Shimmick Corp
For the period ended Oct 3, 2025. Filed Nov 13, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Oct 3, 2025 · Filed Nov 13, 2025
SHIM$2.32+1.3%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-07-04; filed 2025-08-14.
0000950170-25-108871
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-10-03; filed 2025-11-13.
0001193125-25-280163
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 188 previous paragraphs and 193 current paragraphs.
133 unchanged; 44 reworded; 13 added; 8 removed; 3 previous and 3 current paragraphs rearranged.
Tables are not compared: 12 previous and 12 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (13)
Current report
Selling, general and administrative expenses increased by $1 million during the three months ended October 3, 2025 primarily as the result of increased legal costs associated with the Pipefitters Union lawsuit during the three months ended October 3, 2025.
Current report
Equity in earnings of unconsolidated joint ventures
Current report
Gain on sale of assets, net
Current report
Interest expense decreased by $1 million during the three months ended October 3, 2025 primarily due to reduced average long-term debt balances outstanding during the three months ended October 3, 2025 as compared to the three months ended September 27, 2024.
Current report
Nine Months Ended October 3, 2025 compared to the Nine Months Ended September 27, 2024
Current report
Non-Core Projects revenue was $80 million and $101 million for the nine months ended October 3, 2025 and September 27, 2024, respectively. The $21 million decrease was primarily the result of a $13 million reduction to revenue as a result of a project completing and the favorable GGB Project settlement which included a $31 million increase to revenue during the third quarter of 2024, which did not reoccur during the nine months ended October 3, 2025. These impacts were partially offset by the settlement on a federal lock and dam Non-Core Project which included a $23 million reduction to revenue during the second quarter of 2024, which also did not reoccur during the nine months ended October 3, 2025.
Current report
Gain on sale of assets, net
Current report
Adjusted Net (Loss) Income
Current report
(2) Reflects a strategic decision to enhance the Company’s current ERP system rather than implementing a new platform which, due to prior capitalized costs and remaining contractual obligations, resulted in a one-time charge of $16 million in the third quarter of fiscal 2024.
Current report
ATM Agreement
Current report
On September 8, 2025, the Company entered into an At The Market Offering Agreement (the “Sales Agreement”) with Roth Capital Partners, LLC (the “Sales Agent”). Under the Sales Agreement, the Sales Agent may, at the Company’s discretion, sell up to $7.8 million of shares of the Company’s common stock, in “at the market offerings” as defined in Rule 415 under the Securities Act of 1933, as amended. The shares will be sold pursuant to the Company’s Registration Statement on Form S-3 (File No. 333-288513), declared effective by the SEC on July 10, 2025, and the related prospectus supplement (the “Prospectus Supplement”) dated September 8, 2025 filed with the SEC in connection with the offer and sale of the shares.
Current report
The Company is not obligated to make any sales of shares under the Sales Agreement, and no assurance can be given that the Company will sell any shares under the Sales Agreement, or, if the Company does, as to the price or amount of shares that the Company will sell, or the dates on which any such sales will take place. The Company or the Sales Agent, under certain circumstances and upon notice to the other, may suspend the offering of the shares under the Sales Agreement. The offering of the Shares pursuant to the Sales Agreement will terminate upon the sale of shares in an aggregate offering amount equal to $7.8 million, or sooner if either the Company or the Sales Agent terminates the Sales Agreement. The Company will pay the Sales Agent a cash commission in an amount up to 3% of the gross proceeds from each sale of Shares sold pursuant to the Sales Agreement and will reimburse the Sales Agent for the documented fees and costs of its legal counsel reasonably incurred in connection with entering into the transactions contemplated by the Sales Agreement in an amount not to exceed $50,000 in the aggregate.
Current report
The Company made certain customary representations, warranties and covenants in the Sales Agreement concerning the Company and its subsidiaries and the Registration Statement, Prospectus, Prospectus Supplement and other documents and filings relating to the offering of the shares. In addition, the Company has agreed to indemnify the Sales Agent against certain liabilities, including liabilities under the Securities Act. The shares to be sold under the Sales Agreement, if any, will be issued and sold pursuant to the Company’s Registration Statement, and its Prospectus Supplement related thereto.
