UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C.  20549

 


 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported):  August 6, 2009

 

AECOM TECHNOLOGY CORPORATION

(Exact name of Registrant as specified in its charter)

 

Delaware

 

1-33447

 

61-1088522

(State or Other Jurisdiction

 

(Commission

 

(I.R.S. Employer

of Incorporation)

 

File Number)

 

Identification No.)

 

555 South Flower Street, Suite 3700

Los Angeles, California  90071

(Address of Principal Executive Offices, including Zip Code)

 

Registrant’s telephone number, including area code  (213) 593-8000

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 2.02.

Results of Operations and Financial Condition.

 

On August 6, 2009, AECOM Technology Corporation issued a press release announcing the financial results for its fiscal third quarter ended June 30, 2009. A copy of the press release is attached to this report as Exhibit 99.1.  Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

 

Item 9.01

Financial Statements and Exhibits. 

 

 

 

(d)

Exhibits

 

99.1             Press Release, dated August 6, 2009, announcing AECOM’s financial results for the fiscal third quarter ended June 30, 2009.

 

2



 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereto duly authorized.

 

 

AECOM TECHNOLOGY CORPORATION

 

 

 

 

Dated: August 6, 2009

By:

/s/ DAVID Y. GAN

 

 

David Y. Gan

 

 

Vice President, Assistant General Counsel

 

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EXHIBIT INDEX

 

Exhibit

 

 

 

 

 

99.1

 

Press Release, dated August 6, 2009, announcing AECOM’s financial results for the fiscal third quarter ended June 30, 2009.

 

4


Exhibit 99.1

 

 

News Release

 

 

Contact:  

Paul Gennaro

 

 

SVP & Chief Communications Officer

 

 

212.973.3167

 

 

paul.gennaro@aecom.com

 

For immediate release

NR 09-0801

 

AECOM reports 22% growth in EPS, backlog of $9.2 billion for third quarter of fiscal year 2009

 

·      Third-quarter diluted earnings per share from continuing operations of 45 cents, up 22% from the same period last year.

 

·      Net income from continuing operations for third quarter increased 30% year over year to $50 million.

 

·      Operating income for third quarter increased 14% year over year to $73 million.

 

·      Revenue, net of other direct costs, for the third quarter increased 13% year over year to $1.0 billion.

 

·      Revenue for third quarter increased 16% year over year to $1.5 billion.

 

·      Backlog at June 30, 2009, increased 30% year over year to $9.2 billion.

 

LOS ANGELES (August 6, 2009) — AECOM Technology Corporation (NYSE: ACM), a leading provider of professional technical and management support services for government and commercial clients around the world, announced today its financial results for the third quarter of fiscal year 2009, which ended June 30, 2009.

 

AECOM reported net income from continuing operations of $50 million for the third quarter, or diluted earnings per share (EPS) of 45 cents.  These results represent an increase of 30% over net income from continuing operations of $38 million — and an increase of 22% over diluted EPS of 37 cents — for the same period last year.  The net income amount does not include $1.2 million of earnings from discontinued operations associated with non-strategic assets acquired as part of the 2008 Earth Tech transaction, which AECOM intends to divest. Operating income for the third quarter increased 14% year over year to $73 million.  For the first nine months of fiscal year 2009, AECOM reported net income from continuing operations of $133 million and operating income of $212 million, an increase of 28% and 26%, respectively, compared to the same period last year.

 

more—

 



 

Third-quarter revenue increased to $1.5 billion, 16% higher than the third quarter of fiscal year 2008.  AECOM’s gross revenue includes a significant amount of pass-through costs and, therefore, the company believes revenue, net of other direct costs, which is a non-GAAP measure, also provides a valuable perspective on its business results.

 

AECOM’s third-quarter revenue, net of other direct costs, increased 13% compared to the same period last year, to $1.0 billion.   For the first nine months of fiscal year 2009, AECOM reported revenue of $4.5 billion and revenue, net of other direct costs of $2.8 billion, an increase of 25% and 24%, respectively, compared to the same period last year.

