Forward-Looking Statements





This Quarterly Report contains forward-looking statements within the meaning of
the safe harbor provisions of the Private Securities Litigation Reform Act of
1995 that are not limited to historical facts, but reflect the Company's current
beliefs, expectations or intentions regarding future events. These statements
include forward-looking statements with respect to the Company, including the
Company's business, operations and strategy, and the engineering and
construction industry. Statements that are not historical facts, without
limitation, including statements that use terms such as "anticipates,"
"believes," "expects," "estimates," "intends," "may," "plans," "potential,"
"projects," and "will" and that relate to future impacts caused by the Covid-19
coronavirus pandemic and the related economic instability and market volatility,
including the reaction of governments to the coronavirus, including any
prolonged period of travel, commercial or other similar restrictions, the delay
in commencement, or temporary or permanent halting of construction,
infrastructure or other projects, requirements that we remove our employees or
personnel from the field for their protection, and delays or reductions in
planned initiatives by our governmental or commercial clients or potential
clients; future revenues, expenditures and business trends; future reduction of
our self-perform at-risk construction exposure; future accounting estimates;
future contractual performance obligations; future conversions of backlog;
future capital allocation priorities including common stock repurchases, future
trade receivables, future debt pay downs; future post-retirement expenses;
future tax benefits and expenses , and the impacts of future tax legislation;
future compliance with regulations; future legal claims and insurance coverage;
future effectiveness of our disclosure and internal controls over financial
reporting; future costs savings; and other future economic and industry
conditions, are forward-looking statements. In light of the risks and
uncertainties inherent in all forward-looking statements, the inclusion of such
statements in this Quarterly Report should not be considered as a representation
by us or any other person that our objectives or plans will be achieved.
Although management believes that the assumptions underlying the forward-looking
statements are reasonable, these assumptions and the forward-looking statements
are subject to various factors, risks and uncertainties, many of which are
beyond our control, including, but not limited to, our business is cyclical and
vulnerable to economic downturns and client spending reductions; government
shutdowns; long-term government contracts and subject to uncertainties related
to government contract appropriations; governmental agencies may modify, curtail
or terminate our contracts; government contracts are subject to audits and
adjustments of contractual terms; losses under fixed-price contracts; limited
control over operations run through our joint venture entities; liability for
misconduct by our employees or consultants; failure to comply with laws or
regulations applicable to our business; maintaining adequate surety and
financial capacity; high leverage and potential inability to service our debt
and guarantees; exposure to Brexit and tariffs; exposure to political and
economic risks in different countries; currency exchange rate fluctuations;
retaining and recruiting key technical and management personnel; legal claims;
inadequate insurance coverage; environmental law compliance and inadequate
nuclear indemnification; unexpected adjustments and cancellations related to our
backlog; partners and third parties who may fail to satisfy their legal
obligations; managing pension costs; AECOM Capital's real estate development;
cybersecurity issues, IT outages and data privacy; risks associated with the
benefits and costs of the Management Services transaction, including the risk
that the expected benefits of the Management Services transaction or any
contingent purchase price will not be realized within the expected time frame,
in full or at all; as well as other additional risks and factors discussed in
this Quarterly Report on Form 10-Q and any subsequent reports we file with the
SEC. Accordingly, actual results could differ materially from those contemplated
by any forward-looking statement.



All subsequent written and oral forward-looking statements concerning the
Company or other matters attributable to the Company or any person acting on its
behalf are expressly qualified in their entirety by the cautionary statements
above. You are cautioned not to place undue reliance on these forward-looking
statements, which speak only to the date they are made. The Company is under no
obligation (and expressly disclaims any such obligation) to update or revise any
forward-looking statement that may be made from time to time, whether as a
result of new information, future developments or otherwise. Please review "Part
II, Item 1A-Risk Factors" in this Quarterly Report for a discussion of the
factors, risks and uncertainties that could affect our future results.



