CH2M HILL Companies, Ltd.

Full Name of Registrant

N/A

Former Name if Applicable

9191 South Jamaica Street

Address of Principal Executive Office (Street and Number)

Englewood, Colorado  80112-5946

City, State and Zip Code

(a)

The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense

o

(b)

The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and

(c)

The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.

(1)

Name and telephone number of person to contact in regard to this notification

Thomas McCoy, Executive Vice President, General Counsel & Corporate Secretary

720

286-2000

(Name)

(Area Code)

(Telephone Number)

(2)

Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If answer is no, identify report(s).

x Yes    o No

(3)

Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof?

x Yes    o No

If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.

As a result of the ongoing review by CH2M HILL’s management and Audit Committee of the impact of the potential accounting errors described in Part III, CH2M HILL is currently unable to complete the financial statements for the three and nine month periods ended September 30, 2014, or to determine whether any changes will be required in our reported results of operations for the full year ended December 31, 2013 or any interim periods within 2013 and 2014.

The financial results described in this Part IV are preliminary and subject to adjustment.  Because CH2M HILL’s management and Audit Committee have not completed their respective reviews of the potential accounting errors described in Part III, there can be no assurance that CH2M HILL will not revise any of the preliminary financial results, expectations or estimates described in this Part IV or otherwise provided. In addition, CH2M HILL will not be in a position to conclude on the effectiveness of its disclosure controls and procedures until its review is complete.

For the three and nine month periods ended September 30, 2014, CH2M HILL expects to report a decrease in revenues and net income compared to the same periods in the prior year.  Total revenues are expected to decrease by slightly less than 10 percent primarily due to decreases in our Energy market that occurred after the quarter ended September 30, 2013 as a result of the completion of three domestic design-build power plant projects and several Canadian construction projects that are primarily gas processing and pipeline projects.    Our Facilities and Urban Environments market also experienced a decrease in revenues caused by lower demand for new projects in the electronics and manufacturing industries in our domestic regions and a decline in Middle Eastern planning support services for U.S. armed forces.  Revenues from our remaining markets have increased slightly and partially offset the decreases in the Energy and Facilities and Urban Environments markets.

For the three and nine months ended September 30, 2014, CH2M HILL expects to report a net loss for both periods in excess of $125.0 million.  This is substantially lower than the net income reported for the corresponding periods in 2013.  In addition to the impact that lower revenue volumes had on our earnings during 2014, the 2014 net loss was also impacted by significant project losses recorded during the three and nine months ended September 30, 2014.  These project losses include:

·      CH2M HILL is involved in a power project in Australia through a consolidated 50/50 joint venture partnership with an Australian construction contractor.  Due to a variety of project and client issues, we expect to record an estimated project loss that will negatively impact our net income by approximately $85.0 million for the three and nine months ended September 30, 2014.

·      CH2M HILL has experienced significant additional costs on a Transportation fixed price contract to design and construct roadway improvements in the southern United States.  As a result of changes in our initial cost estimates, operating income was reduced by approximately $40.0 million for the three and nine months ended September 30, 2014.

·      During the first quarter of 2014, CH2M HILL experienced significant additional costs on a fixed-price contract within our Energy market to design and construct a new power generation facility in the northeastern United States.  These additional costs  included costs related to a substantial decline in union labor productivity, poor subcontractor performance, the impacts of related schedule delays and severe weather in the northeastern United States. These costs resulted in a decrease of gross margin of $52.5 million in the first quarter of 2014, and an additional loss of approximately $10.0 million recorded during the third quarter of 2014.

·      CH2M HILL experienced cost growth on a project in the Facilities and Urban Environments market in our Europe region primarily due to productivity issues.  These changes in estimates negatively impacted our results of operations by $17.8 million for the nine months ended September 30, 2014.

In addition, in the three month period ended September 30, 2014, CH2M HILL began to implement certain restructuring activities, including the rationalization of certain lines of business and involuntary employee terminations.  Management has determined that these restructuring activities  constitute a triggering event that requires us to test goodwill for impairment.  Accordingly,  we initiated an impairment test in the three month period ended September 30, 2014.  These restructuring activities also caused us to evaluate the recoverability of our intangible assets.  Based upon preliminary results, we expect to record a goodwill and intangible assets impairment charge totaling approximately $73.0 million related to our Power reporting unit within the Energy market and our Industrial and Advanced Technology and Urban Programs reporting units within our Facilities and Urban Environments market.

This Form 12b-25 contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended.  Such forward-looking statements are based on CH2M HILL’s management’s current intent, belief, expectations, estimates and projections. These statements are not guarantees of future performance and involve risks, uncertainties, assumptions and other factors that are difficult to predict. Actual results may vary materially from what is expressed in or indicated by the forward-looking statements.

Date

November 10, 2014

By

/s/ Gary L. McArthur

Name:

Gary L. McArthur

Title:

Executive Vice President & Chief Financial Officer

ATTENTION

Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).