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):  November 11, 2010

 

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 November 11, 2010, AECOM Technology Corporation issued a press release announcing the financial results for its fiscal fourth quarter and fiscal year ended September 30, 2010. 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 November 11, 2010, announcing AECOM’s financial results for the fiscal fourth quarter and fiscal year ended September 30, 2010.

 

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: November 11, 2010

By:

/s/ DAVID Y. GAN

 

 

David Y. Gan

 

 

Vice President, Assistant General Counsel

 

3



 

EXHIBIT INDEX

 

Exhibit

 

 

 

99.1

Press Release, dated November 11, 2010, announcing AECOM’s financial results for the fiscal fourth quarter and fiscal year ended September 30, 2010.

 

4


Exhibit 99.1

 

GRAPHIC

For Immediate Release

 

NR 10-1105

 

 

 

 

 

 

Press Release

Contact:

Paul Gennaro

 

 

SVP & Chief Communications Officer

 

 

212.973.3167

 

 

Paul.Gennaro@aecom.com

 

AECOM reports fourth-quarter, full fiscal year 2010 results

 

Q4 EPS increased 21% year over year and backlog grew 55% to $14.7 billion

 

·                  Fourth-quarter diluted earnings per share increased 21% year over year to 58 cents.

 

·                  Net income from continuing operations for the fourth quarter increased 25% year over year to $68 million.

 

·                  Revenue for the fourth quarter increased 12% year over year to $1.8 billion.

 

·                  Revenue, net of other direct costs, for the fourth quarter increased 14% year over year to $1.1 billion.

 

·                  Total backlog at Sept. 30 increased 55% year over year to $14.7 billion.

 

·                  Diluted earnings-per-share outlook of $2.20 to $2.30 provided for full fiscal year 2011.

 

LOS ANGELES (Nov. 11, 2010) — 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 fourth quarter and full fiscal year ended Sept. 30, 2010.

 

AECOM reported net income from continuing operations of $68 million for the fourth quarter and diluted earnings per share (EPS) from continuing operations of 58 cents for the fourth quarter.  This represents an increase of 25% over net income of $54 million for the same period last year and an increase of 21% over diluted earnings per share of 48 cents for the same period last year.

 

Fourth-quarter revenue was $1.8 billion, a 12% increase from the fourth quarter of fiscal year 2009.  AECOM’s gross revenue includes a significant amount of pass-through costs and, therefore, the company believes that revenue, net of other direct costs, which is a non-GAAP measure, also provides a valuable perspective on its business results.  Fourth-quarter revenue, net of other direct costs, was $1.1 billion, representing a 14% increase over the same period last year.  Organic revenue, net of other direct costs, for the fourth quarter increased 3.8% year over year.

 

For the full fiscal year 2010, AECOM reported net income from continuing operations of $237 million and diluted EPS from continuing operations of $2.05.  This represents an increase of 27% over net income of $187 million for the same period last year and an increase of 21% over diluted EPS of $1.70 for the same period last year.

 

For fiscal year 2010, the company’s revenue, net of other direct costs, increased 10% to $4.2 billion, while gross revenue for fiscal year 2010 was $6.5 billion — 7% higher than fiscal year 2009.

 

“2010 was a year of many noteworthy achievements for AECOM,” said John M. Dionisio, AECOM president and chief executive officer. “We furthered our strategy of diversification with the completion of five strategic acquisitions, and we continued to win work on the most prestigious projects around the world.

 

“During the fourth quarter, we won more than $2 billion in new work across our geographies and end markets,” Dionisio said. “We are poised for continued forward momentum in 2011 and beyond with our balanced business model, global platform of integrated services and focus on high growth end markets and geographies.”

 

--more--

 



 

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 fourth quarter of fiscal year 2010, the PTS segment reported revenue of $1.5 billion and operating income of $120 million.  This represents an increase of 15% from revenue of $1.3 billion for the same period last year and an increase of 32% over operating income of $91 million for the same period last year.  For the full year, the PTS segment reported revenue of $5.4 billion and operating income of $399 million.  This represents an increase of 7% over revenue of $5.1 billion for the same period last year and an increase of 23% over operating income of $325 million for the same period last year.

