Form 8-K AECOM For: Sep 30

 

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):  September 30, 2015

 

AECOM

(Exact name of Registrant as specified in its charter)

 

 

1999 Avenue of the Stars, Suite 2600

Los Angeles, California  90067

(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 7.01  Regulation FD Disclosure.

 

On September 30, 2015, AECOM issued a press release announcing that it has launched an offer to exchange up to $800 million aggregate principal amount of its newly issued 5.750% Senior Notes due 2022 and up to $800 million aggregate principal amount of its newly issued 5.875% Senior Notes due 2024 for a like principal amount of any or all of its outstanding 5.750% Senior Notes due 2022 and its outstanding 5.875% Senior Notes due 2024.  A copy of this press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

The information contained in this Current Report on Form 8-K and the related press release is being furnished pursuant to Item 7.01, Regulation FD Disclosure. The information and press release furnished is not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

 

Item 9.01  Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.		Description
99.1		Press Release, dated September 30, 2015, entitled “AECOM Announces Launch Of Exchange Offer For Up To $800 Million Aggregate Principal Amount Of Its 5.750% Senior Notes Due 2022 And Up To $800 Million Of Its 5.875% Senior Notes Due 2024.”

 

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
Dated: September 30, 2015	By:	/s/ David Y. Gan
		David Y. Gan
		Senior Vice President, Assistant General Counsel

 

3

 

EXHIBIT INDEX

 

Exhibit No.		Description
99.1		Press Release, dated September 30, 2015, entitled “AECOM Announces Launch Of Exchange Offer For Up To $800 Million Aggregate Principal Amount Of Its 5.750% Senior Notes Due 2022 And Up To $800 Million Of Its 5.875% Senior Notes Due 2024.”

 

4

Exhibit 99.1

 

For Immediate Release   NR 15-0907

 

 

 

AECOM ANNOUNCES LAUNCH OF EXCHANGE OFFER FOR UP TO $800 MILLION AGGREGATE PRINCIPAL AMOUNT OF ITS 5.750% SENIOR NOTES DUE 2022 AND UP TO $800 MILLION AGGREGATE PRINCIPAL AMOUNT OF ITS 5.875% SENIOR NOTES DUE 2024

 

Los Angeles, CA – September 30, 2015 – AECOM (NYSE: ACM), a premier, fully-integrated global infrastructure firm, today announced that it has launched an offer to exchange new registered notes for the outstanding unregistered notes that it issued in October 2014 in a private placement pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended (the “Securities Act”).

 

AECOM is offering to exchange (the “Exchange Offer”) up to $800 million aggregate principal amount of its newly issued 5.750% Senior Notes due 2022 and up to $800 million aggregate principal amount of its newly issued 5.875% Senior Notes due 2024, as well as all related guarantees (the “Exchange Notes”) for a like principal amount of the applicable series of its outstanding 5.750% Senior Notes due 2022 and its outstanding 5.875% Senior Notes due 2024, as well as all related guarantees (the “Old Notes”).  The Exchange Notes have been registered under the Securities Act and will be guaranteed by AECOM’s subsidiaries that guarantee the Old Notes.  AECOM will not receive any proceeds from the issuance of the Exchange Notes.  The sole purpose of the Exchange Offer is to fulfill AECOM’s obligations under the registration rights agreement entered into with holders of the Old Notes in connection with the October 2014 offering.

 

The Exchange Offer will expire at 5:00 p.m. New York City time on October 30, 2015, unless otherwise extended (such date and time, as they may be extended, the “Expiration Date”).  The settlement date for the Exchange Offer will occur promptly following the Expiration Date. The Exchange Offer is made only pursuant to AECOM’s prospectus dated September 29, 2015, which has been filed with the United States Securities and Exchange Commission. AECOM has not authorized any person to provide information other than as set forth in the prospectus.

 

Copies of the exchange offer prospectus and related materials may be obtained from the exchange agent for the Exchange Offer, U.S. Bank National Association, by emailing or faxing a request to [email protected] or (651) 466-7367 (for Eligible Institutions only) or by mailing or delivering a request to U.S. Bank National Association, Attention: Specialized Finance – Mike Tate, 111 Filmore Avenue, St. Paul, MN  55107-1402.

 

This press release is for informational purposes only and is neither an offer to buy, nor a solicitation of an offer to sell, the Exchange Notes or any other securities, and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such offer, solicitation or sale would be unlawful.

 

 

About AECOM

 

AECOM is a premier, fully integrated professional and technical services firm positioned to design, build, finance and operate infrastructure assets around the world for public- and private-sector clients. The firm’s global staff — including architects, engineers, designers, planners, scientists and management and construction services professionals — serves clients in over 150 countries around the world. AECOM is ranked as the #1 engineering design firm by revenue in Engineering News-Record magazine’s annual industry rankings, and has been recognized by Fortune magazine as a World’s Most Admired Company. The firm is a leader in all of the key markets that it serves, including transportation, facilities, environmental, energy, oil and gas, water, high-rise buildings and government. AECOM provides a blend of global reach, local knowledge, innovation and technical excellence in delivering customized and creative solutions that meet the needs of clients’ projects. A Fortune 500 firm, AECOM companies, including URS Corporation and Hunt Construction Group, had revenue of approximately $19 billion during the 12 months ended June 30, 2015. 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 statements relating to the future exchange offer. 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, 2015, 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 statements.