 8 )
Contributions to equity method investments ( 42 ) ( 1 )
−Removed: Other 2 ( 1 )
−Removed: Net cash provided by (used in) investing activities 236 ( 8 )
+Added: Return of capital from equity method investments 15 —
+Added: Net cash used in investing activities ( 33 ) ( 8 )
Cash flows from financing activities
2 unchanged sentences
Repayments of borrowings under the credit agreement ( 9 ) —
−Removed: Repayments of borrowings under other agreements ( 7 ) ( 10 )
Distributions to non-controlling interests ( 9 ) ( 13 )
6 unchanged sentences
Supplemental disclosure of cash flow information
−Removed: Common stock issued for the Transaction $ ( 63 ) $ —
Income taxes paid, net of receipts $ ( 3 ) $ ( 6 )
6 unchanged sentences
(collectively with its subsidiaries, “we,” “us,” “our,” “Amentum,” or the “Company”) is a global advanced engineering and technology solutions provider to a broad base of U.S.
−Removed: and allied government agencies, supporting programs of critical national importance across energy and environmental, intelligence, space, defense, civilian and commercial end-markets.
−Removed: We offer a broad reach of capabilities including intelligence and counter threat solutions, data fusion and analytics, engineering and integration, environmental solutions, advanced test, training and readiness, and citizen solutions.
+Added: and allied government agencies, and customers in international and commercial markets, supporting programs of critical national importance across energy and environmental, intelligence, space, defense, civilian and commercial end-markets.
+Added: We offer a broad reach of capabilities including energy, environmental remediation, intelligence and counter threat solutions, data fusion and analytics, engineering and integration, advanced test, training and readiness, and citizen solutions.
As a leading provider of differentiated technology solutions, we have built a repertoire of deep customer knowledge, enabling us to engage our customers across multiple capabilities and markets.
−Removed: During the first quarter of fiscal year 2025, we announced the realignment of our reporting structure, which resulted in the identification of two reportable segments:
+Added: We conduct our business activities and report financial results as two reportable segments:
Digital Solutions (“DS”) and Global Engineering Solutions (“GES”).
The DS segment provides advanced digital and data-driven solutions including intelligence analytics, space system development, cybersecurity, and next generation IT across the federal government and commercial clients.
−Removed: The GES segment provides large-scale environmental remediation, clean energy, platform engineering, sustainment and supply chain management across all seven continents for the U.S.
+Added: The GES segment provides large-scale environmental remediation, nuclear power solutions, platform engineering, sustainment and supply chain management across all seven continents for the U.S.
government and allied nations.
−Removed: As a result of this change, prior year segment disclosures have been recast to reflect the current reportable segment structure.
−Removed: On September 27, 2024, the spin-off of the Jacobs Solutions Inc.
−Removed: (“Jacobs”) Critical Mission Solutions business and portions of the Jacobs Divergent Solutions business (and, together with the Critical Mission Solutions business, referred to as the “CMS Business” or “CMS”) merged with Amentum Parent Holdings LLC (collectively, the “Transaction”) with the surviving entity renamed Amentum Holdings, Inc.
−Removed: Amentum Parent Holdings LLC is considered the Company’s predecessor, and the historical financial statements of Amentum Parent Holdings LLC prior to September 27, 2024 are reflected in this Quarterly Report on Form 10-Q as the Company’s historical financial statements.
−Removed: Accordingly, the financial results of the Company prior to September 27, 2024 do not include the financial results of CMS, and current and future results will not be comparable to historical results.
−Removed: The accompanying unaudited condensed consolidated financial statements of the Company include the assets, liabilities, results of operations, comprehensive income (loss) and cash flows for the Company, including its wholly-owned subsidiaries and joint ventures that are majority-owned or otherwise controlled by the Company.
+Added: The accompanying unaudited condensed consolidated financial statements of the Company include the assets, liabilities, results of operations, comprehensive income and cash flows for the Company, including its wholly-owned subsidiaries and joint ventures that are majority-owned or otherwise controlled by the Company.
Certain information and note disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted, although the Company believes that the disclosures made are adequate to make the information presented not misleading.
1 unchanged sentence
In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments and reclassifications (all of which are of a normal, recurring nature) that are necessary for the fair presentation of the periods presented.
−Removed: It is suggested that these unaudited condensed consolidated financial statements be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Company’s latest annual report for the fiscal year ended September 27, 2024.
−Removed: The results of operations for the three and nine months ended June 27, 2025 are not necessarily indicative of the results to be expected for any subsequent interim period or for the full fiscal year.
+Added: It is suggested that these unaudited condensed consolidated financial statements be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Company’s latest annual report for the fiscal year ended October 3, 2025.
+Added: The results of operations for the three months ended January 2, 2026 are not necessarily indicative of the results to be expected for any subsequent interim period or for the full fiscal year.
Note 2 — Recent Accounting Pronouncements
Accounting Standards Updates Issued but Not Yet Adopted
−Removed: In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No.
−Removed: 2023-07, Segment Reporting (Topic 280):
−Removed: Improvements to Reportable Segment Disclosures , to improve reportable segment disclosure requirements.
−Removed: This update requires disclosure of significant segment expenses and other segment items in annual and interim periods.
−Removed: ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.
−Removed: The amendment requires retrospective application to all prior periods presented in the financial statements, and early adoption is permitted.
−Removed: We are currently evaluating the impacts of the new standard on our consolidated financial statements.
−Removed: In December 2023, the FASB issued ASU No.
+Added: In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No.
2023-09, Income Taxes (Topic 740):
1 unchanged sentence
This update requires disaggregated information about an entity’s effective tax rate reconciliation as well as information on income taxes paid.
−Removed: ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, and may be applied on a prospective or retrospective basis.
+Added: We plan to adopt ASU 2023-09 using the prospective approach beginning with our annual fiscal year 2026 financial statements.
+Added: In November 2024, the FASB issued ASU No.
