UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
(Mark One)
For the quarterly period ended
OR
For the transition period from to
Commission File Number
(Exact name of registrant as specified in its charter)
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State or Other Jurisdiction Of | I.R.S. Employer Identification Number | |
Address of Principal Executive Offices | Zip Code |
(
Registrant’s Telephone Number, Including Area Code
Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
| Trading Symbol(s) |
| Name of each exchange on which registered |
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
☒ | Accelerated filer | ☐ | |
Non-accelerated filer | ☐ | Smaller reporting company | |
Emerging growth company |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
As of August 1, 2024,
AECOM
INDEX
1 | ||
Consolidated Balance Sheets as of June 30, 2024 (unaudited) and September 30, 2023 | 1 | |
2 | ||
3 | ||
4 | ||
6 | ||
7 | ||
Management’s Discussion and Analysis of Financial Condition and Results of Operations | 27 | |
42 | ||
43 | ||
43 | ||
43 | ||
43 | ||
44 | ||
44 | ||
44 | ||
44 | ||
45 | ||
46 |
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
AECOM
Consolidated Balance Sheets
(unaudited - in thousands, except share data)
June 30, | September 30, | |||||
| 2024 |
| 2023 | |||
ASSETS | ||||||
CURRENT ASSETS: | ||||||
Cash and cash equivalents | $ | | $ | | ||
Cash in consolidated joint ventures |
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Total cash and cash equivalents |
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Accounts receivable—net |
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Contract assets | | | ||||
Prepaid expenses and other current assets |
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Current assets held for sale | | | ||||
Income taxes receivable |
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TOTAL CURRENT ASSETS |
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PROPERTY AND EQUIPMENT—NET |
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DEFERRED TAX ASSETS—NET |
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INVESTMENTS IN UNCONSOLIDATED JOINT VENTURES |
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GOODWILL |
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INTANGIBLE ASSETS—NET |
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OTHER NON-CURRENT ASSETS |
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OPERATING LEASE RIGHT-OF-USE ASSETS | | | ||||
TOTAL ASSETS | $ | | $ | | ||
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||
CURRENT LIABILITIES: | ||||||
Short-term debt | $ | | $ | | ||
Accounts payable |
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Accrued expenses and other current liabilities |
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Income taxes payable | | | ||||
Contract liabilities |
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Current liabilities held for sale | | | ||||
Current portion of long-term debt | |
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TOTAL CURRENT LIABILITIES |
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OTHER LONG-TERM LIABILITIES |
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OPERATING LEASE LIABILITIES, NON-CURRENT | | | ||||
LONG-TERM LIABILITIES HELD FOR SALE | | | ||||
DEFERRED TAX LIABILITY-NET | | | ||||
PENSION BENEFIT OBLIGATIONS | | | ||||
LONG-TERM DEBT | |
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TOTAL LIABILITIES |
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COMMITMENTS AND CONTINGENCIES (Note 15) | ||||||
AECOM STOCKHOLDERS’ EQUITY: | ||||||
Common stock-authorized, |
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Additional paid-in capital |
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Accumulated other comprehensive loss |
| ( |
| ( | ||
Accumulated deficits |
| ( |
| ( | ||
TOTAL AECOM STOCKHOLDERS’ EQUITY |
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Noncontrolling interests |
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TOTAL STOCKHOLDERS’ EQUITY |
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TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ | | $ | |
See accompanying Notes to Consolidated Financial Statements.