 

PTS revenue, net of other direct costs, increased 11% for the fourth quarter of fiscal year 2010, to $1.0 billion.  For the full fiscal year 2010, PTS revenue, net of other direct costs, increased 8% to $3.8 billion.

 

Management Support Services

 

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

 

For the fourth quarter of fiscal year 2010, the MSS segment reported revenue of $294 million and operating income of $12 million.  Revenues were unchanged from the same period last year, while operating income increased 17% from $10 million in the same period last year.  For the full year, the MSS segment reported revenue of $1.2 billion and operating income of $52 million.  This represents an increase of 9% over revenue of $1.1 billion for the same period last year and an increase of 8% over operating income of $48 million for the same period last year.

 

MSS revenue, net of other direct costs, increased 50% for the fourth quarter of fiscal year 2010, to $105 million.  For the full fiscal year 2010, MSS revenue, net of other direct costs, increased 45% to $366 million.

 

Balance Sheet

 

As of Sept. 30, 2010, AECOM had $613 million of total cash and cash equivalents, $931 million of debt and $600 million in committed bank facilities with $542 million in unused capacity.  Cash flow from operations decreased by 31% to $159 million for the year ended Sept. 30, 2010.

 

Backlog

 

AECOM announced total backlog of $14.7 billion at Sept. 30, 2010, a 55% increase year over year and a 52% increase over the backlog balance at June 30, 2010.  Excluding backlog obtained through acquisitions, total backlog increased 4% over the backlog balance at June 30, 2010.

 

2



 

Outlook

 

“Our solid execution in FY10 resulted in year-over-year earnings growth of 21%,” said Michael S. Burke, AECOM executive vice president and chief financial officer.  “We closed the year with improving organic growth, increased operating margins, record backlog of $14.7 billion, and a strong balance sheet to fund future growth.  We are excited about the opportunities that we see ahead for AECOM as we complete the integration of our recent acquisitions and continue to pursue new opportunities around the globe.”

 

Based on the strength of its diversified business model, AECOM expects diluted earnings per share results for fiscal year 2011 to be in the range of $2.20 to $2.30.

 

AECOM is hosting a conference call today at 11 a.m. EST, during which management will make a brief presentation focusing on the company’s results, strategies and operating trends.  Those wishing to dial in to the call via telephone can do so by dialing (866) 804-6924 or (857) 350-1670 and entering the passcode 50717383.  Interested parties also can 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.

 

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, energy, water and government.  With approximately 51,000 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 $6.5 billion during its fiscal year 2010.  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 merger and 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

Condensed Consolidated Statement of Income

(in thousands, except per share data)

 

 

 

Three Months Ended

 

Twelve Months Ended

 

 

 

September 30,
2010

 

September 30,
2009

 

September 30,
2010

 

September 30,
2009

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

$

1,828,658

 

$

1,627,490

 

$

6,545,791

 

$

6,119,465

 

Other direct costs

 

699,735

 

636,207

 

2,340,014

 

2,300,496

 

Revenue, net of other direct costs (non-GAAP)

 

1,128,923

 

991,283

 

4,205,777

 

3,818,969

 

Cost of revenue, net of other direct costs

 

1,004,589

 

896,137

 

3,775,506

 

3,467,766

 

Gross profit

 

124,334

 

95,146

 

430,271

 

351,203

 

 

 

 

 

 

 

 

 

 

 

Equity in earnings of joint ventures

 

7,217

 

5,764

 

20,987

 

22,557

 

General and administrative expenses

 

32,373

 

25,646

 

110,463

 

86,894

 

Income from operations

 

99,178

 

75,264

 

340,795

 

286,866

 

 

 

 

 

 

 

 

 

 

 

Other income (expense)

 

6,970

 

4,671

 

10,250

 

1,713

 

Interest income (expense), net

 

(5,442

)

(2,557

)

(9,928

)

(10,691

)

Income from continuing operations before income tax expense

 

100,706

 

77,378

 

341,117

 

277,888

 

 

 

 

 

 

 

 

 

 

 

Income tax expense

 

31,518

 

19,924

 

91,696

 

77,002

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

69,188

 

57,454

 

249,421

 

200,886

 

 

 

 

 

 

 

 

 

 

 

Discontinued operations, net of tax

 