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Overview



We are a leading global provider of professional technical and management
support services for governments, businesses and organizations throughout the
world. We provide planning, consulting, architectural and engineering design,
construction management services and investment and development services to
commercial and government clients worldwide in major end markets such as
transportation, facilities, environmental, energy, water and government markets.



Our business focuses primarily on providing fee-based planning, consulting,
architectural and engineering design services and, therefore, our business is
labor intensive. We primarily derive income from our ability to generate revenue
and collect cash from our clients through the billing of our employees' time
spent on client projects and our ability to manage our costs. AECOM Capital
primarily derives its income from real estate development sales and management
fees.



During the first quarter of fiscal 2020, we reorganized our operating and
reporting structure to better align with our ongoing professional services
business. This reorganization better reflected our continuing operations after
the sale of our Management Services segment and planned disposal of our
self-perform at-risk construction businesses, including our civil
infrastructure, power and oil & gas construction businesses. Our Management
Services and self-perform at-risk construction businesses were part of our
former Management Services segment and a substantial portion of our former
Construction Services segment, respectively. These businesses are classified as
discontinued operations in all periods presented.



We report our continuing business through three segments, each of which is
described in further detail below: Americas, International, and AECOM Capital
(ACAP). Such segments are organized by the differing specialized needs of the
respective clients, and how we manage the business. We have aggregated various
operating segments into our reportable segments based on their similar
characteristics, including similar long-term financial performance, the nature
of services provided, internal processes for delivering those services, and
types of customers.



Americas: Planning, consulting, architectural and engineering design, and

? construction management services to commercial and government clients in the

United States, Canada, and Latin America in major end markets such as

transportation, water, government, facilities, environmental, and energy.

International: Planning, consulting, architectural and engineering design

? services to commercial and government clients in Europe, the Middle East,

Africa and the Asia-Pacific regions in major end markets such as

transportation, water, government, facilities, environmental, and energy.

? AECOM Capital (ACAP): Invests primarily in real estate projects.






ACAP typically partners with investors and experienced developers as co-general
partners. ACAP may, but is not required to, enter into contracts with our other
AECOM affiliates to provide design, engineering, construction management,
development and operations and maintenance services for ACAP funded projects.



Our revenue is dependent on our ability to attract and retain qualified and
productive employees, identify business opportunities, integrate and maximize
the value of our recent acquisitions, allocate our labor resources to profitable
and high growth markets, secure new contracts and renew existing client
agreements. Demand for our services is cyclical and may be vulnerable to sudden
economic downturns and reductions in government and private industry spending,
which may result in clients delaying, curtailing or canceling proposed and
existing projects. Moreover, as a professional services company, maintaining the
high quality of the work generated by our employees is integral to our revenue
generation and profitability.



Our costs consist primarily of the compensation we pay to our employees, including salaries, fringe benefits, the costs of hiring subcontractors, other project-related expenses and sales, general and administrative costs.



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The U.S. federal government, including in connection with the new Biden Administration, has proposed significant legislative and executive infrastructure initiatives that, if enacted, could have a positive impact to our infrastructure business.





Regarding our capital allocation policy, on November 13, 2020, the Board
approved an increase in our repurchase authorization to $1.0 billion, up from
the approximately $305 million authorization in place immediately prior to such
date. At March 31, 2021, we have approximately $750 million remaining of the
Board's repurchase authorization. We intend to deploy future available cash
towards stock repurchases consistent with our capital allocation policy.

We have exited substantially all of our self-perform at-risk construction
business and expect to exit all of our non-core oil and gas markets. We have
substantially completed our exit of 30 countries, subject to applicable laws, as
part of our ongoing plan to improve profitability and reduce our risk profile,
and we continue to evaluate our geographic exposure as part of such plan.



We expect to incur restructuring costs of $30 to $50 million in fiscal year 2021
primarily related to previously announced restructuring actions that are
expected to deliver continued margin improvement and efficiencies. Total cash
costs for these restructuring actions are expected to be approximately $30

million to $50 million.