Removed paragraphs (8)
Previous report
Equity in (Loss) Earnings of Unconsolidated Joint Ventures
Previous report
Equity in loss of unconsolidated joint ventures
Previous report
Gain on sale of assets
Previous report
Six Months Ended July 4, 2025 compared to the Six Months Ended June 28, 2024
Previous report
Non-Core Projects revenue was $45 million and $37 million for the six months ended July 4, 2025 and June 28, 2024, respectively. The $8 million increase was primarily due to a settlement of a claim on a large Non-Core Loss Project identified during the six months ended June 28, 2024 which did not reoccur during the six months ended July 4, 2025.
Previous report
Gain on sale of assets
Previous report
Adjusted Net Loss
Previous report
As of July 4, 2025, we had a backlog of projects of $652 million with over half of those projects in strategic target markets aligned with our strategic plan.
Reworded paragraphs (44)
Previous wording
We have a long history of successfully completing complex water projects, ranging from the world’s largest wastewater recycling and purification system in California to the iconic Hoover Dam. According to Engineering News Record, in 2024, we are nationally ranked as a top ten builder of water supply (#8), dams and reservoirs (#6), and water treatment and desalination plants (#7). Our business includes construction operations from Morrison Knudsen and Washington Group International which were consolidated in 2017 by AECOM. In 2021, we were sold by AECOM and became an independent company under new private ownership ("AECOM Sale Transaction"). In November 2023, we completed our initial public offering (the “IPO”) and currently our stock is listed for trading on the Nasdaq Capital Market under the symbol "SHIM".
Current wording
We have a long history of successfully completing complex water projects, ranging from the world’s largest wastewater recycling and purification system in California to the iconic Hoover Dam. According to Engineering News Record, in 2025, we are nationally ranked as a top fifteen builder of water supply (#12), dams and reservoirs (#8), and water treatment and desalination plants (#11). Our business includes construction operations from Morrison Knudsen and Washington Group International which were consolidated in 2017 by AECOM. In 2021, we were sold by AECOM and became an independent company under new private ownership ("AECOM Sale Transaction"). In November 2023, we completed our initial public offering (the “IPO”) and currently our stock is listed for trading on the Nasdaq Capital Market under the symbol "SHIM".
Previous wording
As of July 4, 2025, we had a backlog of projects of approximately $652 million, mostly located in California, with ongoing projects in six other states. We self-perform many of these projects, which we believe allows us to better control critical aspects of construction, reduce cost and schedule risks, and deliver greater value to clients.
Current wording
As of October 3, 2025, we had a backlog of projects of approximately $754 million, mostly located in California, with ongoing projects in six other states. We self-perform many of these projects, which we believe allows us to better control critical aspects of construction, reduce cost and schedule risks, and deliver greater value to clients.
Previous wording
Equity in (loss) earnings of unconsolidated joint ventures includes our return on investment in unconsolidated joint ventures.
Current wording
Equity in earnings (loss) of unconsolidated joint ventures includes our return on investment in unconsolidated joint ventures.
Previous wording
Projects started after the AECOM Sale Transaction ("Shimmick Projects") have focused on critical infrastructure aligned with our strategy, including water, climate resilience, energy transition and sustainable transportation. Revenue recognized on Shimmick Projects was $113 million and $84 million for the three months ended July 4, 2025 and June 28, 2024, respectively. The $29 million increase in revenue was primarily the result of $18 million of revenue from a California Palisades fire clean-up project and $18 million of revenue from new water and infrastructure projects ramping up, partially offset by a $7 million decrease from lower activity on existing projects and projects winding down.
Current wording
Projects started after the AECOM Sale Transaction ("Shimmick Projects") have focused on critical infrastructure aligned with our strategy, including water, climate resilience, energy transition and sustainable transportation. Revenue recognized on Shimmick Projects was $107 million and $101 million for the three months ended October 3, 2025 and September 27, 2024, respectively. The $6 million increase in revenue was primarily the result of $25 million of revenue from new projects ramping up, partially offset by a $19 million decrease from lower activity on existing projects and projects winding down.
Previous wording
Gross margin recognized on Shimmick Projects was $15 million and $5 million for the three months ended July 4, 2025 and June 28, 2024, respectively. The $10 million increase in the gross margin was primarily the result of $6 million in gross margin from new water and infrastructure projects ramping up and $4 million in gross margin from a California Palisades fire clean-up project.
Current wording
Gross margin recognized on Shimmick Projects was $10 million and $6 million for the three months ended October 3, 2025 and September 27, 2024, respectively. The $4 million increase in the gross margin was primarily the result of $8 million of increases of gross margin from new higher margin projects ramping up, partially offset by $4 million of decreases in gross margin from lower activity on existing projects and projects winding down.