1
AECOM
Consolidated Statements of Operations
(unaudited - in thousands, except per share data)
Three Months Ended | Nine Months Ended | |||||||||||
June 30, | June 30, |
| June 30, |
| June 30, | |||||||
| 2024 |
| 2023 |
| 2024 |
| 2023 | |||||
Revenue | $ | | $ | | $ | | $ | | ||||
Cost of revenue |
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Gross profit |
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Equity in earnings (losses) of joint ventures |
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| ( |
| ( |
| ( | ||||
General and administrative expenses |
| ( |
| ( |
| ( |
| ( | ||||
Restructuring costs | ( | ( | ( | ( | ||||||||
Income (loss) from operations |
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| ( |
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Other income |
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Interest income | | | | | ||||||||
Interest expense |
| ( |
| ( |
| ( |
| ( | ||||
Income (loss) from continuing operations before taxes |
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| ( |
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Income tax expense (benefit) for continuing operations |
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| ( |
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Net income (loss) from continuing operations |
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| ( |
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Net income (loss) from discontinued operations |
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| ( |
| ( |
| ( | ||||
Net income (loss) |
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| ( | | | ||||||
Net income attributable to noncontrolling interests from continuing operations | ( | ( | ( | ( | ||||||||
Net income attributable to noncontrolling interests from discontinued operations | ( | ( | ( | ( | ||||||||
Net income attributable to noncontrolling interests | ( | ( | ( | ( | ||||||||
Net income (loss) attributable to AECOM from continuing operations | | ( | | | ||||||||
Net income (loss) attributable to AECOM from discontinued operations | | ( | ( | ( | ||||||||
Net income (loss) attributable to AECOM | $ | | $ | ( | $ | | $ | | ||||
Net income (loss) attributable to AECOM per share: | ||||||||||||
Basic continuing operations per share | $ | | $ | ( | $ | | $ | | ||||
Basic discontinued operations per share | $ | | $ | ( | $ | ( | $ | ( | ||||
Basic earnings per share | $ | | $ | ( | $ | | $ | | ||||
Diluted continuing operations per share | $ | | $ | ( | $ | | $ | | ||||
Diluted discontinued operations per share | $ | | $ | ( | $ | ( | $ | ( | ||||
Diluted earnings per share | $ | | $ | ( | $ | | $ | | ||||
Weighted average shares outstanding: | ||||||||||||
Basic |
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Diluted |
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See accompanying Notes to Consolidated Financial Statements.
2
AECOM
Consolidated Statements of Comprehensive Income
(unaudited—in thousands)
Three Months Ended | Nine Months Ended | |||||||||||
June 30, | June 30, |
| June 30, |
| June 30, | |||||||
| 2024 |
| 2023 |
| 2024 |
| 2023 | |||||
Net income (loss) | $ | | $ | ( | $ | | $ | | ||||
Other comprehensive income, net of tax: | ||||||||||||
Net unrealized (loss) gain on derivatives, net of tax |
| ( |
| |
| ( |
| ( | ||||
Foreign currency translation adjustments |
| ( |
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Pension adjustments, net of tax |
| ( |
| ( |
| ( |
| ( | ||||
Other comprehensive income, net of tax |
| ( |
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Comprehensive income (loss), net of tax |
| |
| ( |
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Noncontrolling interests in comprehensive income of consolidated subsidiaries, net of tax |
| ( |
| ( |
| ( |
| ( | ||||
Comprehensive income (loss) attributable to AECOM, net of tax | $ | | $ | ( | $ | | $ | |
See accompanying Notes to Consolidated Financial Statements.
3
AECOM
Consolidated Statements of Stockholders’ Equity
(unaudited—in thousands)
Accumulated | Total | ||||||||||||||||||||
Additional | Other | AECOM | Non- | Total | |||||||||||||||||
Common | Paid-In | Comprehensive | Accumulated | Stockholders’ | Controlling | Stockholders’ | |||||||||||||||
| Stock |
| Capital |
| Loss |
| Deficits |
| Equity |
| Interests |
| Equity | ||||||||
BALANCE AT MARCH 31, 2024 | $ | | $ | | $ | ( | $ | ( | $ | | $ | | $ | | |||||||
Net income | — | — | — | | | | | ||||||||||||||
Dividends declared | — | — | — | ( | ( | — | ( | ||||||||||||||
Other comprehensive loss | — | — | ( | — | ( | ( | ( | ||||||||||||||
Issuance of stock | | | — | — | | — | | ||||||||||||||
