AECOM announces early settlement of cash tender offer for 5.875% senior notes due 2024 and entry into incremental senior secured term loan credit facility

AECOM (NYSE: ACM) (“we,” “us,” “our” or the “Company”), the world’s premier infrastructure consulting firm, today announced that in connection with its previously announced tender offer (the “Tender Offer”) to purchase for cash up to $700,000,000 aggregate purchase price (not including any accrued and unpaid interest) of its outstanding 5.875% Senior Notes due 2024 (the “Notes”), the Company has accepted and purchased $607,940,000 aggregate principal amount of the Notes that were validly tendered and not validly withdrawn on or prior to 5:00 p.m. New York City time on April 6, 2021 (the “Early Tender Deadline”). Registered holders (“Holders”) of Notes that were validly tendered and not validly withdrawn on or prior to the Early Tender Deadline received the total consideration of $1,146.25 per $1,000 principal amount of Notes tendered and accepted for purchase, plus accrued and unpaid interest from the last date on which interest had been paid to, but excluding, April 13, 2021.

The aggregate purchase price paid by the Company was $696,851,225 (the “Purchase Price”), plus accrued and unpaid interest. The amounts paid were funded using the proceeds from the Company’s Term B Facility (as defined below) and cash on hand.

The Company also announced that it has executed an amendment to its existing senior secured credit facilities, pursuant to which it has incurred an incremental senior secured term loan B credit facility (the “Term B Facility”) in an aggregate principal amount of $700,000,000. The proceeds of the Term B Facility were used to fund a portion of the Purchase Price on April 13, 2021 and fees and expenses in connection therewith.

The terms and conditions of the Tender Offer and the Consent Solicitation are described in an Offer to Purchase and Consent Solicitation Statement, dated March 24, 2021 (as amended, the “Offer to Purchase and Consent Solicitation Statement”).

The Tender Offer and the Consent Solicitation will expire immediately after 11:59 p.m., New York City time, on April 23, 2021, unless extended or earlier terminated by the Company (the “Expiration Time”). Holders of Notes that are validly tendered after the Early Tender Deadline and on or prior to the Expiration Time and accepted for purchase by the Company pursuant to the Tender Offer will receive the tender offer consideration of $1,116.25 per $1,000 principal amount of Notes tendered and accepted for purchase, plus accrued and unpaid interest from the last date on which interest had been paid to, but excluding, the final settlement date.