+Added: 2024-03, Disaggregation of Income Statement Expenses , to enhance the transparency of certain expense disclosures.
+Added: The update requires disclosure of specific types of expenses included in certain expense captions presented on the face of the consolidated statements of operations.
+Added: ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and for interim reporting periods beginning after December 15, 2027, and may be applied on a prospective or retrospective basis.
Early adoption is permitted.
−Removed: We are currently evaluating the impacts of the new standard on our financial statement disclosures.
−Removed: Note 3 — Acquisition and Divestiture
−Removed: Acquisition of CMS
−Removed: On September 27, 2024, the Company completed its merger with CMS, a leading provider of mission-critical, technology-driven services in government and commercial markets, in a Reverse Morris Trust transaction.
−Removed: Immediately following the Transaction, the Company had approximately 243 million issued and outstanding shares of common stock, of which Jacobs and its shareholders (“CMS Shareholders”) owned 58.5 % of the issued and outstanding shares of common stock, and Amentum Joint Venture LP, our previous parent company (“AJVLP” and “Amentum Equityholder”) owned 37.0 %.
−Removed: Subsequently, Amentum Equityholder distributed its shares of our common stock to certain parties (collectively, “Sponsor Stockholder”).
−Removed: Further, 4.5 % of the issued and outstanding shares of common stock was placed in escrow at the merger date, to be released and delivered in the future to CMS Shareholders or to Amentum Equityholder, depending on the achievement of certain fiscal year 2024 targets by the CMS Business (“Additional Merger Consideration”).
−Removed: In March 2025, the Company and Jacobs finalized the Additional Merger Consideration and released all 4.5 % of the issued and outstanding shares of common stock out of escrow with 3.5 % of the issued and outstanding shares released to CMS Shareholders and the remaining 1.0 % of issued and outstanding shares to the Sponsor Stockholder.
−Removed: Under the acquisition method of accounting, total consideration exchanged for the CMS transaction is shown below and increased $ 7 million from September 27, 2024:
−Removed: (In millions, except per share amounts)
−Removed: Shares of Amentum Holdings, Inc.
−Removed: common stock issued to CMS shareholders 142
−Removed: Per share price of Amentum Holdings, Inc.
−Removed: common stock 25.67
−Removed: Fair value of common stock issued to CMS shareholders (1)
−Removed: Fair value of additional equity consideration issued to CMS shareholders (2)
−Removed: Final working capital settlement (3)
−Removed: Other consideration (4)
−Removed: Fair value of consideration transferred 3,948
−Removed: Fair value of previously held equity interest (5)
−Removed: Total consideration $ 4,032
−Removed: (1) Represents the fair value of equity consideration received by CMS Shareholders to provide 58.5 % ownership in the Company.
−Removed: (2) Represents the Additional Equity Consideration which was finalized in March 2025.
−Removed: The balance reflects a decrease in equity consideration issued to CMS Shareholders following a resolution to release an additional 1.0 % of the issued and outstanding shares of Amentum common stock back to Sponsor Stockholder.
−Removed: This balance is presented at fair value based on the acquisition-date share price and is included in the total purchase consideration in accordance with ASC 805.
−Removed: (3) Reflects a $ 70 million cash payment made based on the final net working capital position.
−Removed: This payment was made in the third quarter of fiscal year 2025 and is included in the total purchase consideration in accordance with ASC 805, as it represents an obligation attributable to pre-acquisition activities.
−Removed: (4) Represents other immaterial adjustments, including a) estimated equity consideration related to pre-combination share-based compensation awards, b) the settlement of CMS transaction costs paid by Amentum, and c) the removal of consideration related to the acquisition of non-controlling interests.
−Removed: (5) Prior to the Transaction, we held a non-controlling interest in a joint venture of 50 % which was accounted for under the equity method of accounting, with the remaining 40 % held by the CMS Business and 10 % held by an unrelated third party.
−Removed: As a result of the Transaction, the Company gained a controlling financial interest in the joint venture and it became a consolidated joint venture of the Company.
−Removed: This joint venture acquisition was accounted for as a business combination achieved in stages.
−Removed: Our pre-existing equity method investment in the joint venture was remeasured at an acquisition date fair value of $ 170 million by using a discounted cash flow model based on estimated future revenues, margins and discount rates, among other variables and estimates.
−Removed: Additionally, as of the acquisition date, the Company had a payable to the joint venture with a fair value of $ 1 million that was settled in connection with the acquisition.
−Removed: The Transaction was accounted for as a business combination.
−Removed: The Company assessed the fair value of the identifiable intangible assets including customer relationships and backlog, which were valued using the excess earnings method of the income approach.
−Removed: This method requires several judgments and assumptions to determine the fair value of the intangible assets including expected future cash flows, weighted-average cost of capital, discount rates, useful lives of assets and expected long-term growth rates.
−Removed: The goodwill recognized was attributable to the synergies expected to be achieved by combining the
−Removed: businesses of Amentum and CMS, expected future contracts and the acquired workforce.
−Removed: The goodwill is partially deductible for tax purposes.
−Removed: The purchase price was allocated, on a preliminary basis, to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date, with the excess purchase consideration recorded as goodwill.
−Removed: The Company is still evaluating the determination of fair values allocated to various assets and liabilities, including, but not limited to, intangible assets, accounts receivable, other current assets, property and equipment, equity method investments and joint ventures, other long-term assets, income taxes, deferred taxes, accounts payables, other current liabilities, contract liabilities, other long-term liabilities, non-controlling interests and goodwill.
−Removed: The allocation of the purchase price is preliminary and subject to change as the Company continues to obtain and assess relevant information that existed as of the acquisition date, including but not limited to, information pertaining to CMS’ legal proceedings, reserves, income taxes, contracts with customers, and pre-acquisition contingencies.
