AECOM Technology Corporation (NYSE:ACM), the world’s #1-ranked
engineering design firm, announced today that the company has completed
its acquisition of URS Corporation with broad support from stakeholders
following approval of the merger agreement by URS’ stockholders and the
stock issuance proposal by AECOM’s stockholders at each company’s
respective special stockholder meetings held on Oct. 16, 2014. Each
share of URS common stock will be exchanged in the merger for per-share
consideration of either US$53.991 in cash or 1.8879 shares of AECOM
common stock, at the election of the holder, and only non-electing
holders will receive a combination of cash and stock as provided for in
the merger agreement. The stockholder election deadline was 2 p.m.
Pacific Time on Oct. 15, 2014.
“Today is an exciting and historic day – for our industry, for AECOM and
URS, and for our nearly 100,000 people around the world who are serving
our clients in over 150 countries,” said Michael S. Burke, AECOM chief
executive officer. “Beyond the compelling benefits that this transaction
creates for our combined clients, stockholders and employees, the
combination of AECOM and URS dramatically accelerates our strategy of
creating an integrated delivery platform with superior capabilities to
design, build, finance and operate infrastructure assets around the
world.”
The acquisition further diversifies and broadens AECOM's market
presence, as URS brings strong sector expertise in important end
markets, including oil & gas, power and government services. URS also
adds to AECOM’s construction capabilities, deepening a core competency
that AECOM will be able to leverage across its global platform.
“During the past three months, as we have advanced our integration
planning efforts, my belief that AECOM and URS had highly complementary
operations and cultures has been solidly confirmed,” Burke said. “Our
leaders have collaborated to develop a comprehensive integration plan
that will leverage our greater scale across our global platform. We are
confident that we will achieve our target of US$250 million in annual
cost synergies.”
Further information about the transaction is available online at www.aecom-urs.com.
About AECOM
With nearly 100,000 employees — including architects, engineers,
designers, planners, scientists and management and construction services
professionals — serving clients in more than 150 countries around the
world following the acquisition of URS, AECOM is a premier, fully
integrated infrastructure and support services firm. AECOM is ranked as
the #1 engineering design firm by revenue in Engineering News-Record
magazine’s annual industry rankings. The company 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 solutions that create,
enhance and sustain the world's built, natural and social environments.
A Fortune 500 company, AECOM companies, including URS, had
revenue of $19.2 billion during the 12 months ended June 30, 2014. More
information on AECOM and its services can be found at www.aecom.com.
Forward-Looking Statements
Statements contained in this press release that are not historical facts
may constitute forward-looking statements, including statements relating
to the anticipated benefits of the merger and the combined company's
ability to realize any of these benefits, including future
opportunities, future capabilities and expertise, future competitive
positioning and business synergies, future financial results, future
market demand, future benefits to stockholders and employees and future
economic and industry conditions. Words such as "expect," "estimate,"
"project," "budget," "forecast," "anticipate," "intend," "plan," "may,"
"will," "could," "should," "believe," "predict," "potential," "continue"
and similar expressions are also intended to identify forward-looking
statements. AECOM believes that its expectations are reasonable and are
based on reasonable assumptions. However, such forward-looking
statements by their nature involve risks and uncertainties that could
cause actual results to differ materially from the results predicted or
implied by the forward-looking statements. The potential risks and
uncertainties include, but are not limited to: risks related to whether
any of the anticipated benefits of the merger will be realized;
potential difficulties that may be encountered in integrating the merged
businesses; potential uncertainties regarding market acceptance of the
combined company; competitive responses to the merger; the possibility
of an economic downturn; changes in the combined company's book of
business; the combined company's compliance with government contract
procurement regulations; the combined company's ability to procure
government contracts; the combined company's reliance on government
appropriations; the ability of the government to unilaterally terminate
the combined company's contracts; the combined company's ability to make
accurate estimates and control costs; the combined company's ability to
win or renew contracts; the combined company's and its partners'
abilities to bid on, win, perform and renew contracts and projects;
environmental issues and liabilities; liabilities for pending and future
litigation; the impact of changes in laws and regulations; the potential
for a decline in defense spending; industry competition; the combined
company's ability to attract and retain key individuals; employee, agent
or partner misconduct; risks associated with changes in equity-based
compensation requirements; the combined company's leveraged position and
ability to service its debt; risks associated with international
operations; business activities in high security risk countries;
third-party software risks; terrorist and natural disaster risks; the
combined company's relationships with its labor unions; the combined
company's ability to protect its intellectual property rights;
anti-takeover risks and other factors discussed more fully in AECOM's
Form 10-Q for its quarter ended June 30, 2014, URS’s Annual Report for
its year ended Jan. 3, 2014, URS’s Form 10-Q for its quarter ended July
4, 2014, as well as in the Joint Proxy Statement/Prospectus of AECOM and
URS filed, and other reports subsequently filed from time to time, with
the Securities and Exchange Commission. These forward-looking statements
represent only AECOM’s current intentions, beliefs or expectations, and
any forward-looking statement speaks only as of the date on which it was
made. AECOM assumes no obligation to update any forward-looking
statements.
NR 14-1005
Copyright Business Wire 2014