What the changes say
- Fluor is restructuring risks regarding government contracting and strategic divestitures.
- The company updated exposure to NuScale stake monetization by Q2 2026.
- Macroeconomic risk factors now explicitly include tariffs alongside inflation and interest rates.
What changed since the prior 10-K
New
- New
We operate in a complex and rapidly changing global environment that involves numerous known and unknown risks and uncertainties that could materially adversely affect our business, financial condition, results of operations, and stock price
General boilerplate warning that unknown risks could adversely affect the business and stock price.
- NewRisks Related to our Operations
Contracts with or funded by the U.S. government pose additional risks compared to contracts with or wholly-funded by private sector clients
U.S. government contracts with the DOE and DOD face funding delays, government shutdowns, sequestration, and strict oversight audits.
Dropped
- DroppedRisks Related to our Operations
Our U.S. government contracts and contracting rights may be terminated or otherwise adversely impacted at any time, and our inability to win or renew government contracts during regulated procurement processes could harm our operations and reduce our projects and revenues
Reworded
- 97% rewrittenRisks Related to our Operations
We may be unsuccessful in implementing our strategic initiatives
Added a target to monetize remaining NuScale shares by the end of Q2 2026, noting risks from market volatility and trading prices.
- 26% rewrittenRisks Related to our Operations
We are vulnerable to the cyclical nature of the markets we serve
Added tariffs and commodity prices to the macroeconomic factors affecting client capital spending and demand for services.
- 21% rewrittenRisks Related to our Operations
Climate-related events, natural disasters and related environmental issues could have a material adverse impact on us
Minor phrasing updates regarding climate-related and environmental risks affecting office and project locations.
Was: Climate change, natural disasters and related environmental issues could have a material adverse impact on us
All 42 risk factors
Headings as the filing states them, in filing order.
Other
- 01We operate in a complex and rapidly changing global environment that involves numerous known and unknown risks and uncertainties that could materially adversely affect our business, financial condition, results of operations, and stock priceNew
Risks Related to our Operations
- 02We are vulnerable to the cyclical nature of the markets we serve26% rewritten
- 03Our revenue and earnings are largely dependent on new awards
- 04The nature of our contracts, particularly our lump-sum contracts, subject us to risks associated with delays and cost overruns, which may not be fully recoverable and may result in reduced profits or losses that could have a material impact on us
- 05Intense competition in the EPC industry can impact our revenue and profits
- 06Our ability to operate profitably requires us to hire and retain qualified personnel
- 07The success of teaming arrangements and joint ventures depends on the satisfactory performance by our venture partners over whom we may have little or no control, and the failure of those partners to perform their obligations could impose additional obligations on us that could have a material impact on us
- 08We are dependent upon suppliers and subcontractors to complete many of our contracts
- 09Cybersecurity breaches of our systems and IT could adversely impact us
- 10Systems and IT interruption, as well as new systems implementation, could adversely impact our ability to operate
- 11We may use artificial intelligence, machine learning, data science and similar technologies in our business, and challenges with properly managing such technologies could result in reputational harm, competitive harm, and legal liability, and adversely affect our business, financial condition and results of operations
- 12We have international operations that are subject to foreign economic and political uncertainties and risks. Unexpected and adverse changes in the foreign countries in which we operate could result in project disruptions, increased cost and potential losses
- 13Our backlog is subject to unexpected adjustments and cancellations
- 14Our employees work on projects that are inherently dangerous and in locations where there are high security risks, and a failure to maintain a safe work site could result in significant losses
- 15Our businesses could be materially and adversely affected by events outside of our control
- 16Our actual results could differ from the estimates used to prepare our financial statements
- 17Our earnings are subject to volatility due to recurring fair value measurements of our investment in NuScale
- 18If we experience delays or defaults in client payments, we could be negatively impacted
- 19Contracts with or funded by the U.S. government pose additional risks compared to contracts with or wholly-funded by private sector clientsNew
- 20Our effective tax rate and tax positions may vary
- 21It can be very difficult and expensive to obtain the insurance we need for our business operations
- 22If we do not have adequate indemnification for our nuclear services, it could adversely affect our business and financial condition
- 23Foreign currency risks could have an adverse impact on us
- 24The loss of one or a few clients could have an adverse effect on us
- 25Our business may be negatively impacted if we are unable to adequately protect IP rights
- 26Our clients require broad ownership rights in the work product and other materials we deliver. If we are unable to retain ownership of our IP and improvements thereto, it may affect our ability to provide similar services and other projects in the future, which could have a material adverse effect on us
- 27Climate-related events, natural disasters and related environmental issues could have a material adverse impact on us21% rewritten
- 28Increasing scrutiny and changing expectations from stakeholders with respect to sustainability practices may impose additional costs on us or expose us to reputational harm or other risks
- 29We may be unsuccessful in implementing our strategic initiatives97% rewritten
Risks Related to Indebtedness and Other Credit Related Risks
- 30Adverse credit and financial market conditions, including high interest rates, could impair our clients', our partners' and our own borrowing capacity, which could negatively affect us
- 31The agreements governing our debt contain a number of restrictive covenants that limit our ability to engage in activities that may be in our interest or that create shareholder value
- 32Our indebtedness could lead to adverse consequences or adversely affect our financial position and prevent us from fulfilling our obligations under such indebtedness, and any refinancing of this debt could be at significantly higher interest rates
- 33We may be unable to win new contract awards if we cannot provide clients with financial assurances
Legal and Regulatory Risks
- 34We are involved in litigation and regulatory proceedings, potential liability claims and contract disputes that may have a material impact on us
- 35Our failure to recover adequately on claims against clients, subcontractors or suppliers for payment or performance could have a material effect on us
- 36We could be adversely affected by violations of the U.S. Foreign Corrupt Practices Act and similar worldwide anti-bribery laws
- 37We could be adversely impacted if we fail to comply with domestic and international import and export laws
- 38Employee, agent or partner misconduct or our overall failure to comply with laws or regulations could impair our ability to compete for contracts
- 39New or changing legal requirements could adversely affect us
- 40Past and future environmental, safety and health regulations could impose significant additional costs on us
Risks Related to our Equity and Corporate Governance Documents
- 41If we issue additional equity securities, stockholders' ownership percentages would be diluted
- 42Delaware law and our charter documents may impede or discourage a takeover or change of control
Other Fluor 10-Ks
- FY2024 10-K risk factors41 risks
Demand for engineering and construction services depends heavily on client capital budgets and unpredictable new project awards.
Filed Feb 18, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.