CH2M Hill: "From time to time, ... the U.S. government investigate[s] whether we conduct our operations in accordance with applicable regulatory ..."

I caught this because someone got to my blog by Googling "ch2m contract fraud." I looked to see what else they found. CH2M Hill bought Veco, according to Bill Allen in the Pete Kott trial, at a bargain basement price when he was forced to sell. When the name on the VECO building was changed last year, I pondered whether CH2M Hill would be a better corporate citizens than VECO had been. I was willing to give them the benefit of the doubt, though some commenters linked to spots that showed they had problems with contracting in Iraq and with Katrina relief. So it seemed a good time to add some more information.

Overall, I don't read SEC filings enough to know if this is in the normal range or not. Let's hope it is not. But let's post it and let others give it some context.

CH2M Hill submitted its Form 10K with the Securities Exchange Commission (SEC) February 29, 2008. I'm posting here the Legal Proceedings section.

The title quote is a bit of fancy legal writing to make things look pretty benign. My legalese isn't all that good, but I would translate it as:

"We have regular investigations from the US Attorneys to see whether we've violated any laws." Given the lax regulatory enforcement under the Bush administration, it would seem to take some real effort to trigger regular investigations.

But not to worry, sometimes we aren't found guilty.

These investigations often take years to complete and many result in no adverse action.

Key issues they list:

• $ 2 million settlement in Connecticut (still pending conclusion)

"we entered into a deferred prosecution agreement" - a subsidiary worked out a deal with the United States Attorney so they aren't going to be prosecuted is what that sounds like.

The DPA relates to an investigation of a Clean Water Act (CWA) violation at two wastewater treatment facilities in Connecticut. Pursuant to the DPA, the subsidiary contributed $2.0 million to community projects and took other agreed upon steps to enhance CH2M HILL's CWA compliance procedures at the two wastewater treatment facilities in Connecticut

I'm guessing at the translation into English: "We worked out a deal where we paid $2million to various community groups to escape from being prosecuted."

• Veco
  

Although we were satisfied with the results of the due diligence review, no assurances can be given that the ongoing investigations will not result in civil or criminal charges against VECO, now a subsidiary of ours. Any such charges and related publicity could have an adverse effect on our reputation in the business community or future business operations.

• Hanford Nuclear Spill
  

On July 27, 2007, our subsidiary, CH2M HILL Hanford Group ("CH2M Hanford") caused a spill of approximately 85 gallons of radioactive waste, during routine maintenance operations on the Hanford Reservation owned by the United States Department of Energy ("DOE").

It looks like they face a possible $.5 million fine from the State of Washington on that one. (Is the "." a typo? If I were writing it I would have written Half-million rather than have it look like five million. Maybe it was intended to be confusing. Who knows?


The whole Legal Proceedings section is below.


From the Filing:

Item 3. Legal Proceedings

We are a party to various contractual guarantees and legal actions arising in the normal course of our business. From time to time, agencies of the U.S. government investigate whether we conduct our operations in accordance with applicable regulatory requirements. Because a large portion of our

20


business comes from federal, state, and municipal sources, our procurement practices at times also are subject to review and occasional investigations by U.S. and state attorneys offices. Such state and U.S. government investigations, whether relating to government contracts or conducted for other reasons, could result in administrative, civil or criminal liabilities, including repayments, fines or penalties. These investigations often take years to complete and many result in no adverse action. Damages assessed in connection with and the cost of defending any such actions could be substantial. While the outcomes of pending proceedings are often difficult to predict, as of the date of this filing, our management believes that no ongoing litigation or investigation is likely to result in a material adverse impact on our consolidated financial statements.

In January 2006, a subsidiary entered into a Deferred Prosecution Agreement (DPA) with the office of the United States Attorney for the District of Connecticut. The DPA relates to an investigation of a Clean Water Act (CWA) violation at two wastewater treatment facilities in Connecticut. Pursuant to the DPA, the subsidiary contributed $2.0 million to community projects and took other agreed upon steps to enhance CH2M HILL's CWA compliance procedures at the two wastewater treatment facilities in Connecticut. Provided CH2M HILL complies with its obligations under the DPA through January 2008, the U.S. District Attorney for the District of Connecticut will recommend dismissal of all actions against the subsidiary in connection with this matter. The violation is related to failure to comply with sampling and reporting requirements of the CWA and there is no evidence the violation resulted in harm to human health or the environment. Although the term of the DPA ended in January 2008 and we believe we have fully complied with the DPA, the DPA will not be released and the criminal charge will not be removed until the U.S. District Attorney for the District of Connecticut is satisfied all conditions have been met. We are currently in discussions with the U.S. District Attorney for the District of Connecticut to achieve this resolution.

In September 7, 2007, we acquired VECO and substantially all of its operating businesses. Prior to the acquisition, on May 2, 2007, the founder, then chief executive officer and principal shareholder of VECO, Bill Allen, entered into a plea agreement with the United States Department of Justice pursuant to which he agreed to plead guilty to certain criminal charges involving bribery of public officials, violation of campaign contribution laws, and tax fraud. In connection with the investigation of the allegations against Mr. Allen, the United States Department of Justice, the Internal Revenue Service and certain State of Alaska government agencies commenced investigations of VECO and certain of its other employees. In the process of reviewing VECO's business and operations prior to the acquisition, we engaged in special due diligence designed to address concerns related to the conduct of VECO's past operations and various investigations underway by the Department of Justice, the Internal Revenue Service and certain State of Alaska government agencies. Although we were satisfied with the results of the due diligence review, no assurances can be given that the ongoing investigations will not result in civil or criminal charges against VECO, now a subsidiary of ours. Any such charges and related publicity could have an adverse effect on our reputation in the business community or future business operations.

On July 27, 2007, our subsidiary, CH2M HILL Hanford Group ("CH2M Hanford") caused a spill of approximately 85 gallons of radioactive waste, during routine maintenance operations on the Hanford Reservation owned by the United States Department of Energy ("DOE"). No one was injured, and the DOE's accident investigation concluded that "[because] of low concentrations and short duration of the exposure, it is not likely that the spill event caused an overexposure or chronic health impacts". CH2M Hanford took all prompt and appropriate steps to formulate and implement a corrective action plan that has been accepted by the DOE. In connection with the event, the DOE's Office of Health, Safety and Security has conducted an investigation under its Price Anderson Act nuclear safety authority. The DOE has not yet taken any formal action against CH2M Hanford as a result of this investigation. The DOE has broad discretion in setting fines, but it takes into account a contractor's prompt acceptance of responsibility and the formulation of an appropriate corrective action

21


plan, which is what CH2M HILL has done to what we believe to be the DOE's satisfaction. The Washington Department of Ecology has proposed to fine the DOE $.5 million in connection with the spill and, if the fine is levied, CH2M HILL will be financially liable for it under our contract with the DOE. CH2M Hanford is in discussions with the the Washington Department of Ecology about a possible reduction of the proposed fine. Finally, the Environmental Protection Agency ("EPA") proposed to fine both the DOE and CH2M HILL in connection with the spill. CH2M HILL settled that fine for $6,800 and $24,000 in in-kind services to support the local Tri-County emergency response team. CH2M HILL's management does not believe that this event will materially impact CH2M HILL's business or results of operations.