Previous wording
Non-Core Projects revenue was $16 million and $7 million for the three months ended July 4, 2025 and June 28, 2024, respectively. The $9 million increase was primarily the result of the settlement of a claim on a large Non-Core Loss Project, which included a reduction to revenue during the three months ended June 28, 2024 and which did not reoccur during the three months ended July 4,
Current wording
Non-Core Projects revenue was $35 million and $65 million for the three months ended October 3, 2025 and September 27, 2024, respectively. The $30 million decrease was primarily the result of the favorable GGB Project settlement, which included a $31 million increase to revenue during the three months ended September 27, 2024 and which did not reoccur during the three months ended October 3, 2025.
Previous wording
Gross margin recognized on Non-Core Projects was $(7) million for the three months ended July 4, 2025 as compared to $(36) million for the three months ended June 28, 2024. The $29 million increase was primarily the result of the settlement of a claim discussed above, which included a reduction to revenue and did not reoccur during the three months ended July 4, 2025.
Current wording
Gross margin recognized on Non-Core Projects was $1 million for the three months ended October 3, 2025 as compared to $6 million for the three months ended September 27, 2024. The $5 million decrease was primarily the result of the favorable GGB Project settlement, which contributed $11 million to gross margin during the three months ended September 27, 2024, partially offset by $3 million of costs during the three months ended September 27, 2024 which did not reoccur during the three months ended October 3, 2025.
Previous wording
A subset of Non-Core Projects ("Non-Core Loss Projects") have experienced significant cost overruns due to the COVID pandemic, design issues, legal costs and other factors. In the Non-Core Loss Projects, we have recognized the estimated costs to complete and the loss expected from these projects. If the estimates of costs to complete fixed-price contracts indicate a further loss, the entire amount of the additional loss expected over the life of the project is recognized as a period cost in the cost of revenue. As these Non-Core Loss Projects continue to wind down to completion, no further gross margin will be recognized and in some cases, there may be additional costs associated with these projects. Revenue recognized on these Non-Core Loss Projects was $13 million and $(7) million for the three months ended July 4, 2025 and June 28, 2024, respectively. Gross margin recognized on these Non-Core Loss Projects was $(3) million and $(32) million for the three months ended July 4, 2025 and June 28, 2024, respectively. The change in gross margin was primarily the result of the settlement of a claim discussed above, which included a reduction to revenue and which did not reoccur during the three months ended July 4, 2025.
Current wording
A subset of Non-Core Projects ("Non-Core Loss Projects") have experienced significant cost overruns due to the COVID pandemic, design issues, legal costs and other factors. In the Non-Core Loss Projects, we have recognized the estimated costs to complete and the loss expected from these projects. If the estimates of costs to complete fixed-price contracts indicate a further loss, the entire amount of the additional loss expected over the life of the project is recognized as a period cost in the cost of revenue. As these Non-Core Loss Projects continue to wind down to completion, no further gross margin will be recognized and in some cases, there may be additional costs associated with these projects that could lower gross margin. Revenue recognized on these Non-Core Loss Projects was $31 million and $49 million for the three months ended October 3, 2025 and September 27, 2024, respectively. Gross margin recognized on these Non-Core Loss Projects was $1 million and $10 million for the three months ended October 3, 2025 and September 27, 2024, respectively. The change in gross margin was primarily the result of the GGB Project settlement discussed above.
Previous wording
Equity in loss of unconsolidated joint ventures decreased by $2 million during the three months ended July 4, 2025 primarily as the result of elevated costs due to schedule extensions experienced during the three months ended June 28, 2024 which did not reoccur during the three months ended July 4, 2025.
Current wording
Equity in earnings of unconsolidated joint ventures decreased by $1 million during the three months ended October 3, 2025 primarily as the result of increased costs due to schedule extensions experienced during the three months ended October 3, 2025.
Previous wording
Gain on sale of assets decreased by $4 million during the three months ended July 4, 2025 primarily due to the gain recognized on the sale of the assets of foundation drilling Non-Core Projects during the second quarter of 2024.
Current wording
Gain on sale of assets, net decreased by $17 million during the three months ended October 3, 2025 primarily due to the gain recognized on the transaction for the sale-leaseback of our equipment yard in Tracy, California during the three months ended September 27, 2024 that did not reoccur during the three months ended October 3, 2025.
Previous wording
Other (income) expense, net increased by $2 million during the three months ended July 4, 2025 primarily as the result of a $1 million loss recognized on the settlement of certain claims with AECOM as well as other costs incurred during the three months ended June 28, 2024 which did not reoccur during the three months ended July 4, 2025.