Coronavirus Impacts


The impact of the coronavirus pandemic and measures to prevent and mitigate its spread are affecting our businesses in a number of ways:

The coronavirus and accompanying economic effects are expected to reduce demand

? for our services and impact client spending in certain circumstances; however,

the uncertain nature of the coronavirus and its duration make it difficult for

us to predict and quantify such impact.

? We have restricted non-essential business travel, required or facilitated

employees to work remotely where appropriate.

? Non-essential construction and work on other client projects has been

temporarily halted in certain jurisdictions.

? Some contractual agreements are unable to be performed preventing us from


   making or receiving payments.



The coronavirus has made estimating the future performance of our business and

? mitigating the adverse financial impact of these developments on our business


   operations more difficult.




? State and local budget shortfalls in the U.S. have negatively impacted our

pipeline of pursuits and the pace of award activity.

? Certain markets, such as the U.K., Middle East, and Southeast Asia, are


   experiencing project delays that have impacted our performance and results.




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  Table of Contents

Results of Operations



 Three and six months ended March 31, 2021 compared to the three and six months
                              ended March 31, 2020



Consolidated Results




                                                                              Three Months Ended                                     Six Months Ended
                                                               March 31,      March 31,            Change            March 31,       March 31,            Change
                                                                  2021          2020            $          %            2021           2020            $           %

                                                                                                      (unaudited - in millions)
Revenue                                                        $  3,265.5    $   3,245.7    $    19.8        0.6 %  $    6,578.7    $   6,481.3    $    97.4        1.5 %
Cost of revenue                                                   3,070.3        3,076.9        (6.6)      (0.2)         6,199.1        6,146.7         52.4        0.9
Gross profit                                                        195.2          168.8         26.4       15.6           379.6          334.6         45.0       13.4

Equity in earnings of joint ventures                                  7.2           13.5        (6.3)     (46.7)            15.4           23.4        (8.0)     (34.2)
General and administrative expenses                                (36.0)  

      (41.0)          5.0     (12.2)          (74.4)         (84.6)         10.2     (12.1)
Restructuring costs                                                 (8.8)         (31.2)         22.4     (71.8)          (21.8)         (76.1)         54.3     (71.4)
Income from operations                                              157.6          110.1         47.5       43.1           298.8          197.3        101.5       51.4
Other income                                                          3.5            2.4          1.1       45.8             7.4            6.4          1.0       15.6
Interest expense                                                   (32.8)  

(37.1) 4.3 (11.6) (63.5) (77.5) 14.0 (18.1) Income from continuing operations before taxes

                      128.3           75.4         52.9       70.2           242.7          126.2        116.5       92.3
Income tax expense for continuing operations                         35.1           21.6         13.5       62.5            60.7           37.5         23.2       61.9
Net income from continuing operations                                93.2           53.8         39.4       73.2           182.0           88.7         93.3      105.2
Net loss from discontinued operations                              (47.9)  

     (130.8)         82.9     (63.4)         (103.7)        (112.6)          8.9      (7.9)
Net income (loss)                                                    45.3         (77.0)        122.3    (158.8)            78.3         (23.9)       

102.2 (427.6) Net income attributable to noncontrolling interests from continuing operations

                                               (4.9)   

(5.2) 0.3 (5.8) (10.3) (9.3) (1.0) 10.8 Net income attributable to noncontrolling interests from discontinued operations

                                             (1.0)          (3.9)          2.9     (74.4)           (2.5)         (12.3)          9.8     (79.7)
Net income attributable to noncontrolling interests                 (5.9)  

(9.1) 3.2 (35.2) (12.8) (21.6)

  8.8     (40.7)
Net income attributable to AECOM from continuing operations          88.3           48.6         39.7       81.7           171.7           79.4         92.3      116.2
Net loss attributable to AECOM from discontinued operations        (48.9)  