 

182

 

(77

)

2,992

 

 

 

 

 

 

 

 

 

 

 

Net Income

 

69,188

 

57,636

 

249,344

 

203,878

 

 

 

 

 

 

 

 

 

 

 

Non-controlling interest in income of consolidated subsidiaries, net of tax

 

(1,414

)

(3,364

)

(12,457

)

(14,182

)

 

 

 

 

 

 

 

 

 

 

Net income attributable to AECOM

 

$

67,774

 

$

54,272

 

$

236,887

 

$

189,696

 

 

 

 

 

 

 

 

 

 

 

Net income allocation:

 

 

 

 

 

 

 

 

 

Preferred stock dividend

 

$

22

 

$

34

 

$

126

 

$

139

 

Net income available for common stockholders

 

67,752

 

54,238

 

236,761

 

189,557

 

Net income attributable to AECOM

 

$

67,774

 

$

54,272

 

$

236,887

 

$

189,696

 

 

 

 

 

 

 

 

 

 

 

Net income attributable to AECOM per share:

 

 

 

 

 

 

 

 

 

Basic

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

0.58

 

$

0.49

 

$

2.07

 

$

1.73

 

Discontinued operations

 

 

 

 

0.03

 

 

 

$

0.58

 

$

0.49

 

$

2.07

 

$

1.76

 

 

 

 

 

 

 

 

 

 

 

Diluted

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

0.58

 

$

0.48

 

$

2.05

 

$

1.70

 

Discontinued operations

 

 

 

 

0.03

 

 

 

$

0.58

 

$

0.48

 

$

2.05

 

$

1.73

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

115,881

 

111,145

 

114,344

 

108,003

 

Diluted

 

116,690

 

112,542

 

115,463

 

109,706

 

 

4



 

AECOM Technology Corporation

Balance Sheet and Cash Flow Information

(in thousands)

 

 

 

September 30, 2010

 

September 30, 2009

 

Balance Sheet Information:

 

 

 

 

 

Cash and cash equivalents

 

$

612,857

 

$

290,777

 

Working capital

 

1,094,239

 

657,796

 

Working capital, net of cash and cash equivalents

 

481,382

 

367,019

 

Total debt

 

931,127

 

171,209

 

Total assets

 

5,242,909

 

3,789,881

 

Total stockholders’ equity

 

2,090,012

 

1,729,718

 

 

 

 

Twelve Months Ended

 

 

 

September 30, 2010

 

September 30, 2009

 

Cash Flow Information:

 

 

 

 

 

Net cash provided by operating activities

 

$

158,635

 

$

228,640

 

 

5



 

AECOM TECHNOLOGY CORPORATION

Reportable Segments

(in thousands)

 

 

 

Professional
Technical
Services

 

Management
Support
Services

 

Corporate

 

Total

 

Three Months Ended September 30, 2010

 

 

 

 

 

 

 

 

 

Revenue

 

$

1,534,539

 

$

294,119

 

$

 

$

1,828,658

 

Other direct costs

 

510,188

 

189,547

 

 

699,735

 

Revenue, net of other direct costs (non-GAAP)

 

1,024,351

 

104,572

 

 

1,128,923

 

Cost of revenue, net of other direct costs

 

907,567

 

97,022

 

 

1,004,589

 

Gross profit

 

116,784

 

7,550

 

 

124,334

 

Equity in earnings of joint ventures

 

2,957

 

4,260

 

 

7,217

 

General and administrative expenses

 

 

 

32,373

 

32,373

 

Income from operations

 

$

119,741

 

$

11,810

 

$

(32,373

)

$

99,178

 

 

 

 

 

 

 

 

 

 

 

Gross profit as a % of revenue

 

7.6

%

2.6

%

 

6.8

%

Gross profit as a % of revenue, net of other direct costs (non-GAAP)

 

11.4

%

7.2

%

 

11.0

%

 

 

 

 

 

 

 

 

 

 

Three Months Ended September 30, 2009

 

 

 

 

 

 

 

 

 

Revenue

 

$

1,333,168

 

$

294,322

 

$

 

$

1,627,490

 

Other direct costs

 

411,747

 

224,460

 

 

636,207

 

Revenue, net of other direct costs (non-GAAP)