 

“AECOM’s ability to maintain continued growth across our end markets reflects our strong diversified business model,” said John M. Dionisio, AECOM president and chief executive officer.  “Overall, we saw continued solid performance across our geographies.  Our ability to expand client relationships and collaborate across our operations around the globe contributed to a successful third quarter.”

 

“During the quarter, we won several significant projects,” said Dionisio.  “Mega projects, such as the Trans-Hudson Express tunnel final design in the United States and the Hong Kong High-Speed Rail Terminus, as well as  several large infrastructure-development projects throughout the Middle East, highlighted the quarter.”

 

Business Segments

 

In addition to providing consolidated financial results, AECOM reports separate financial information for its two segments: Professional Technical Services (PTS) and Management Support Services (MSS).

 

Professional Technical Services

 

The PTS segment delivers planning, consulting, architecture and engineering design, and program and construction management services to institutional, commercial and government clients worldwide.

 

For the third quarter of fiscal year 2009, the PTS segment reported revenue of $1.2 billion and operating income of $80 million, compared to revenue of $1.1 billion and operating income of $70 million for the same period during fiscal year 2008.  This represents a 14% increase in both revenue and operating income year over year.  PTS revenue, net of other direct costs, increased 10% year over year to $894 million.

 

Management Support Services

 

The MSS segment provides program and facilities management and maintenance, training, logistics, consulting, technical assistance and systems integration services, primarily for agencies of the U.S. government.

 

For the third quarter of fiscal year 2009, the MSS segment reported revenue of $286 million and operating income of $13 million, compared to revenue of $224 million and operating income of $11 million for the same period during fiscal year 2008.  This represents a 28% increase in revenue and a 23% increase in operating income year over year.  MSS revenue, net of other direct costs, increased 69% year over year to $74 million.

 

Backlog

 

AECOM announced backlog totaling $9.2 billion at June 30, 2009, a 30% increase year over year.

 

2



 

“We continued to execute our growth strategy and cost-containment initiatives during the quarter,” said Michael S. Burke, AECOM executive vice president and chief financial officer.  “Continued margin improvement and a $2.1-billion increase in our backlog over last year position AECOM well in our global end markets.”

 

Outlook

 

Based on its results through the third quarter of the fiscal year, as well as its backlog, AECOM has raised its EPS outlook range for fiscal year 2009 to $1.65 to $1.70.  “Looking ahead, we believe that AECOM will continue to see growth and is well positioned to benefit from continued spending on infrastructure projects around the globe,” said Burke.

 

AECOM is hosting a conference call today at 11 a.m. EDT, during which management will make a brief presentation focusing on the company’s results, strategies and operating trends.  Interested parties may listen to the conference call and view accompanying slides via webcast at www.aecom.com.  The webcast will be available for replay following the call.  Those wishing to dial in to the call via telephone can do so at (877) 941-8609 or (480) 629-9818.

 

About AECOM

 

AECOM (NYSE: ACM) is a global provider of professional technical and management support services to a broad range of markets, including transportation, facilities, environmental and energy.  With 44,000 employees 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 enhance and sustain the world’s built, natural, and social environments.  A Fortune 500 company, AECOM serves clients in more than 100 countries and had revenue of $6.1 billion during the 12-month period ended June 30, 2009.  More information on AECOM and its services can be found at www.aecom.com.

 

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 or other financial items; any statements of the plans, strategies and objectives for future operations; and any statements regarding future economic conditions or performance.  Although we believe that the expectations reflected in our forward-looking statements are reasonable, actual results could differ materially from those projected or assumed in any of our forward-looking statements.  Important factors that could cause our actual results, performance and achievements, or industry results to differ materially from estimates or projections contained in forward-looking statements include: uncertainties related to funding, audits, modifications and termination of long-term government contracts; losses under fixed-price contracts; limited control over operations run through our joint venture entities; misconduct by our employees or consultants or our failure to comply with laws or regulations; failure to successfully execute our acquisition strategy; the need to retain and recruit key technical and management personnel; and unexpected adjustments and cancellations related to our backlog.  Additional factors that could cause actual results to differ materially from our forward-looking statements are set forth in our reports filed with the Securities and Exchange Commission.  We do not intend, and undertake no obligation, to update any forward-looking statement.