(134.7) 85.8 (63.7) (106.2) (124.9) 18.7 (15.0) Net income (loss) attributable to AECOM

$     39.4    $    (86.1)    $   125.5    (145.8) %  $       65.5    $    (45.5)    $   111.0    (244.0) %




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The following table presents the percentage relationship of statement of
operations items to revenue:




                                                                 Three Months Ended         Six Months Ended
                                                               March 31,   

March 31, March 31, March 31,


                                                                 2021         2020         2021         2020
Revenue                                                            100.0 %      100.0 %      100.0 %      100.0 %
Cost of revenue                                                     94.0         94.8         94.2         94.8
Gross profit                                                         6.0          5.2          5.8          5.2

Equity in earnings of joint ventures                                 0.2          0.4          0.2          0.4
General and administrative expenses                                (1.1)   

    (1.2)        (1.2)        (1.4)
Restructuring costs                                                (0.3)        (1.0)        (0.3)        (1.2)
Income from operations                                               4.8          3.4          4.5          3.0
Other income                                                         0.1          0.1          0.1          0.1
Interest expense                                                   (1.0)        (1.2)        (0.9)        (1.2)

Income from continuing operations before taxes                       3.9          2.3          3.7          1.9
Income tax expense for continuing operations                         1.0          0.6          0.9          0.5
Net income from continuing operations                                2.9          1.7          2.8          1.4
Net loss from discontinued operations                              (1.5)        (4.1)        (1.6)        (1.8)
Net income (loss)                                                    1.4   

(2.4) 1.2 (0.4) Net income attributable to noncontrolling interests from continuing operations, net of tax

                                  (0.2)    

(0.2) (0.2) (0.1) Net income attributable to noncontrolling interests from discontinued operations, net of tax

                                  0.0        (0.1)          0.0        (0.2)
Net income attributable to noncontrolling interests                (0.2)        (0.3)        (0.2)        (0.3)
Net income attributable to AECOM from continuing operations          2.7          1.5          2.6          1.2
Net loss attributable to AECOM from discontinued operations        (1.5)        (4.2)        (1.6)        (1.9)
Net income (loss) attributable to AECOM                              1.2 % 

    (2.7) %        1.0 %      (0.7) %




Revenue


Our revenue for the three months ended March 31, 2021 increased $19.8 million, or 0.6%, to $3,265.5 million as compared to $3,245.7 million for the corresponding period last year.





Our revenue for the six months ended March 31, 2021 increased $97.4 million, or
1.5%, to $6,578.7 million as compared to $6,481.3 million for the corresponding
period last year.


The increase in revenue for the three months ended March 31, 2021 was primarily attributable to an increase in our International segment of $27.0 million, offset by a decrease in our Americas segment of $7.4 million, as discussed further below.





The increase in revenue for the six months ended March 31, 2021 was primarily
attributable to an increase in our Americas segment of $97.9 million, offset by
a decrease in our International segment of $0.5 million, as discussed further
below.



In the course of providing our services, we routinely subcontract for services
and incur other direct costs on behalf of our clients. These costs are passed
through to clients and, in accordance with industry practice and GAAP, are
included in our revenue and cost of revenue. Because subcontractor and other
direct costs can change significantly from project to project and period to
period, changes in revenue may not be indicative of business trends.
Subcontractor and other direct costs for the quarters ended March 31, 2021 and
2020 were $1.7 billion and $1.7 billion, respectively. Subcontractor and other
direct costs for the six months ended March 31, 2021 and 2020 were $3.5 billion
and $3.4 billion, respectively. Subcontractor costs and other direct costs as a
percentage of revenue were 52% and 52% during the three months ended March 31,
2021 and 2020, respectively. Subcontractor costs and other direct costs as a
percentage of revenue were 54% and 52% during the six months ended March 31,
2021 and 2020, respectively.