−Removed: Additionally, in connection and in accordance with the terms of the Transaction, prior to the spin-off and Transaction, CMS provided a cash payment to Jacobs of approximately $ 911 million, after adjustments based on the levels of cash, debt and working capital in the CMS Business.
−Removed: The Company expects to have sufficient information available to resolve these items within one year of the CMS acquisition date.
−Removed: The preliminary allocation of the purchase price is as follows:
−Removed: ( Amounts in millions)
−Removed: Preliminary Allocation of Purchase Price Measurement Period Adjustments, Net Preliminary Adjusted Allocation of Purchase Price
−Removed: Cash and cash equivalents $ 488 $ — $ 488
−Removed: Accounts receivable 1,043 ( 52 ) 991
−Removed: Prepaid expenses and other current assets 82 ( 5 ) 77
−Removed: Property and equipment 72 ( 2 ) 70
−Removed: Equity method investments 17 50 67
−Removed: Goodwill 2,665 253 2,918
−Removed: Intangible assets 1,860 ( 55 ) 1,805
−Removed: Other long-term assets 107 5 112
−Removed: Current portion of long-term debt ( 8 ) — ( 8 )
−Removed: Accounts payable ( 257 ) — ( 257 )
−Removed: Accrued compensation and benefits ( 285 ) — ( 285 )
−Removed: Contract liabilities ( 48 ) ( 48 ) ( 96 )
−Removed: Other current liabilities ( 98 ) ( 133 ) ( 231 )
−Removed: Long-term debt, net of current portion ( 1,122 ) — ( 1,122 )
−Removed: Deferred tax liabilities ( 353 ) 79 ( 274 )
−Removed: Other long-term liabilities ( 75 ) ( 19 ) ( 94 )
−Removed: Non-controlling interests ( 63 ) ( 66 ) ( 129 )
−Removed: Total consideration $ 4,025 $ 7 $ 4,032
−Removed: The estimated fair value of acquired backlog of $ 275 million is amortized on an accelerated basis over approximately 1 year and the estimated fair value of customer relationship intangible assets of $ 1,530 million is amortized on an accelerated basis over approximately 14 years.
−Removed: The fair value attributed to these intangible assets acquired was based on assumptions and other information compiled by management, including independent valuations that utilized established valuation techniques, and thus represents a Level 3 fair value measurement.
−Removed: The income approach was primarily used to value the intangible assets, consisting primarily of acquired program and contract intangibles and backlog.
−Removed: The income approach indicates value for an asset based on the present value of cash flow projected to be generated by the asset.
−Removed: Projected cash flow is discounted at a rate of return that reflects the relative risk of achieving the cash flow and the time value of money.
−Removed: Divestiture of Rapid Solutions
−Removed: On June 26, 2025, we completed the sale of a hardware and product business, Rapid Solutions, to Lockheed Martin Corporation for a purchase price of $ 360 million in cash.
−Removed: The sale of Rapid Solutions, which was part of the DS segment, was not classified as discontinued operations as it did not represent a strategic shift in our business.
+Added: We are currently evaluating the impacts of the new standard on our financial statements.
Note 3 — Revenues
4 unchanged sentences
Three Months Ended
−Removed: June 27, 2025 June 28, 2024
−Removed: (Amounts in millions) DS GES Total DS GES Total
−Removed: Department of Defense and U.S.
−Removed: Intelligence Community $ 865 $ 1,052 $ 1,917 $ 378 $ 1,047 $ 1,425
−Removed: Government Agencies 401 596 997 102 412 514
−Removed: Commercial and International 155 492 647 21 182 203
−Removed: Total revenues $ 1,421 $ 2,140 $ 3,561 $ 501 $ 1,641 $ 2,142
−Removed: Nine Months Ended
−Removed: June 27, 2025 June 28, 2024
+Added: January 2, 2026 December 27, 2024
(Amounts in millions) DS GES Total DS GES Total
−Removed: Department of Defense and U.S.
+Added: Department of War and U.S.
Intelligence Community $ 711 $ 1,025 $ 1,736 $ 722 $ 1,046 $ 1,768
4 unchanged sentences
Three Months Ended
−Removed: June 27, 2025 June 28, 2024
−Removed: (Amounts in millions) DS GES Total DS GES Total
−Removed: Cost-plus-fee $ 952 $ 1,348 $ 2,300 $ 249 $ 1,032 $ 1,281
−Removed: Fixed-price 336 481 817 160 444 604
−Removed: Time-and-materials 133 311 444 92 165 257
−Removed: Total revenues $ 1,421 $ 2,140 $ 3,561 $ 501 $ 1,641 $ 2,142
−Removed: Nine Months Ended
−Removed: June 27, 2025 June 28, 2024
+Added: January 2, 2026 December 27, 2024
(Amounts in millions) DS GES Total DS GES Total
5 unchanged sentences
Three Months Ended
−Removed: June 27, 2025 June 28, 2024
−Removed: (Amounts in millions) DS GES Total DS GES Total
−Removed: Prime contractor $ 1,301 $ 1,896 $ 3,197 $ 449 $ 1,483 $ 1,932
−Removed: Subcontractor 120 244 364 52 158 210
−Removed: Total revenues $ 1,421 $ 2,140 $ 3,561 $ 501 $ 1,641 $ 2,142
−Removed: Nine Months Ended
−Removed: June 27, 2025 June 28, 2024
+Added: January 2, 2026 December 27, 2024
(Amounts in millions) DS GES Total DS GES Total
4 unchanged sentences
Three Months Ended
−Removed: June 27, 2025 June 28, 2024
−Removed: (Amounts in millions) DS GES Total DS GES Total
−Removed: United States $ 1,360 $ 1,327 $ 2,687 $ 428 $ 1,109 $ 1,537
−Removed: International 61 813 874 73 532 605
−Removed: Total revenues $ 1,421 $ 2,140 $ 3,561 $ 501 $ 1,641 $ 2,142
−Removed: Nine Months Ended
−Removed: June 27, 2025 June 28, 2024
+Added: January 2, 2026 December 27, 2024
(Amounts in millions) DS GES Total DS GES Total
4 unchanged sentences
Changes in estimated contract earnings at completion using the cumulative catch-up method of accounting were recognized in revenues as follows:
−Removed: Three Months Ended Nine Months Ended
+Added: Three Months Ended
( Amounts in millions)
−Removed: June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024
+Added: January 2, 2026 December 27, 2024
Favorable earnings at completion adjustments $ 47 $ 32
3 unchanged sentences
$ 0.07 $ 0.02
−Removed: (1) The impact on diluted loss per share attributable to common shareholders is calculated using our statutory tax rate.