 

3



 

AECOM TECHNOLOGY CORPORATION

Reportable Segments

(in thousands)

 

 

 

Professional
Technical
Services

 

Management
Support
Services

 

Corporate

 

Total

 

Three Months Ended June 30, 2009

 

 

 

 

 

 

 

 

 

Revenue

 

$

1,245,739

 

$

286,250

 

$

 

$

1,531,989

 

Other direct costs

 

352,224

 

212,630

 

 

564,854

 

Revenue, net of other direct costs

 

893,515

 

73,620

 

 

967,135

 

Cost of revenue, net of other direct costs

 

816,730

 

63,288

 

 

880,018

 

Gross profit

 

76,785

 

10,332

 

 

87,117

 

Gross profit as a % of revenue

 

6.2

%

3.6

%

 

5.7

%

Gross profit as a % of revenue, net of other direct costs

 

8.6

%

14.0

%

 

9.0

%

Equity in earnings of joint ventures

 

3,397

 

2,756

 

 

6,153

 

General and administrative expenses

 

 

 

20,071

 

20,071

 

Operating income

 

80,182

 

13,088

 

(20,071

)

73,199

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended June 30, 2008

 

 

 

 

 

 

 

 

 

Revenue

 

$

1,096,986

 

$

224,217

 

$

 

$

1,321,203

 

Other direct costs

 

287,271

 

180,648

 

 

467,919

 

Revenue, net of other direct costs

 

809,715

 

43,569

 

 

853,284

 

Cost of revenue, net of other direct costs

 

742,262

 

35,313

 

 

777,575

 

Gross profit

 

67,453

 

8,256

 

 

75,709

 

Gross profit as a % of revenue

 

6.1

%

3.7

%

 

5.7

%

Gross profit as a % of revenue, net of other direct costs

 

8.3

%

18.9

%

 

8.9

%

Equity in earnings of joint ventures

 

2,922

 

2,391

 

 

5,313

 

General and administrative expenses

 

 

 

16,840

 

16,840

 

Operating income

 

70,375

 

10,647

 

(16,840

)

64,182

 

 

 

 

 

 

 

 

 

 

 

Nine Months Ended June 30, 2009

 

 

 

 

 

 

 

 

 

Revenue

 

$

3,696,120

 

$

767,455

 

$

 

$

4,463,575

 

Other direct costs

 

1,062,260

 

583,829

 

 

1,646,089

 

Revenue, net of other direct costs

 

2,633,860

 

183,626

 

 

2,817,486

 

Cost of revenue, net of other direct costs

 

2,409,160

 

152,369

 

 

2,561,529

 

Gross profit

 

224,700

 

31,257

 

 

255,957

 

Gross profit as a % of revenue

 

6.1

%

4.1

%

 

5.7

%

Gross profit as a % of revenue, net of other direct costs

 

8.5

%

17.0

%

 

9.1

%

Equity in earnings of joint ventures

 

9,783

 

7,010

 

 

16,793

 

General and administrative expenses

 

 

 

61,248

 

61,248

 

Operating income

 

234,483

 

38,267

 

(61,248

)

211,502

 

Contracted backlog

 

4,660,168

 

445,510

 

 

5,105,678

 

Awarded backlog

 

3,845,985

 

296,880

 

 

4,142,865

 

 

 

 

 

 

 

 

 

 

 

Nine Months Ended June 30, 2008

 

 

 

 

 

 

 

 

 

Revenue

 

$

2,945,494

 

$

620,080

 

$

 

$

3,565,574

 

Other direct costs

 

776,623

 

509,329

 

 

1,285,952

 

Revenue, net of other direct costs

 

2,168,871

 

110,751

 

 

2,279,622

 

Cost of revenue, net of other direct costs

 

1,990,978

 

88,225

 

 

2,079,203

 

Gross profit

 

177,893

 

22,526

 

 

200,419

 

Gross profit as a % of revenue

 

6.0

%

3.6

%

 

5.6

%

Gross profit as a % of revenue, net of other direct costs

 

8.2

%

20.3

%

 

8.8

%

Equity in earnings of joint ventures

 

6,630

 

5,533

 

 

12,163

 

General and administrative expenses

 

 

 

44,909

 

44,909

 

Operating income

 

