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 live-aecom.pantheonsite.io.
Forward-Looking Statements: All statements in this press release other than statements of historical fact are “forward?looking statements” for purposes o…