+Added: (1) The impact on diluted earnings per share attributable to common shareholders is calculated using our statutory tax rate.
Remaining Performance Obligations
−Removed: As of June 27, 2025, we had a remaining performance obligations balance of $ 9.5 billion and expect to recognize approximately 73 % and 88 % of the remaining performance obligations balance as revenues over the next 12 and 24 months, respectively, with the remainder to be recognized thereafter.
+Added: As of January 2, 2026, we had a remaining performance obligations balance of $ 10.8 billion and expect to recognize approximately 76 % and 90 % of the remaining performance obligations balance as revenues over the next 12 and 24 months, respectively, with the remainder to be recognized thereafter.
Note 4 — Contract Balances
The Company's contract balances consisted of the following (in millions):
−Removed: Description of Contract Related Balance Classification June 27, 2025 September 27, 2024
+Added: Description of Contract Related Balance Classification January 2, 2026 October 3, 2025
Billed and billable receivables Accounts receivable, net $ 1,446 $ 1,514
2 unchanged sentences
Long-term contract assets Other long-term assets 70 90
+Added: Related party contract liabilities - deferred revenues and other contract liabilities Contract liabilities ( 7 ) ( 15 )
Contract liabilities - deferred revenues and other contract liabilities Contract liabilities ( 196 ) ( 212 )
Contract assets primarily relate to accruals for reimbursable costs and fees in which our right to consideration is conditional.
−Removed: Long-term contract assets relate to a prior acquisition and are discussed further in Note 14 — Legal Proceedings and Commitments and Contingencies.
−Removed: The Company has related party receivables due from our equity method investments, discussed further in Note 10 — Joint Ventures.
−Removed: During the three and nine months ended June 27, 2025, we recognized revenues of $ 11 million and $ 84 million, respectively, compared with $ 5 million and $ 87 million of revenues during the three and nine months ended June 28, 2024, respectively, that was included in Contract liabilities as of September 27, 2024 and September 29, 2023, respectively.
+Added: Long-term contract assets relate to a prior acquisition.
+Added: We recognized revenues of $ 127 million and $ 65 million during the three months ended January 2, 2026 and December 27, 2024, respectively, that was included in Contract liabilities as of October 3, 2025 and September 27, 2024, respectively.
Note 5 — Sales of Receivables
1 unchanged sentence
Government receivables.
−Removed: In December 2024, the Company amended its MARPA with the Purchaser to increase the maximum amount of eligible receivables that can be sold up to a maximum amount of $ 400 million.
+Added: In December 2024, we amended the MARPA with the Purchaser to increase the maximum amount of eligible receivables that can be sold up to a maximum amount of $ 400 million.
Under the MARPA, the Company can sell certain eligible receivables without recourse for any U.S.
1 unchanged sentence
The Company's MARPA activity consisted of the following (in millions):
−Removed: As of and for the Nine Months Ended
−Removed: June 27, 2025 June 28, 2024
+Added: As of and for the Three Months Ended
+Added: January 2, 2026 December 27, 2024
Beginning balance:
5 unchanged sentences
Remaining sold receivables $ 200 $ 166
−Removed: (1) For the nine months ended June 27, 2025 and June 28, 2024, the Company recorded a net cash inflow of $ 42 million and $ 175 million in its cash flows from operating activities, respectively, from sold receivables.
+Added: (1) For the three months ended January 2, 2026 and December 27, 2024, the Company recorded a net cash inflow of $ 64 million and $ 7 million in its cash flows from operating activities, respectively, from sold receivables.
MARPA cash flows are calculated as the change in the outstanding balance during the fiscal year.
−Removed: (2) Includes the cash collected on behalf of but not yet remitted to the Purchaser as of June 27, 2025 and June 28, 2024.
−Removed: This balance is included in Other accrued liabilities as of the balance sheet date.
+Added: (2) Includes the cash collected on behalf of but not yet remitted to the Purchaser as of January 2, 2026 and December 27, 2024.
+Added: This balance is included in Other current liabilities as of the balance sheet date.
Note 6 — Goodwill and Intangible Assets
−Removed: The table below presents changes in the carrying amount of goodwill by reportable segment for the periods presented:
−Removed: (Amounts in millions) DS GES Total
−Removed: Balance as of September 27, 2024
−Removed: $ 2,412 $ 3,144 $ 5,556
−Removed: Measurement period adjustments (1)
−Removed: Divestitures ( 193 ) — ( 193 )
−Removed: Balance as of June 27, 2025
−Removed: $ 2,242 $ 3,374 $ 5,616
−Removed: (1) Represents changes to goodwill resulting from measurement period adjustments recorded in fiscal year 2025 associated with the acquisition of CMS purchase price allocation.
−Removed: During the first quarter of fiscal year 2025, we amended our organization structure.
−Removed: We performed an interim goodwill impairment test both before and after the business realignment and did not record an impairment charge as a result of the tests.
+Added: The carrying amount of goodwill for our reportable segments, DS and GES, was $ 2,260 million and $ 3,443 million, respectively, as of both January 2, 2026 and October 3, 2025.
