UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Item 1.02. Termination of a Material Definitive Agreement.
On August 31, 2020, AECOM Global II, LLC (the “Issuer”), a subsidiary of AECOM (the “Company”), redeemed all of its outstanding 5.000% Senior Notes due 2022 (the “Notes”), in an aggregate principal amount of $248,522,000 (the “Redemption”). The redemption price of the Notes was 106.835% of the outstanding aggregate principal amount, plus accrued and unpaid interest thereon to, but not including, the redemption date. The Notes were issued and the Redemption was effected pursuant to that certain Indenture, dated as of March 15, 2012, as supplemented by the Second Supplemental Indenture, dated as of March 15, 2012, the Third Supplemental Indenture, dated as of May 14, 2012, the Fourth Supplemental Indenture, dated as of September 24, 2012, and the Fifth Supplemental Indenture, dated as of October 17, 2014, each by and between the Issuer, as successor in interest to URS Corporation and URS Fox US LP, U.S. Bank National Association, as trustee, and the other parties thereto.
On August 31, 2020, the Company issued a press release regarding the Redemption. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Press Release issued by AECOM on August 31, 2020 | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
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 hereunto duly authorized.
| AECOM | ||
| Dated: August 31, 2020 | By: | /s/ David Y. Gan |
| David Y. Gan | ||
| Executive Vice President, Chief Legal Officer | ||
Exhibit 99.1
|
Press Release
|
Investor Contact: Senior Vice President, Investor
Relations William.Gabrielski@aecom.com |
Media Contact: Brendan Ranson-Walsh Vice President, Global Communications & Corporate Responsibility 213.996.2367 Brendan.Ranson-Walsh@aecom.com |
AECOM announces the redemption of its 5.000% senior notes due 2022
LOS ANGELES (Aug. 31, 2020) — AECOM (NYSE:ACM), the world’s premier infrastructure consulting firm, today announced that AECOM Global II, LLC (the “Issuer”), a subsidiary of AECOM, has redeemed all of its outstanding 5.000% senior notes due 2022 (the “Notes”), in an aggregate principal amount of $248,522,000 (the “Redemption”). AECOM had announced on August 4, 2020 that it had delivered a Notice of Redemption for the Notes. The Redemption was funded using cash on hand and $248.5 million in proceeds from a July 30, 2020 borrowing under the Company’s lower-cost delayed draw term loan facility. With the completed Redemption, the Company has added lower-cost, longer-duration and pre-payable debt that will result in annual cash interest savings of approximately $6 million.
About AECOM
AECOM (NYSE:ACM) is the world’s premier infrastructure consulting firm, delivering professional services throughout the project lifecycle – from planning, design and engineering to program and construction management. We partner with our clients in the public and private sectors to solve their most complex challenges and build legacies for generations to come. On projects spanning transportation, buildings, water, governments, energy and the environment, our teams are driven by a common purpose to deliver a better world. AECOM is a Fortune 500 firm and its Professional Services business had revenue of approximately $13.6 billion in fiscal year 2019. See how we deliver what others can only imagine at aecom.com and @AECOM.
Forward-Looking Statements
All statements in this communication other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws, including any statements of the plans, strategies and objectives for future operations, profitability, strategic value creation, coronavirus impacts, risk profile and investment strategies, and any statements regarding future economic conditions or performance, and the expected financial and operational results of AECOM. 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 our forward-looking statements include, but are not limited to, the following: our business is cyclical and vulnerable to economic downturns and client spending reductions; impacts caused by the coronavirus and the related economic instability and market volatility, including the reaction of governments to the coronavirus, including any prolonged period of travel, commercial or other similar restrictions, the delay in commencement, or temporary or permanent halting of construction, infrastructure or other projects, requirements that we remove our employees or personnel from the field for their protection, and delays or reductions in planned initiatives by our governmental or commercial clients or potential clients; losses under fixed-price contracts; limited control over operations run through our joint venture entities; liability for misconduct by our employees or consultants; failure to comply with laws or regulations applicable to our business; maintaining adequate surety and financial capacity; high leverage and potential inability to service our debt and guarantees; exposure to Brexit; exposure to political and economic risks in different countries; currency exchange rate fluctuations; retaining and recruiting key technical and management personnel; legal claims; inadequate insurance coverage; environmental law compliance and adequate nuclear indemnification; unexpected adjustments and cancellations related to our backlog; partners and third parties who may fail to satisfy their legal obligations; AECOM Capital real estate development projects; managing pension cost; cybersecurity issues, IT outages and data privacy; risks associated with the benefits and costs of the Management Services transaction, including the risk that the expected benefits of the Management Services transaction or any contingent purchase price will not be realized within the expected time frame, in full or at all; the risk that costs of restructuring transactions and other costs incurred in connection with the Management Services transaction will exceed our estimates or otherwise adversely affect our business or operations; as well as other additional risks and factors that could cause actual results to differ materially from our forward-looking statements set forth in our reports filed with the Securities and Exchange Commission. Any forward-looking statements are made as of the date hereof. We do not intend, and undertake no obligation, to update any forward-looking statement.
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