Current wording
Other (income) expense, net increased by $1 million during the three months ended October 3, 2025 primarily as the result of expenses recognized associated with the change in fair value of contingent consideration and other costs incurred during the three months ended September 27, 2024 which did not reoccur during the three months ended October 3, 2025.
Previous wording
Net loss decreased by $67 million to a net loss of $18 million for the six months ended July 4, 2025, primarily due to increase in gross margin of $60 million, decrease in selling, general and administrative expenses of $5 million, increase in other (income) expense, net of $3 million, decrease in equity in earnings (loss) of unconsolidated joint ventures of $2 million, partially offset by decrease in the gain on the sale of assets of $4 million, all as described above.
Current wording
Net loss increased by $3 million to a net loss of $4 million for the three months ended October 3, 2025, primarily due to a $17 million decrease in gain on sale of assets, net, a decrease in gross margin of $1 million, an increase in Selling, general and administrative expenses of $1 million and a decrease in earnings of unconsolidated joint ventures of $1 million, partially offset by a decrease in ERP pre-implementation asset impairment and associated costs of $16 million, an increase in other (income) expense, net of $1 million and a decrease in interest expense of $1 million, all as described above.
Previous wording
The following table sets forth selected financial data for the six months ended July 4, 2025 compared to the six months ended June 28, 2024:
Current wording
The following table sets forth selected financial data for the nine months ended October 3, 2025 compared to the nine months ended September 27, 2024:
Previous wording
The following table sets forth selected revenue and gross margin data for the six months ended July 4, 2025 compared to the six months ended June 28, 2024:
Current wording
The following table sets forth selected revenue and gross margin data for the nine months ended October 3, 2025 compared to the nine months ended September 27, 2024:
Previous wording
Revenue recognized on Shimmick Projects was $206 million and $174 million for the six months ended July 4, 2025 and June 28, 2024, respectively. The $32 million increase in revenue was primarily the result of $31 million of revenue from a California Palisades fire clean-up project and $1 million of revenue from new water and infrastructure projects ramping up.
Current wording
Revenue recognized on Shimmick Projects was $313 million and $275 million for the nine months ended October 3, 2025 and September 27, 2024, respectively. The $38 million increase in revenue was primarily the result of $62 million of revenue from new higher margin projects ramping up and $31 million of revenue from a California Palisades fire clean-up project, partially offset by $55 million of decreases in revenue from lower activity on existing projects and projects winding down.
Previous wording
Gross margin recognized on Shimmick Projects was $20 million and $4 million for the six months ended July 4, 2025 and June 28, 2024, respectively. The $16 million increase in the gross margin was primarily the result of $7 million in gross margin from a California Palisades fire clean-up project and $9 million in gross margin from new water and infrastructure projects ramping up.
Current wording
Gross margin recognized on Shimmick Projects was $30 million and $10 million for the nine months ended October 3, 2025 and September 27, 2024, respectively. The $20 million increase in the gross margin was primarily the result of $13 million in gross margin from new projects ramping up and $7 million in gross margin from a California Palisades fire clean-up project.
Previous wording
Gross margin was $(7) million for the six months ended July 4, 2025 as compared to $(51) million for the six months ended June 28, 2024. The $44 million increase was primarily the result of the settlement of a claim discussed above as well as cost increases for time and design-related schedule extensions identified during the six months ended June 28, 2024 which did not reoccur during the six months ended July 4, 2025.
Current wording
Gross margin was $(7) million for the nine months ended October 3, 2025 as compared to $(45) million for the nine months ended September 27, 2024. The $38 million increase was primarily the result of the settlement on a federal lock and dam Non-Core Project discussed above which included a $30 million reduction to gross margin during the second quarter of 2024 as well as $19 million of cost increases for time and design-related schedule extensions identified during the nine months ended September 27, 2024 which did not reoccur during the nine months ended October 3, 2025. These improvements in margin from prior period were partially offset by the favorable GGB Project settlement, which contributed $11 million to gross margin during the third quarter of 2024 and did not reoccur during the nine months ended October 3, 2025.
Previous wording
Projects continue to wind down to completion, no further gross margin will be recognized and in some cases, there may be additional costs associated with these projects. Revenue recognized on these Non-Core Loss Projects was $31 million and $8 million for the six months ended July 4, 2025 and June 28, 2024, respectively. Gross margin recognized on these Non-Core Loss Projects was $(4) million and $(44) million for the six months ended July 4, 2025 and June 28, 2024, respectively. The change in gross margin was primarily the result of the settlement of a claim discussed above as well as cost increases for time and design-related schedule extensions identified during the six months ended June 28, 2024 which did not reoccur during the six months ended July 4, 2025.
