Plan includes $100 million accelerated share repurchase agreement
LOS ANGELES, Aug 16, 2011 (BUSINESS WIRE) --
AECOM Technology Corp. (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 $200 million of its common stock.
In connection with the authorization of the repurchase program, AECOM
has entered into an accelerated share repurchase agreement with Bank of
America N.A. to repurchase $100 million of its common stock. This
transaction will enable the company to reduce its outstanding share
count shortly after execution of the agreement.
"The Board's share repurchase authorization reflects its confidence in
our long-term outlook and acknowledges this opportunity to create
shareholder value by purchasing our shares at what we believe is a
significant discount to their intrinsic value," said John M. Dionisio,
AECOM president and chief executive officer. "The share repurchase
program complements our strategy of balanced growth, and we will
continue to deploy our strong balance sheet to invest in both organic
growth initiatives and strategic acquisitions, which we believe will
drive long-term growth for AECOM."
Under the accelerated share repurchase agreement, AECOM will provide
$100 million to Bank of America N.A. and receive a substantial majority
of the shares to be repurchased on Aug. 19, 2011. The total number of
shares ultimately repurchased under the agreement will be determined
based upon the volume weighted average price of AECOM's common stock
over the term of the agreement, subject to a collar provision
establishing the maximum and minimum price at which the repurchase will
occur as well as other customary conditions.
Bank of America is expected to purchase shares of AECOM common stock in
the open market in connection with the accelerated share repurchase.
AECOM expects all purchases under the accelerated share repurchase to be
completed in the fourth quarter of its fiscal year 2011 or the first
quarter of 2012, with the exact date of completion to depend on whether
Bank of America exercises one of the acceleration options that it has
under the share repurchase agreement. At final settlement of the
transaction, AECOM may be entitled to receive additional shares of
common stock from Bank of America or, under certain circumstances, may
be required to issue additional shares or make a payment to Bank of
America at AECOM's option.
The remaining shares authorized in the share repurchase program may be
repurchased from time to time in the open market at the company's
discretion, subject to market conditions, and in accordance with
applicable regulatory requirements.
"The accelerated share repurchase agreement enables us to immediately
execute an accretive transaction that will benefit our shareholders,"
said Michael S. Burke, AECOM executive vice president and chief
financial officer. "Given our strong balance sheet and outlook, we can
execute the share repurchase program and continue making strategic
investments in the business while remaining well within our targeted
leverage ratio range of 1.5 to 2.0 times net debt to EBITDA."
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 approximately 125 countries and had revenue of $7.7
billion during the 12 months ended June 30, 2011. 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 or actions;
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
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; unexpected adjustments and
cancellations related to our backlog; and increases in the yield which
could be obtained from alternative investment of the funds used to
repurchase stock.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
This press release is neither an offer to purchase nor a solicitation
of an offer to sell any securities.
SOURCE: AECOM Technology Corp.
AECOM Technology Corp.
Paul Gennaro, 212-973-3167
Senior Vice President, Corporate Communications