184,523

 

28,059

 

(44,909

)

167,673

 

Contracted backlog

 

3,438,641

 

518,200

 

 

3,956,841

 

Awarded backlog

 

2,666,749

 

508,500

 

 

3,175,249

 

 

4



 

AECOM Technology Corporation

Condensed Consolidated Statement of Income

(in thousands, except per share data)

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

June 30, 2009

 

June 30, 2008

 

June 30, 2009

 

June 30, 2008

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

$

1,531,989

 

$

1,321,203

 

$

4,463,575

 

$

3,565,574

 

Other direct costs

 

564,854

 

467,919

 

1,646,089

 

1,285,952

 

 

 

 

 

 

 

 

 

 

 

Revenue, net of other direct costs

 

967,135

 

853,284

 

2,817,486

 

2,279,622

 

Cost of revenue, net of other direct costs

 

880,018

 

777,575

 

2,561,529

 

2,079,203

 

Gross profit

 

87,117

 

75,709

 

255,957

 

200,419

 

 

 

 

 

 

 

 

 

 

 

Equity in earnings of joint ventures

 

6,153

 

5,313

 

16,793

 

12,163

 

General and administrative expenses

 

20,071

 

16,840

 

61,248

 

44,909

 

Income from operations

 

73,199

 

64,182

 

211,502

 

167,673

 

 

 

 

 

 

 

 

 

 

 

Minority interest in share of earnings

 

3,040

 

4,862

 

10,818

 

10,939

 

Other income (expense)

 

3,248

 

756

 

(2,958

)

(872

)

Interest income (expense), net

 

(2,517

)

(198

)

(8,134

)

4,111

 

Income from continuing operations before income tax expense

 

70,890

 

59,878

 

189,592

 

159,973

 

 

 

 

 

 

 

 

 

 

 

Income tax expense

 

20,987

 

21,424

 

56,878

 

56,197

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

49,903

 

38,454

 

132,714

 

103,776

 

 

 

 

 

 

 

 

 

 

 

Discontinued operations, net of tax

 

1,218

 

 

2,710

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

51,121

 

$

38,454

 

$

135,424

 

$

103,776

 

 

 

 

 

 

 

 

 

 

 

Net income allocation:

 

 

 

 

 

 

 

 

 

Preferred stock dividend

 

$

63

 

$

36

 

$

134

 

$

131

 

Net income available for common stockholders

 

51,058

 

38,418

 

135,290

 

103,645

 

Net income

 

$

51,121

 

$

38,454

 

$

135,424

 

$

103,776

 

 

 

 

 

 

 

 

 

 

 

Net income per share:

 

 

 

 

 

 

 

 

 

Basic

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

0.45

 

$

0.38

 

$

1.24

 

$

1.03

 

Discontinued operations

 

0.01

 

 

0.02

 

 

 

 

$

0.46

 

$

0.38

 

$

1.26

 

$

1.03

 

 

 

 

 

 

 

 

 

 

 

Diluted

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

0.45

 

$

0.37

 

$

1.22

 

$

1.00

 

Discontinued operations

 

0.01

 

 

0.03

 

 

 

 

$

0.46

 

$

0.37

 

$

1.25

 

$

1.00

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

109,872

 

102,020

 

106,955

 

100,745

 

Diluted

 

111,515

 

104,563

 

108,761

 

103,681

 

 

5



 

AECOM Technology Corporation

Balance Sheet and Cash Flow Information

(in thousands)

 

 

 

June 30, 2009

 

September 30, 2008

 

Balance Sheet Information:

 

 

 

 

 

Cash and cash equivalents

 

$

275,006

 

$

193,122

 

Working capital

 

726,902

 

660,971

 

Working capital, net of cash and cash equivalents

 

451,896

 

467,849

 

Total debt

 

241,013

 

398,009

 

Total assets

 

3,735,197

 

3,596,189

 

Total stockholders’ equity

 

1,666,301

 

1,422,993

 

 

 

 

Nine Months Ended

 

 

 

June 30, 2009

 

June 30, 2008

 

Cash Flow Information:

 

 

 

 

 

Net cash provided by operating activities

 

$

105,373

 

$

92,010

 

 

***

 

6