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 23, 2012

 

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 8.01                                      Other Events.

 

On August 23, 2012, AECOM Technology Corporation (the “Company”) announced that its Board of Directors authorized a share-repurchase program, pursuant to which the Company may purchase up to $300 million of its common stock.  Share repurchases under this program may be effected through open market purchases, unsolicited or solicited privately negotiated transactions or other methods, including pursuant to a Rule 10b5-1 plan.

 

The Company issued a press release on August 23, 2012 announcing its share-repurchase program.  A copy of that press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

 

Item 9.01                                       Financial Statements and Exhibits.

 

(d)  Exhibits

 

99.1                                               Press release issued August 23, 2012 by AECOM Technology Corporation announcing share-repurchase program

 

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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 23, 2012

By:

/s/ DAVID Y. GAN

 

 

David Y. Gan

 

 

Vice President, Assistant General Counsel

 

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EXHIBIT INDEX

 

Exhibit

 

 

 

 

 

99.1

 

Press release issued August 23, 2012 by AECOM Technology Corporation announcing share-repurchase program

 

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Exhibit 99.1

 

 

 

NR 12-0804

 

Media Contact:

Paul Gennaro

SVP & Chief Communications Officer

212.973.3167

Paul.Gennaro@aecom.com

 

Investor Contact:

Lynn Antipas Tyson

SVP, Investor Relations

646.432.8428

Lynn.Tyson@aecom.com

 

AECOM announces $300-million share-repurchase program

 

LOS ANGELES, (Aug. 23, 2012) — 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 that its Board of Directors has authorized the repurchase of up to $300 million of its common stock.

 

“This repurchase authorization reflects our confidence in AECOM’s long-term outlook and the focus of our capital-allocation strategy on driving sustainable returns as we continue to make progress in areas such as balanced growth, profitability and liquidity,” said John M. Dionisio, AECOM chairman and chief executive officer.

 

AECOM completed its first share-repurchase program, worth $200 million, during the third quarter of its fiscal year 2012.

 

Any repurchases under the current program will be made at the company’s discretion in the open market or in privately negotiated transactions in compliance with applicable securities laws and other legal requirements and will depend on a variety of factors, including market conditions, share price, the terms of the company’s credit facilities and other factors.

 

About AECOM

 

AECOM 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 45,000 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 create, enhance and sustain the world’s built, natural, and social environments.  A Fortune 500 company, AECOM serves clients in more than 130 countries and had revenue of $8.3 billion during the 12 months ended June 30, 2012.  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, statements of plans for future operations or expected share repurchase program activity.  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, 2012, 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.

 

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