Current wording
A subset of Non-Core Projects ("Non-Core Loss Projects") have experienced significant cost overruns due to the COVID pandemic, design issues, legal costs and other factors. In the Non-Core Loss Projects, we have recognized the estimated costs to complete and the loss expected from these projects. If the estimates of costs to complete fixed-price contracts indicate a further loss, the entire amount of the additional loss expected over the life of the project is recognized as a period cost in the cost of revenue. As these Non-Core Loss Projects continue to wind down to completion, no further gross margin will be recognized and in some cases, there may be additional costs associated with these projects that could lower gross margin. Revenue recognized on these Non-Core Loss Projects was $61 million and $57 million for the nine months ended October 3, 2025 and September 27, 2024, respectively. Gross margin recognized on these Non-Core Loss Projects was $(3) million and $(34) million for the nine months ended October 3, 2025 and September 27, 2024, respectively. The change in gross margin was primarily the result of the settlement of the claims discussed above as well as cost increases for time and design-related schedule extensions during the nine months ended September 27, 2024 which did not reoccur during the nine months ended October 3, 2025.
Previous wording
Selling, general and administrative expenses decreased by $4 million during the three months ended July 4, 2025 primarily as a result of the continued implementation of our transformation plan.
Current wording
Selling, general and administrative expenses decreased by $4 million during the nine months ended October 3, 2025 primarily as a result of the continued implementation of our transformation plan.
Previous wording
Equity in earnings (loss) of unconsolidated joint ventures decreased by $2 million during the six months ended July 4, 2025 primarily as the result of increased costs due to schedule extensions experienced during the six months ended June 28, 2024 which did not reoccur during the six months ended July 4, 2025.
Current wording
Equity in earnings (loss) of unconsolidated joint ventures increased by $2 million during the nine months ended October 3, 2025 primarily as the result of increased costs due to schedule extensions experienced during the nine months ended September 27, 2024 which did not reoccur during the nine months ended October 3, 2025.
Previous wording
Gain on sale of assets decreased by $4 million during the six months ended July 4, 2025 primarily due to the gain recognized on the sale of the assets of our foundation drilling Non-Core Projects during the second quarter of 2024.
Current wording
Gain on sale of assets, net decreased by $21 million during the nine months ended October 3, 2025 primarily due to the $17 million gain recognized on the transaction for the sale-leaseback of our equipment yard in Tracy, California and the $4 million gain recognized on the sale of the assets of our foundation drilling Non-Core Projects, each of which occurred during the nine months ended September 27, 2024 and did not reoccur during the nine months ended October 3, 2025.
Previous wording
Other (income) expense, net increased by $3 million during the six months ended July 4, 2025 primarily as the result of a $1 million loss recognized on the settlement of certain claims with AECOM as well as expenses recognized associated with the change in fair value of contingent consideration and other costs incurred during the six months ended June 28, 2024 which did not reoccur during the six months ended July 4, 2025.
Current wording
Other (income) expense, net increased by $4 million during the nine months ended October 3, 2025 primarily as the result of a $1 million loss recognized on the settlement of certain claims with AECOM as well as expenses recognized associated with the change in fair value of contingent consideration and other costs incurred during the nine months ended September 27, 2024 which did not reoccur during the nine months ended October 3, 2025.
Previous wording
Due to an expected tax loss for the fiscal year ending 2025 and a realized tax loss for the fiscal year ended 2024, no income tax expense was recorded for either the six months ended July 4, 2025 or the six months ended June 28, 2024.
Current wording
Due to an expected tax loss for the fiscal year ending 2025 and a realized tax loss for the fiscal year ended 2024, no income tax expense was recorded for either the nine months ended October 3, 2025 or the nine months ended September 27, 2024.
Previous wording
Net loss decreased by $43 million to a net loss of $8 million for the three months ended July 4, 2025, primarily due to increase in gross margin of $39 million, decrease in selling, general and administrative expenses of $4 million, decrease in equity in loss of unconsolidated joint ventures of $2 million and increase in other (income) expense, net of $2 million, partially offset by decrease in the gain on the sale of assets of $4 million, all as described above.