Intangible Assets
Intangible assets, net consisted of the following:
−Removed: June 27, 2025 September 27, 2024
+Added: January 2, 2026 October 3, 2025
(Amounts in millions) Gross
7 unchanged sentences
Total intangible assets, net $ 3,275 $ ( 1,414 ) $ 1,861 $ 3,275 $ ( 1,320 ) $ 1,955
−Removed: Amortization expense was $ 118 million and $ 358 million for the three and nine months ended June 27, 2025, respectively, and $ 57 million and $ 171 million for the three and nine months ended June 28, 2024, respectively.
+Added: Amortization expense was $ 94 million and $ 120 million for the three months ended January 2, 2026 and December 27, 2024, respectively.
Note 7 — Income Taxes
−Removed: The Company's effective tax rate was 108.3 % and 72.8 % for the three and nine months ended June 27, 2025, respectively, and ( 9.1 )% and ( 52.2 )% for the three and nine months ended June 28, 2024, respectively.
+Added: The Company's effective tax rate was 31.3 % and 53.3 % for the three months ended January 2, 2026 and December 27, 2024, respectively.
The most significant item contributing to the difference between the statutory U.S.
−Removed: federal corporate tax rate of 21.0% and the Company’s effective tax rate for the three and nine months ended June 27, 2025 and June 28, 2024 was an increase in the valuation allowance against the deferred tax asset related to disallowed interest expense of $ 18 million and $ 46 million, respectively, for the three and nine months ended June 27, 2025, and $ 8 million and $ 52 million, respectively, for the three and nine months ended June 28, 2024.
−Removed: On July 4, 2025, the One Big, Beautiful Bill Act (“OBBBA”) was passed.
−Removed: The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of certain tax treatments for certain business provisions.
+Added: federal corporate tax rate of 21.0% and the Company’s effective tax rate for the three months ended January 2, 2026 and December 27, 2024 was an increase in the valuation allowance against the deferred tax asset related to disallowed interest expense of $ 4 million and $ 12 million, respectively.
+Added: On July 4, 2025, the One Big, Beautiful Bill Act (“OBBBA”) was enacted, introducing several significant amendments to U.S.
+Added: income tax legislation including the permanent restoration of EBITDA as the basis for computing business interest expense limitations and the immediate expensing of research expenditures.
The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027.
−Removed: We are currently assessing the impact on our consolidated financial statements.
+Added: We have incorporated these amendments into our fiscal year 2025 and 2026 income tax provisions, as applicable, which impacted the realizability of our deferred tax assets and valuation allowance assessment.
Note 8 — Debt
Debt consisted of the following:
−Removed: (Amounts in millions) June 27, 2025 September 27, 2024
+Added: (Amounts in millions) January 2, 2026 October 3, 2025
Term Loan $ 2,991 $ 3,000
5 unchanged sentences
Total long-term debt, net of current portion $ 3,894 $ 3,901
−Removed: As amended, the Company’s senior secured credit facility (the “Credit Facility”) consists of a seven year , $ 3,750 million term facility (“Term Loan”) and a five year , $ 850 million revolving facility (“Revolver”), including a $ 200 million letter of credit subfacility and a $ 100 million swingline subfacility.
+Added: As amended, the Company’s senior secured credit facility (the “Credit Facility”) consists of our term facility (“Term Loan”) maturing on September 27, 2031 and a $ 850 million revolving facility (“Revolver”) maturing on September 27, 2029, which includes a $ 200 million letter of credit subfacility and a $ 100 million swingline subfacility.
The interest rates applicable to the Term Loan are floating interest rates equal to an Alternate Base Rate or Adjusted Term Secured Overnight Financing Rate plus an applicable margin based upon net leverage ratio.
−Removed: The Term Loan matures on September 27, 2031 and requires quarterly principal amortization payments of $ 9 million, which commenced on March 31, 2025, with the remainder of the principal thereunder being due at maturity.
−Removed: The Revolver matures on September 27, 2029.
−Removed: In the third quarter of fiscal years 2024 and 2025, we made additional principal payments on our outstanding debt.
−Removed: On May 31, 2024, we made a $ 150 million voluntary principal payment on the previous Second Lien Tranche 1 Term Facility and on June 27, 2025, we made an approximate $ 191 million voluntary principal payment on the Term Loan.
−Removed: Additionally, on July 31, 2025, we made a $ 250 million voluntary principal payment on the Term Loan.
−Removed: On September 27, 2024, in connection with the consummation of the Transaction, we repaid all outstanding borrowings under the prior first lien term facilities and the second lien term facilities and entered into the Credit Facility.
−Removed: As of June 27, 2025 and September 27, 2024, the available borrowing capacity under the Credit Facility was $ 769 million and $ 808 million, respectively, and included $ 81 million and $ 42 million, respectively, in issued letters of credit.
−Removed: As of June 27, 2025 and September 27, 2024, there were no amounts borrowed under the Revolver.
+Added: The Term Loan requires quarterly principal amortization payments of $ 9 million, which commenced on March 31, 2025, with the remainder of the principal thereunder being due at maturity.
+Added: As of January 2, 2026 and October 3, 2025, the available borrowing capacity under the Credit Facility was $ 768 million and $ 766 million, respectively, and included $ 82 million and $ 84 million, respectively, in issued letters of credit.
+Added: As of January 2, 2026 and October 3, 2025, there were no amounts borrowed under the Revolver.
In August 2024, the Company completed an offering of $ 1,000 million in aggregate principal amount of 7.250 % senior notes due August 1, 2032 (the “Senior Notes”).
2 unchanged sentences
Each of the credit agreement and indenture requires us to comply with certain representations and warranties, customary affirmative and negative covenants and, in the case of the Revolver, under certain circumstances, a financial covenant.
−Removed: We were in compliance with all covenants as of June 27, 2025.
+Added: We were in compliance with all covenants as of January 2, 2026.
Cash Flow Hedges
3 unchanged sentences
The swaps mature at various dates through January 31, 2027.