 

921,421

 

69,862

 

 

991,283

 

Cost of revenue, net of other direct costs

 

833,273

 

62,864

 

 

896,137

 

Gross profit

 

88,148

 

6,998

 

 

95,146

 

Equity in earnings of joint ventures

 

2,682

 

3,082

 

 

5,764

 

General and administrative expenses

 

 

 

25,646

 

25,646

 

Income from operations

 

$

90,830

 

$

10,080

 

$

(25,646

)

$

75,264

 

 

 

 

 

 

 

 

 

 

 

Gross profit as a % of revenue

 

6.6

%

2.4

%

 

5.8

%

Gross profit as a % of revenue, net of other direct costs (non-GAAP)

 

9.6

%

10.0

%

 

9.6

%

 

6



 

AECOM TECHNOLOGY CORPORATION

Reportable Segments

(in thousands)

 

 

 

Professional
Technical
Services

 

Management
Support
Services

 

Corporate

 

Total

 

Twelve Months Ended September 30, 2010

 

 

 

 

 

 

 

 

 

Revenue

 

$

5,393,729

 

$

1,152,062

 

$

 

$

6,545,791

 

Other direct costs

 

1,554,420

 

785,594

 

 

2,340,014

 

Revenue, net of other direct costs (non-GAAP)

 

3,839,309

 

366,468

 

 

4,205,777

 

Cost of revenue, net of other direct costs

 

3,449,486

 

326,020

 

 

3,775,506

 

Gross profit

 

389,823

 

40,448

 

 

430,271

 

Equity in earnings of joint ventures

 

9,484

 

11,503

 

 

20,987

 

General and administrative expenses

 

 

 

110,463

 

110,463

 

Income from operations

 

$

399,307

 

$

51,951

 

$

(110,463

)

$

340,795

 

 

 

 

 

 

 

 

 

 

 

Gross profit as a % of revenue

 

7.2

%

3.5

%

 

6.6

%

Gross profit as a % of revenue, net of other direct costs (non-GAAP)

 

10.2

%

11.0

%

 

10.2

%

 

 

 

 

 

 

 

 

 

 

Segment assets

 

4,479,413

 

734,824

 

28,672

 

5,242,909

 

 

 

 

 

 

 

 

 

 

 

Contracted backlog

 

$

6,130,587

 

$

670,999

 

$

 

$

6,801,586

 

Awarded backlog

 

6,349,047

 

1,569,319

 

 

7,918,366

 

Total Backlog

 

$

12,479,634

 

$

2,240,318

 

$

 

$

14,719,952

 

 

 

 

 

 

 

 

 

 

 

Twelve Months Ended September 30, 2009

 

 

 

 

 

 

 

 

 

Revenue

 

$

5,057,688

 

$

1,061,777

 

$

 

$

6,119,465

 

Other direct costs

 

1,492,207

 

808,289

 

 

2,300,496

 

Revenue, net of other direct costs (non-GAAP)

 

3,565,481

 

253,488

 

 

3,818,969

 

Cost of revenue, net of other direct costs

 

3,252,533

 

215,233

 

 

3,467,766

 

Gross profit

 

312,948

 

38,255

 

 

351,203

 

Equity in earnings of joint ventures

 

12,465

 

10,092

 

 

22,557

 

General and administrative expenses

 

 

 

86,894

 

86,894

 

Income from operations

 

$

325,413

 

$

48,347

 

$

(86,894

)

$

286,866

 

 

 

 

 

 

 

 

 

 

 

Gross profit as a % of revenue

 

6.2

%

3.6

%

 

5.7

%

Gross profit as a % of revenue, net of other direct costs (non-GAAP)

 

8.8

%

15.1

%

 

9.2

%

 

 

 

 

 

 

 

 

 

 

Segment assets

 

3,537,342

 

266,328

 

(13,789

)

3,789,881

 

 

 

 

 

 

 

 

 

 

 

Contracted backlog

 

$

4,896,699

 

$

458,920

 

$

 

$

5,355,619

 

Awarded backlog

 

3,748,001

 

380,789

 

 

4,128,790

 

Total Backlog

 

$

8,644,700

 

$

839,709

 

$

 

$

9,484,409

 

 

###

 

7