Current wording
Net loss decreased by $63 million to a net loss of $23 million for the nine months ended October 3, 2025, primarily due to increase in gross margin of $58 million, a decrease in ERP pre-implementation asset impairment and associated costs of $16 million, a decrease in selling, general and administrative expenses of $4 million, an increase in other (income) expense, net of $4 million and an increase in equity in earnings (loss) of unconsolidated joint ventures of $2 million, partially offset by a $21 million decrease in gain on sale of assets, net, all as described above.
Previous wording
Adjusted net loss represents Net loss attributable to Shimmick Corporation adjusted to eliminate stock-based compensation, legal fees and other costs for Non-Core Projects and other costs. We have also made an adjustment for transformation costs we have incurred including advisory costs in connection with settling outstanding claims, exiting the Non-Core Projects and transforming the Company to shift our strategy to meet the nation’s growing need for water and other critical infrastructure and grow our business.
Current wording
Adjusted net (loss) income represents Net loss attributable to Shimmick Corporation adjusted to eliminate stock-based compensation, ERP pre-implementation asset impairment and associated costs, legal fees and other costs for Non-Core Projects and other costs. We have also made an adjustment for transformation costs we have incurred including advisory costs in connection with settling outstanding claims, exiting the Non-Core Projects and transforming the Company to shift our strategy to meet the nation’s growing need for water and other critical infrastructure and grow our business.
Previous wording
We have included Adjusted net loss in this Form 10-Q because it is a key measure used by our management and board of directors to understand and evaluate our core operating performance and trends, to prepare and approve our annual budget and to develop short and long-term operational plans. In particular, we believe that the exclusion of the income and expenses eliminated in calculating Adjusted net loss can provide a useful measure for period-to-period comparisons of our core business. Accordingly, we believe that Adjusted net loss provides useful information to investors and others in understanding and evaluating our results of operations.
Current wording
We have included Adjusted net (loss) income in this Form 10-Q because it is a key measure used by our management and board of directors to understand and evaluate our core operating performance and trends, to prepare and approve our annual budget and to develop short and long-term operational plans. In particular, we believe that the exclusion of the income and expenses eliminated in calculating Adjusted net (loss) income can provide a useful measure for period-to-period comparisons of our core business. Accordingly, we believe that Adjusted net (loss) income provides useful information to investors and others in understanding and evaluating our results of operations.
Previous wording
Our use of Adjusted net loss as an analytical tool has limitations, and you should not consider it in isolation or as a substitute for analysis of our financial results as reported under GAAP. Some of these limitations are:
Current wording
Our use of Adjusted net (loss) income as an analytical tool has limitations, and you should not consider it in isolation or as a substitute for analysis of our financial results as reported under GAAP. Some of these limitations are:
Previous wording
Adjusted net loss does not reflect changes in, or cash requirements for, our working capital needs,
Current wording
Adjusted net (loss) income does not reflect changes in, or cash requirements for, our working capital needs,
Previous wording
Adjusted net loss does not reflect the potentially dilutive impact of stock-based compensation, and
Current wording
Adjusted net (loss) income does not reflect the potentially dilutive impact of stock-based compensation, and
Previous wording
other companies, including companies in our industry, might calculate Adjusted net loss or similarly titled measures differently, which reduces their usefulness as comparative measures.
Current wording
other companies, including companies in our industry, might calculate Adjusted net (loss) income or similarly titled measures differently, which reduces their usefulness as comparative measures.
Previous wording
Because of these and other limitations, you should consider Adjusted net loss alongside Net loss attributable to Shimmick Corporation, which is the most directly comparable GAAP measure.
Current wording
Because of these and other limitations, you should consider Adjusted net (loss) income alongside Net loss attributable to Shimmick Corporation, which is the most directly comparable GAAP measure.
Previous wording
Adjusted EBITDA represents our Net loss attributable to Shimmick Corporation before interest expense, income tax expense and depreciation and amortization, adjusted to eliminate stock-based compensation, legal fees and other costs for Non-Core Projects and other costs. We have also made an adjustment for transformation costs we have incurred including advisory costs in connection with settling outstanding claims, exiting the Non-Core Projects and transforming the Company to shift our strategy to meet the nation’s growing need for water and other critical infrastructure and grow our business.
Current wording
Adjusted EBITDA represents our Net loss attributable to Shimmick Corporation before interest expense, income tax expense and depreciation and amortization, adjusted to eliminate stock-based compensation, ERP pre-implementation asset impairment and associated costs, legal fees and other costs for Non-Core Projects and other costs. We have also made an adjustment for transformation costs we have incurred including advisory costs in connection with settling outstanding claims, exiting the Non-Core Projects and transforming the Company to shift our strategy to meet the nation’s growing need for water and other critical infrastructure and grow our business.