−Removed: The change in fair value of the interest rate swaps is presented within accumulated other comprehensive income on our consolidated balance sheet and subsequently reclassified into interest expense and other, net on our consolidated statements of income and comprehensive loss in the period when the hedged transaction affects earnings.
+Added: The change in fair value of the interest rate swaps is presented within accumulated other comprehensive income on our consolidated balance sheet and subsequently reclassified into interest expense and other, net on our consolidated statements of operations and comprehensive income in the period when the hedged transaction affects earnings.
Note 9 — Joint Ventures
1 unchanged sentence
Joint ventures, the combination of two or more partners, are generally formed for a specific project.
−Removed: Management of the joint venture is typically controlled by a joint venture executive committee, comprised of representatives from the joint
−Removed: venture partners.
+Added: Management of the joint venture is typically controlled by a joint venture executive committee, comprised of representatives from the joint venture partners.
The joint venture executive committee normally provides management oversight and controls decisions which could have a significant impact on the joint venture.
3 unchanged sentences
• a VIE that does not require consolidation and is treated as an equity method investment because the Company is not the primary beneficiary or the joint venture is not a VIE and the Company does not hold the majority voting interest.
−Removed: The following table presents selected financial information for our consolidated joint ventures that are VIEs as of June 27, 2025 and September 27, 2024:
−Removed: (Amounts in millions) June 27, 2025 September 27, 2024
+Added: The following table presents selected financial information for our consolidated joint ventures that are VIEs as of January 2, 2026 and October 3, 2025:
+Added: (Amounts in millions) January 2, 2026 October 3, 2025
Cash and cash equivalents $ 116 $ 167
Current assets 192 191
−Removed: Non-current assets — 2
Total assets $ 308 $ 358
Current liabilities $ 119 $ 146
−Removed: Non-current liabilities — 1
Total liabilities 119 146
3 unchanged sentences
Total liabilities and equity $ 308 $ 358
−Removed: The following table presents selected financial information for our consolidated joint ventures that are VIEs for the three and nine months ended June 27, 2025 and June 28, 2024:
−Removed: Three Months Ended Nine Months Ended
−Removed: (Amounts in millions) June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024
+Added: The following table presents selected financial information for our consolidated joint ventures that are VIEs for the three months ended January 2, 2026 and December 27, 2024:
+Added: Three Months Ended
+Added: (Amounts in millions) January 2, 2026 December 27, 2024
Revenues $ 249 $ 376
1 unchanged sentence
Net income including non-controlling interests 23 39
−Removed: The Company has an ownership share in more than 20 active joint ventures that are accounted for as equity method investments and the Company’s ownership percentages generally range from 25 % to 50 %.
−Removed: Related party receivables due from our equity method investments were $ 79 million and $ 37 million as of June 27, 2025 and September 27, 2024, respectively.
+Added: The Company has an ownership share in approximately 30 active joint ventures that are accounted for as equity method investments and the Company’s ownership percentages generally range from 25 % to 50 %.
+Added: Related party receivables due from our equity method investments were $ 63 million as of both January 2, 2026 and October 3, 2025.
These receivables are a result of items purchased and services rendered by us on behalf of our equity method investments.
We have assessed these receivables as having minimal collection risk based on our historic experience with these joint ventures and our inherent influence through our ownership interest.
−Removed: The related party revenues earned from our equity method investments was $ 110 million and $ 199 million for the three and nine months ended June 27, 2025, respectively, and $ 17 million and $ 50 million for the three and nine months ended June 28, 2024, respectively.
+Added: The related party revenues earned from our equity method investments was $ 50 million and $ 44 million for the three months ended January 2, 2026 and December 27, 2024, respectively.
Many of our joint ventures only perform on a single contract.
The modification or termination of a contract under a joint venture could trigger an impairment in the fair value of our investment in these entities.
−Removed: In the aggregate, our maximum exposure to losses was $ 198 million related to our equity method investments as of June 27, 2025.
+Added: In the aggregate, our maximum exposure to losses was $ 218 million related to our equity method investments as of January 2, 2026.
Note 10 — Accumulated Other Comprehensive Income (Loss)
−Removed: The accumulated balances and reporting period activities for the three and nine months ended June 27, 2025 and June 28, 2024 related to accumulated other comprehensive income (loss) are summarized as follows:
−Removed: Gain (Loss) on Derivative Instruments Foreign Currency Translation Adjustments Pension Related Adjustments Income Tax (Provision) Benefit Related to Items of Other Comprehensive Income (Loss) Accumulated Other Comprehensive Income (Loss)
−Removed: (Amounts in millions)
−Removed: Balance at March 28, 2025 $ ( 7 ) $ ( 4 ) $ 55 $ ( 15 ) $ 29
−Removed: Other comprehensive income (loss) before reclassification 1 15 ( 1 ) — 15
−Removed: Amounts reclassified from accumulated other comprehensive income (loss) ( 1 ) — — — ( 1 )
−Removed: Balance at June 27, 2025 $ ( 7 ) $ 11 $ 54 $ ( 15 ) $ 43
−Removed: Gain (Loss) on Derivative Instruments Foreign Currency Translation Adjustments Pension Related Adjustments Income Tax (Provision) Benefit Related to Items of Other Comprehensive Income (Loss) Accumulated Other Comprehensive Income (Loss)
+Added: The accumulated balances and reporting period activities for the three months ended January 2, 2026 and December 27, 2024 related to accumulated other comprehensive income (loss) are summarized as follows:
+Added: Gain (Loss) on Derivative Instruments Foreign Currency Translation Adjustments Pension Related Adjustments Income Tax Provision Related to Items of Other Comprehensive Income Accumulated Other Comprehensive Income
(Amounts in millions)
−Removed: Balance at March 29, 2024 $ 11 $ ( 1 ) $ 45 $ ( 16 ) $ 39
+Added: Balance at October 3, 2025 $ ( 8 ) $ 6 $ 57 $ ( 15 ) $ 40
Other comprehensive income (loss) before reclassification 1 ( 1 ) — — —
−Removed: Amounts reclassified from accumulated other comprehensive income (loss) ( 6 ) — ( 1 ) 1 ( 6 )
−Removed: Balance at June 28, 2024 $ 14 $ ( 1 ) $ 44 $ ( 16 ) $ 41
−Removed: Gain (Loss) on Derivative Instruments Foreign Currency Translation Adjustments Pension Related Adjustments Income Tax (Provision) Benefit Related to Items of Other Comprehensive Income (Loss) Accumulated Other Comprehensive Income (Loss)
+Added: Balance at January 2, 2026 $ ( 7 ) $ 5 $ 57 $ ( 15 ) $ 40
+Added: Gain (Loss) on Derivative Instruments Foreign Currency Translation Adjustments Pension Related Adjustments Income Tax Provision Related to Items of Other Comprehensive Income Accumulated Other Comprehensive Income (Loss)
(Amounts in millions)
2 unchanged sentences
Amounts reclassified from accumulated other comprehensive income (loss) ( 3 ) — — — ( 3 )
−Removed: Balance at June 27, 2025 $ ( 7 ) $ 11 $ 54 $ ( 15 ) $ 43
−Removed: Gain (Loss) on Derivative Instruments Foreign Currency Translation Adjustments Pension Related Adjustments Income Tax (Provision) Benefit Related to Items of Other Comprehensive Income (Loss) Accumulated Other Comprehensive Income (Loss)
−Removed: (Amounts in millions)
−Removed: Balance at September 29, 2023 $ 25 $ ( 5 ) $ 46 $ ( 18 ) $ 48
−Removed: Other comprehensive income before reclassification — 4 — — 4
−Removed: Amounts reclassified from accumulated other comprehensive income (loss) ( 11 ) — ( 2 ) 2 ( 11 )
−Removed: Balance at June 28, 2024 $ 14 $ ( 1 ) $ 44 $ ( 16 ) $ 41
+Added: Balance at December 27, 2024 $ — $ ( 15 ) $ 55 $ ( 17 ) $ 23
Note 11 — Segment Information
−Removed: In the first quarter of fiscal year 2025, we amended our organizational structure, which resulted in the identification of two reportable segments:
−Removed: Digital Solutions (“DS”) and Global Engineering Solutions (“GES”).
−Removed: The DS segment provides advanced digital and data-driven solutions including intelligence analytics, space system development, cybersecurity, and next generation IT across the federal government and commercial clients.
−Removed: The GES segment provides large-scale environmental remediation, clean energy, platform engineering, sustainment and supply chain management across all seven continents for the U.S.
+Added: We operate our business activities and report financial results as two reportable segments:
+Added: Digital Solutions and Global Engineering Solutions.
+Added: The Digital Solutions segment provides advanced digital and data-driven solutions including intelligence analytics, space system development, cybersecurity, and next generation IT across the federal government and commercial clients.
+Added: The Global Engineering Solutions segment provides large-scale environmental remediation, nuclear power solutions, platform engineering, sustainment and supply chain management across all seven continents for the U.S.
government and allied nations.
1 unchanged sentence
The CODM evaluates the performance of our segments based on revenues and Adjusted EBITDA.
−Removed: Prior year performance measures have been recast to reflect the current reportable segment structure.
The Company’s segment revenues were as follows:
−Removed: Three Months Ended Nine Months Ended
−Removed: (Amounts in millions) June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024
+Added: Three Months Ended
+Added: (Amounts in millions) January 2, 2026 December 27, 2024
DS $ 1,337 $ 1,286
1 unchanged sentence
Total $ 3,237 $ 3,416
−Removed: Adjusted EBITDA is most comparable to net income (loss) attributable to common shareholders prepared based on GAAP.
−Removed: The Company defines Adjusted EBITDA as net income (loss) attributable to common shareholders adjusted for interest expense and other, net, provision for income taxes, depreciation and amortization, and certain discrete items that are not considered in the evaluation of ongoing operating performance.
−Removed: These discrete items include acquisition, transaction, and integration costs, non-cash gains and losses, loss on extinguishment of debt, utilization of certain fair market value adjustments assigned in purchase accounting, and share-based compensation.
+Added: Adjusted EBITDA is most comparable to net income attributable to common shareholders prepared based on GAAP.
+Added: The Company defines Adjusted EBITDA as net income attributable to common shareholders adjusted for interest expense and other, net, provision for income taxes, depreciation and amortization, and certain discrete items that are not considered in the evaluation of ongoing operating performance.
+Added: These discrete items include acquisition, transaction, and integration costs, utilization of certain fair market value adjustments assigned in purchase accounting, and stock-based compensation.
While we believe Adjusted EBITDA is a useful metric in evaluating operating performance by allowing better evaluation of underlying segment performance and better period-to-period comparability, it is not a metric defined by GAAP and may not be comparable to non-GAAP metrics presented by other companies.
−Removed: The following table reconciles segment Adjusted EBITDA to net income (loss) attributable to common shareholders:
−Removed: Three months ended Nine months ended
−Removed: (Amounts in millions) June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024
−Removed: Adjusted EBITDA by segment
−Removed: DS $ 114 $ 40 $ 321 $ 118
−Removed: GES 160 118 483 350
+Added: The following table reconciles segment Adjusted EBITDA to net income attributable to common shareholders:
+Added: Three months ended
+Added: January 2, 2026 December 27, 2024
+Added: (Amounts in millions) DS GES Total DS GES Total
+Added: Revenues $ 1,337 $ 1,900 $ 3,237 $ 1,286 $ 2,130 $ 3,416
+Added: Cost of revenues ( 1,185 ) ( 1,726 ) ( 2,911 ) ( 1,137 ) ( 1,918 ) ( 3,055 )
+Added: Other segment expenses (1)
+Added: ( 49 ) ( 14 ) ( 63 ) ( 49 ) ( 50 ) ( 99 )
Adjusted EBITDA attributable to Amentum Holdings, Inc.