Repurchases of stock | ( | ( | — | ( | ( | — | ( | ||||||||||||||
Stock-based compensation | — | | — | — | | — | | ||||||||||||||
Contributions from noncontrolling interests | — | — | — | — | — | | | ||||||||||||||
Distributions to noncontrolling interests | — | — | — | — | — | ( | ( | ||||||||||||||
BALANCE AT JUNE 31, 2024 | $ | | $ | | $ | ( | $ | ( | $ | | $ | | $ | |
|
| Accumulated |
|
| Total |
|
| ||||||||||||||
Additional | Other | AECOM | Non- | Total | |||||||||||||||||
Common | Paid-In | Comprehensive | Accumulated | Stockholders’ | Controlling | Stockholders’ | |||||||||||||||
| Stock |
| Capital |
| Loss |
| Deficits |
| Equity |
| Interests |
| Equity | ||||||||
BALANCE AT MARCH 31, 2023 | $ | | $ | | $ | ( | $ | ( | $ | | $ | | $ | | |||||||
Net loss | — | — | — | ( | ( | | ( | ||||||||||||||
Dividends declared | — | — | — | ( | ( | — | ( | ||||||||||||||
Other comprehensive income | — | — | | — | | ( | | ||||||||||||||
Issuance of stock | | | — | — | | — | | ||||||||||||||
Repurchases of stock | ( | ( | — | ( | ( | — | ( | ||||||||||||||
Stock-based compensation | — | | — | — | | — | | ||||||||||||||
Contributions from noncontrolling interests | — | — | — | — | — | | | ||||||||||||||
Distributions to noncontrolling interests | — | — | — | — | — | ( | ( | ||||||||||||||
BALANCE AT JUNE 30, 2023 | $ | | $ | | $ | ( | $ | ( | $ | | $ | | $ | |
4
| Accumulated | Total | |||||||||||||||||||
Additional | Other | AECOM | Non- | Total | |||||||||||||||||
Common | Paid-In | Comprehensive | Accumulated | Stockholders’ | Controlling | Stockholders’ | |||||||||||||||
| Stock |
| Capital |
| Loss |
| Deficits |
| Equity |
| Interests |
| Equity | ||||||||
BALANCE AT SEPTEMBER 30, 2023 | $ | | $ | | $ | ( | $ | ( | $ | | $ | | $ | | |||||||
Net income | — | — | — | | | | | ||||||||||||||
Dividends declared | — | — | — | ( | ( | — | ( | ||||||||||||||
Other comprehensive income | — | — | | — | | ( | | ||||||||||||||
Issuance of stock | | | — | — | | — | | ||||||||||||||
Repurchases of stock | ( | ( | — | ( | ( | — | ( | ||||||||||||||
Stock-based compensation | — | | — | — | | — | | ||||||||||||||
Contributions from noncontrolling interests | — | — | — | — | — | | | ||||||||||||||
Distributions to noncontrolling interests | — | — | — | — | — | ( | ( | ||||||||||||||
BALANCE AT JUNE 30, 2024 | $ | | $ | | $ | ( | $ | ( | $ | | $ | | $ | |
|
| Accumulated |
|
| Total |
|
| ||||||||||||||
Additional | Other | AECOM | Non- | Total | |||||||||||||||||
Common | Paid-In | Comprehensive | Accumulated | Stockholders’ | Controlling | Stockholders’ | |||||||||||||||
| Stock |
| Capital |
| Loss |
| Deficits |
| Equity |
| Interests |
| Equity | ||||||||
BALANCE AT SEPTEMBER 30, 2022 | $ | | $ | | $ | ( | $ | ( | $ | | $ | | $ | | |||||||
Net income | — | — | — | | | | | ||||||||||||||
Dividends declared | — | — | — | ( | ( | — | ( | ||||||||||||||
Other comprehensive income | — | — | | — | | | | ||||||||||||||
Issuance of stock | | | — | — | | — | | ||||||||||||||
Repurchases of stock | ( | ( | — | ( | ( | — | ( | ||||||||||||||
Stock-based compensation | — | | — | — | | — | | ||||||||||||||
Contributions from noncontrolling interests | — | — | — | — | — | | | ||||||||||||||
Distributions to noncontrolling interests | — | — | — | — | — | ( | ( | ||||||||||||||
BALANCE AT JUNE 30, 2023 |
| $ | | $ | | $ | ( | $ | ( | $ | | $ | | $ | |
See accompanying Notes to Consolidated Financial Statements.
5
AECOM
Consolidated Statements of Cash Flows
(unaudited - in thousands)
Nine Months Ended June 30, | ||||||
| 2024 |
| 2023 | |||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||
Net income | $ | | $ | | ||
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||||||
Depreciation and amortization |
| |
| | ||
Equity in losses of unconsolidated joint ventures |
| |
| | ||
Distribution of earnings from unconsolidated joint ventures |
| |
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Non-cash stock compensation | | | ||||
Loss on sale of discontinued operations | | | ||||
Foreign currency translation | | | ||||
Other | | | ||||
Changes in operating assets and liabilities, net of effects of acquisitions: | ||||||
Accounts receivable and contract assets |
| ( |
| ( | ||
Prepaid expenses and other assets |
| |
| ( | ||
Accounts payable |
| |
| | ||
Accrued expenses and other current liabilities |
| |
| | ||
Contract liabilities | |
| | |||
Other long-term liabilities |
| ( |
| ( | ||
Net cash provided by operating activities | | | ||||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||
Payments for business acquisition, net of cash acquired | ( |
| — | |||
Investment in unconsolidated joint ventures | ( | ( | ||||
Return of investment in unconsolidated joint ventures |