Previous wording
During the six months ended July 4, 2025 our capital expenditures were approximately $1 million compared to $8 million for the six months ended June 28, 2024. Historically, we have had significant cash requirements in order to organically expand our business to undertake new projects. Our cash requirements include costs related to increased expenditures for equipment, facilities and information systems, purchase of materials and production of materials and cash to fund our organic expansion into new markets, including through joint ventures. Our working capital needs are driven by the seasonality and growth of our business, with our cash requirements greater in periods of growth. Additional cash requirements resulting from our growth include the costs of additional personnel, enhancing our information systems, our compliance with laws and rules applicable to being a public company and, in the future, our integration of any acquisitions. Unrestricted cash and cash equivalents at July 4, 2025 totaled $21 million and availability under the Credit Agreement and ACF Credit Agreement totaled $51 million and $1 million, respectively, resulting in total liquidity of $73 million.
Current wording
During the nine months ended October 3, 2025 our capital expenditures were approximately $6 million compared to $10 million for the nine months ended September 27, 2024. Historically, we have had significant cash requirements in order to organically expand our business to undertake new projects. Our cash requirements include costs related to increased expenditures for equipment, facilities and information systems, purchase of materials and production of materials and cash to fund our organic expansion into new markets, including through joint ventures. Our working capital needs are driven by the seasonality and growth of our business, with our cash requirements greater in periods of growth. Additional cash requirements resulting from our growth include the costs of additional personnel, enhancing our information systems, our compliance with laws and rules applicable to being a public company and, in the future, our integration of any acquisitions. Unrestricted cash and cash equivalents at October 3, 2025 totaled $18 million and availability under the Credit Agreement and ACF Credit Agreement totaled $29 million and $1 million, respectively, resulting in total liquidity of $48 million.
Previous wording
On May 20, 2024, the Company, as guarantor, and its wholly-owned subsidiaries as borrowers (“Borrowers”), Alter Domus (US) LLC, as agent, and AECOM and Berkshire Hathaway Specialty Insurance Company (“BHSI”) as lenders, entered into a revolving credit facility (the “Credit Agreement”), which was most recently amended on August 8, 2025 to, among other things, permit the Company’s concurrent amendment to the Revolving Credit Facility and waive the specified noncompliance of the Material Project Documents covenant regarding entering into non-bonded contracts. As amended, the Credit Agreement provides borrowing capacity up to $60 million. The obligations under the Credit Agreement bear interest at a per annum rate equal to One Month Term SOFR (as defined in the Credit Agreement), subject to a 1.00% floor, plus 3.50%. Interest on any outstanding amounts drawn under the Credit Agreement will be payable, in kind or in cash at our election, on the last day of each month and upon prepayment. Payment-in-kind interest accrued and capitalized shall not constitute loan outstanding amounts for the purposes of calculating loan availability.
Current wording
On May 20, 2024, the Company, as guarantor, and its wholly-owned subsidiaries as borrowers (“Borrowers”), Alter Domus (US) LLC, as agent, and AECOM and Berkshire Hathaway Specialty Insurance Company (“BHSI”) as lenders, entered into a revolving credit facility (the “Credit Agreement”), which was most recently amended on October 31, 2025 to, among other things, permit the Company’s concurrent amendment to the Revolving Credit Facility and waive the specified noncompliance of the Material Project Documents covenant regarding entering into non-bonded contracts. As amended, the Credit Agreement provides borrowing capacity up to $60 million. The obligations under the Credit Agreement bear interest at a per annum rate equal to One Month Term SOFR (as defined in the Credit Agreement), subject to a 1.00% floor, plus 3.50%. Interest on any outstanding amounts drawn under the Credit
Previous wording
The Credit Agreement contains customary affirmative and negative covenants for a transaction of this type, including covenants that limit liens, asset sales and investments, in each case subject to negotiated exceptions and baskets. In addition, the Credit Agreement contains a maximum leverage ratio covenant as tested quarterly commencing with the close of the third quarter of 2026. The Credit Agreement also contains representations and warranties and event of default provisions customary for a transaction of this type. The
Current wording
The Credit Agreement contains customary affirmative and negative covenants for a transaction of this type, including covenants that limit liens, asset sales and investments, in each case subject to negotiated exceptions and baskets. In addition, the Credit Agreement contains a maximum leverage ratio covenant as tested quarterly commencing with the close of the fourth quarter of 2026. The Credit Agreement also contains representations and warranties and event of default provisions customary for a transaction of this type. The
Previous wording
During the six months ended July 4, 2025, the Company paid $1 million in cash interest and accrued $2 million in non-cash payment-in-kind interest as of July 4, 2025.
