LOS ANGELES--(BUSINESS WIRE)--Sep. 10, 2014--
AECOM Technology Corporation (NYSE:ACM), the world’s #1-ranked
engineering design firm, announced today its intention to offer, subject
to market and other conditions, US$1.6 billion in aggregate principal
amount of its senior notes maturing in 2022 and 2024 (the “senior
notes”).
AECOM intends to use the net proceeds from the offering of the senior
notes, together with cash on hand and borrowings under its new senior
secured credit facilities, to repay certain existing indebtedness and to
fund all of the cash consideration of the proposed acquisition of URS
Corporation pursuant to the merger agreement dated July 11, 2014.
The senior notes will be issued in a private offering to qualified
institutional buyers pursuant to Rule 144A under the Securities Act of
1933, as amended (the “Securities Act”), and to non-U.S. persons in
offshore transactions in reliance on Regulation S under the Securities
Act.
Any offer of the senior notes will be made only by means of a private
offering memorandum. The senior notes are not being registered under the
Securities Act, or the securities laws of any other jurisdiction, and,
unless so registered, may not be offered or sold in the United States
without registration or an applicable exemption from registration
requirements.
About AECOM
Ranked as the #1 engineering design firm by revenue in Engineering
News-Record magazine’s annual industry rankings, AECOM is a premier,
fully integrated infrastructure and support services firm, with a broad
range of markets, including transportation, facilities, environmental,
energy, water and government. With approximately 45,000 employees —
including architects, engineers, designers, planners, scientists and
management and construction services professionals — serving clients in
more than 150 countries around the world, AECOM is a leader in all of
the key markets that it serves. AECOM provides a blend of global reach,
local knowledge, innovation and technical excellence in delivering
solutions that create, enhance and sustain the world's built, natural
and social environments. A Fortune 500 company, AECOM had
revenue of $5.8 billion during the nine months ended June 30, 2014. More
information on AECOM and its services can be found at www.aecom.com.
Cautionary Note Regarding Forward-Looking Statements
All statements in this press release other than statements of historical
fact are "forward-looking statements" for purposes of federal and state
securities laws, including any projections of earnings, statements of
plans for future operations or expected revenue. Actual results could
differ materially from those projected or assumed in any of our
forward-looking statements. Important factors that could cause actual
results to differ materially from our forward-looking statements are set
forth in our quarterly report on Form 10-Q for the fiscal quarter ended
June 30, 2014, and our other reports filed with the U.S. Securities and
Exchange Commission. AECOM does not intend, and undertakes no
obligation, to update any forward-looking statement.
Additional Information about the Proposed Acquisition of URS and
Where to Find It
In connection with the proposed acquisition of URS, AECOM has filed with
the SEC a registration statement on Form S-4 that includes a preliminary
joint proxy statement of AECOM and URS that also constitutes a
prospectus of AECOM. The definitive joint proxy statement/prospectus
related to the proposed acquisition of URS will be mailed to
stockholders of AECOM and URS when it becomes available. Investors in
and security holders of URS and AECOM common stock are urged to read
such definitive joint proxy statement/prospectus and other relevant
documents filed with the SEC, when they become available, because they
will contain important information about the proposed acquisition of
URS. Investors and security holders may obtain free copies of these
documents and other documents filed with the SEC at www.sec.gov.
In addition, investors and security holders may obtain free copies of
the documents filed with the SEC by AECOM by contacting AECOM Investor
Relations at 1-213-593-8000. Investors and security holders may obtain
free copies of the documents filed with the SEC by URS by contacting URS
Investor Relations at 877-877-8970. Additionally, information about the
proposed acquisition of URS is available online at www.aecom-urs.com.
AECOM and URS and their respective directors and executive officers and
other members of management and employees may be deemed to be
participants in the solicitation of proxies in respect of the proposed
acquisition of URS. Information about AECOM’s directors and executive
officers is available in AECOM’s proxy statement for its 2014 Annual
Meeting of Stockholders filed with the SEC on January 24, 2014.
Information about directors and executive officers of URS is available
in the proxy statement for the 2014 Annual Meeting of Stockholders of
URS filed with the SEC on April 17, 2014. Other information regarding
the participants in the proxy solicitation in respect of the proposed
acquisition of URS and a description of their direct and indirect
interests, by security holdings or otherwise, will be contained in the
definitive joint proxy statement/prospectus and other relevant materials
filed with the SEC regarding the proposed acquisition of URS when they
become available. Investors in URS and AECOM common stock should read
the definitive joint proxy statement/prospectus carefully before making
any voting or investment decisions in respect of the proposed
acquisition of URS when it becomes available before making any voting or
investment decisions. You may obtain free copies of these documents from
AECOM or URS using the sources indicated above.
This communication and the information contained herein shall not
constitute an offer to sell or the solicitation of an offer to buy any
securities, including the senior notes, nor shall there be any sale of
securities, including the senior notes, in any jurisdiction in which
such offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such jurisdiction. No
offering of AECOM common stock shall be made except by means of a
prospectus meeting the requirements of Section 10 of the Securities Act.
NR 14-0903
Source: AECOM Technology Corporation
AECOM Technology Corporation
Media:
Paul Gennaro
SVP
& Chief Communications Officer
212.973.3167
Paul.Gennaro@aecom.com
or
Investor:
Paul
Cyril
SVP, Investor Relations
213.593.8322
Paul.Cyril@aecom.com