$ 103 $ 160 $ 263 $ 100 $ 162 $ 262
−Removed: Depreciation expense ( 11 ) ( 5 ) ( 29 ) ( 17 )
+Added: Depreciation ( 12 ) ( 9 )
Amortization of intangibles ( 94 ) ( 120 )
Interest expense and other, net ( 74 ) ( 87 )
−Removed: Loss on extinguishment of debt ( 3 ) ( 3 ) ( 3 ) ( 3 )
Non-controlling interests — 9
Acquisition, transaction and integration costs (2)
−Removed: ( 32 ) ( 9 ) ( 62 ) ( 20 )
Utilization of fair market value adjustments (3)
−Removed: Share-based compensation (3)
−Removed: ( 7 ) ( 1 ) ( 15 ) ( 3 )
−Removed: Income (loss) before income taxes 12 ( 22 ) 81 ( 69 )
+Added: Stock-based compensation (4)
+Added: Income before income taxes 64 45
Provision for income taxes ( 20 ) ( 24 )
−Removed: Net income (loss) including non-controlling interests ( 1 ) ( 24 ) 22 ( 105 )
−Removed: Net income (loss) attributable to non-controlling interests 11 ( 2 ) 4 ( 3 )
−Removed: Net income (loss) attributable to common shareholders $ 10 $ ( 26 ) $ 26 $ ( 108 )
+Added: Net income including non-controlling interests 44 21
+Added: Net income attributable to non-controlling interests — ( 9 )
+Added: Net income attributable to common shareholders $ 44 $ 12
+Added: (1) Represents the difference between segment revenues, costs of revenues, and Adjusted EBITDA attributable to Amentum Holdings, Inc.
+Added: Other segment expenses primarily includes selling, general, and administrative expenses, and equity earnings of non-consolidated subsidiaries and excludes certain discrete items that are not considered in the evaluation of ongoing performance.
(2) Represents acquisition, transaction and integration costs, including severance, retention, and other adjustments related to acquisition and integration activities.
(3) Represents the periodic utilization of the fair market value adjustments assigned to certain equity method investments and non-controlling interests based on the remaining period of performance for the related contract.
−Removed: (3) Represents non-cash compensation expenses recognized for share based arrangements.
+Added: (4) Represents non-cash compensation expenses recognized for stock-based arrangements.
Asset information by segment is not a key measure of performance used by the CODM.
−Removed: Note 13 — Earnings (Loss) Per Share
−Removed: For the three and nine months ended June 28, 2024, the Company retrospectively adjusted the weighted average shares used in determining loss per share to reflect the conversion of the ownership interests of Amentum Parent Holdings LLC held by AJVLP that converted into 90,021,804 shares of the Company’s common stock at Transaction close.
−Removed: There were no anti-dilutive shares for the three and nine months ended June 28, 2024.
−Removed: Basic and diluted earnings (loss) per share are computed as follows (in millions, except per share data):
−Removed: Three Months Ended Nine Months Ended
−Removed: June 27, 2025 June 28, 2024 June 27, 2025 June 28, 2024
−Removed: Net income (loss) attributable to common shareholders $ 10 $ ( 26 ) $ 26 $ ( 108 )
+Added: Note 12 — Earnings Per Share
+Added: Basic and diluted earnings per share are computed as follows (in millions, except per share data):
+Added: Three Months Ended
+Added: January 2, 2026 December 27, 2024
+Added: Net income attributable to common shareholders $ 44 $ 12
Weighted-average number of basic shares outstanding during the period 244 243
Weighted-average number of diluted shares outstanding during the period 244 243
−Removed: Basic earnings (loss) per share $ 0.04 $ ( 0.29 ) $ 0.11 $ ( 1.20 )
−Removed: Diluted earnings (loss) per share $ 0.04 $ ( 0.29 ) $ 0.11 $ ( 1.20 )
+Added: Basic earnings per share $ 0.18 $ 0.05
+Added: Diluted earnings per share $ 0.18 $ 0.05
Note 13 — Legal Proceedings and Commitments and Contingencies
4 unchanged sentences
In management’s opinion, audit adjustments that may result from audits not yet completed or started are not expected to have a material adverse effect on the Company’s operations and liquidity.
−Removed: Pending Litigation and Claims
−Removed: Department of Energy Claims
−Removed: In January 2020, the Company purchased assets and assumed liabilities associated with AECOM Energy & Construction, Inc.
−Removed: (the “Acquired Affiliate”) from AECOM (the “Seller”).
−Removed: At the time of the acquisition, the Acquired Affiliate had pending claims against the U.S.
−Removed: Department of Energy (“DOE”) related to a contract performed prior to the acquisition.
−Removed: The Company and the Seller agreed that all future claim recoveries and costs with the DOE would be split 10 % to the Company and 90 % to the Seller.
−Removed: Following the DOE’s denial of the claims, on December 20, 2020, the Acquired Affiliate filed an appeal of these decisions in the U.S.
−Removed: Court of Federal Claims.
−Removed: The Company has estimated and recorded $ 138 million within other long-term assets on the balance sheet and $ 125 million within other long-term liabilities on the balance sheet representing the Company’s payable to the Seller related to this matter.
−Removed: No changes to these amounts have been recorded since the acquisition.
−Removed: The Company intends to cooperate with the Seller in the pursuit of all claimed amounts but can provide no certainty that the Company will recover the claims.
−Removed: The Company does not believe any additional incurred claims or costs related to this matter will have a material adverse effect on the Company’s results of operations.
Government Investigations
4 unchanged sentences
Government contracting.
−Removed: Government investigations often take years to
−Removed: complete and may result in adverse action against us.
+Added: Government investigations often take years to complete and may result in adverse action against us.
Any adverse actions arising from such matters could have a material effect on our ability to invoice and receive timely payment on our contracts, perform contracts or compete for contracts with the U.S.
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.