Current wording
During the three and nine months ended October 3, 2025, the Company paid $450 thousand and $1 million in cash interest, respectively, and accrued $3 million in non-cash payment-in-kind interest as of October 3, 2025.
Previous wording
During the six months ended July 4, 2025, net cash used in operating activities was $42 million, compared to net cash used in operating activities of $79 million for the six months ended June 28, 2024. Cash flows used in operating activities were driven by net loss, adjusted for various non-cash items and changes in contract liabilities, contract assets, accounts payable and accrued expenses balances, other assets and liabilities, accounts receivable and accrued salaries and wages as discussed below.
Current wording
During the nine months ended October 3, 2025, net cash used in operating activities was $66 million, consistent with net cash used in operating activities of $66 million for the nine months ended September 27, 2024. Cash flows used in operating activities were driven by net loss, adjusted for various non-cash items and changes in contract liabilities, contract assets, accounts payable and accrued expenses balances, other assets and liabilities, accounts receivable and accrued salaries and wages as discussed below.
Previous wording
Operating assets and liabilities — The change in operating assets and liabilities varies due to fluctuations and timing in operating activities. The changes in the components of operating assets and liabilities during the six months ended July 4, 2025 and June 28, 2024 were as follows:
Current wording
Operating assets and liabilities — The change in operating assets and liabilities varies due to fluctuations and timing in operating activities. The changes in the components of operating assets and liabilities during the nine months ended October 3, 2025 and September 27, 2024 were as follows:
Previous wording
During the six months ended July 4, 2025, the decrease in operating assets and liabilities was $37 million, which was primarily driven by decreases in contract liabilities and increases in accounts payable. The Company’s operating assets and liabilities fluctuations are impacted by the mix of projects in backlog, seasonality, the timing of new awards and related payments for work performed and the contract billings to the customer as projects are completed. Operating assets and liabilities are also impacted at period end by the timing of accounts receivable collections and accounts payable payments for projects.
Current wording
During the nine months ended October 3, 2025, the decrease in operating assets and liabilities was $62 million, which was primarily driven by decreases in contract liabilities and increases in contract assets, partially offset by increases in accounts payable. The Company’s operating assets and liabilities fluctuations are impacted by the mix of projects in backlog, seasonality, the timing of new awards and related payments for work performed and the contract billings to the customer as projects are completed. Operating assets and liabilities are also impacted at period end by the timing of accounts receivable collections and accounts payable payments for projects.
Previous wording
For the six months ended July 4, 2025, net cash provided by investing activities was $2 million, which was primarily driven by return of investment in unconsolidated joint ventures.
Current wording
For the nine months ended October 3, 2025, net cash provided by investing activities was $2 million, which was primarily driven by proceeds from the sale of assets of $5 million and return of investment in unconsolidated joint ventures of $3 million, partially offset by purchases of property, plant and equipment of $6 million.
Showing the first 40 of 44 pairs. Open the source sections for the rest.
Rearranged current paragraphs (3)
Current report — wording carried from elsewhere
Equity in earnings (loss) of unconsolidated joint ventures
Current report — wording carried from elsewhere
Agreement will be payable, in kind or in cash at our election, on the last day of each month and upon prepayment. Payment-in-kind interest accrued and capitalized shall not constitute loan outstanding amounts for the purposes of calculating loan availability.
Current report — wording carried from elsewhere
As of October 3, 2025, we had a backlog of projects of $754 million.
Rearranged previous paragraphs (3)
Previous report — wording carried elsewhere
A subset of Non-Core Projects ("Non-Core Loss Projects") have experienced significant cost overruns due to the COVID pandemic, design issues, legal costs and other factors. In the Non-Core Loss Projects, we have recognized the estimated costs to complete and the loss expected from these projects. If the estimates of costs to complete fixed-price contracts indicate a further loss, the entire amount of the additional loss expected over the life of the project is recognized as a period cost in the cost of revenue. As these Non-Core Loss
Previous report — wording carried elsewhere
Selling, general and administrative expenses decreased by $5 million during the six months ended July 4, 2025 primarily as a result of the continued implementation of our transformation plan.
Previous report — wording carried elsewhere
Interest expense remained approximately flat period over period.