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Gross Profit



Our gross profit for the three months ended March 31, 2021 increased $26.4
million, or 15.6%, to $195.2 million as compared to $168.8 million for the
corresponding period last year. For the three months ended March 31, 2021, gross
profit, as a percentage of revenue, increased to 6.0% from 5.2% in the three
months ended March 31, 2020.


Our gross profit for the six months ended March 31, 2021 increased $45.0 million, or 13.4%, to $379.6 million as compared to $334.6 million for the corresponding period last year. For the six months ended March 31, 2021, gross profit, as a percentage of revenue, increased to 5.8% from 5.2% in the six months ended March 31, 2020.

Gross profit changes were due to the reasons noted in Americas and International reportable segments below.

Equity in Earnings of Joint Ventures





Our equity in earnings of joint ventures for the three months ended March 31,
2021 was $7.2 million as compared to $13.5 million in the corresponding period
last year.



Our equity in earnings of joint ventures for the six months ended March 31, 2021
was $15.4 million as compared to $23.4 million in the corresponding period

last
year.



The decrease in earnings of joint ventures for the three and six months ended
March 31, 2021 compared to the same period in the prior year is primarily due to
the completion of a sports arena construction project in the Americas.

General and Administrative Expenses





Our general and administrative expenses for the three months ended March 31,
2021 decreased $5.0 million, or 12.2%, to $36.0 million as compared to $41.0
million for the corresponding period last year. For the three months ended March
31, 2021, general and administrative expenses, as a percentage of revenue,
decreased to 1.1% from 1.2% in the three months ended March 31, 2020.

Our general and administrative expenses for the six months ended March 31, 2021
decreased $10.2 million, or 12.1%, to $74.4 million as compared to $84.6 million
for the corresponding period last year. For the six months ended March 31, 2021,
general and administrative expenses, as a percentage of revenue, decreased to
1.2% from 1.4% in the three months ended March 31, 2020.

The decreases in general and administrative expenses were primarily due to the
execution of restructuring actions taken by management to increase profitability
and simplify our operating structure.

Restructuring Costs





Since the first quarter of fiscal 2019, we have been implementing a
restructuring plan to improve profitability. During the three and six months
ended March 31, 2020, we incurred restructuring expenses of $31.2 million and
$76.1 million, respectively, primarily related to personnel costs associated
with recent executive transitions. During the three and six months ended March
31, 2021, we incurred restructuring expenses of $8.8 million and $21.8 million,
respectively, primarily related to personnel costs. We expect to incur
additional restructuring costs in the second half of fiscal 2021 primarily
related to costs optimizing our cost structure and eliminating overhead costs.



Other Income


Our other income for the three months ended March 31, 2021 increased to $3.5 million from $2.4 million for the corresponding period last year.

Our other income for the six months ended March 31, 2021 increased to $7.4 million from $6.4 million for the corresponding period last year.



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Table of Contents

Other income is primarily comprised of interest income.





Interest Expense


Our interest expense for the three months ended March 31, 2021 was $32.8 million as compared to $37.1 million for the corresponding period last year.

Our interest expense for the six months ended March 31, 2021 was $63.5 million as compared to $77.5 million for the corresponding period last year.


The decreases in interest expense were primarily due to lower debt for the three
and six months ended March 31, 2021 compared to the three and six months ended
March 31, 2020.



Income Tax Expense



Our income tax expense for the three months ended March 31, 2021 was $35.1
million as compared to $21.6 million in the corresponding period last year. The
increase in tax expense for the current period compared to the corresponding
period last year is due primarily to the tax impacts of an increase in overall
pre-tax income of $53.0 million, partially offset by a decrease in tax expense
of $5.9 million related to nondeductible costs.

Our income tax expense for the six months ended March 31, 2021 was $60.7 million
as compared to $37.5 million in the corresponding period last year. The increase
in tax expense for the current period compared to the corresponding period last
year is due primarily to the tax impacts of an increase in overall pre-tax
income of $116.5 million, partially offset by a decrease in tax expense of $10.1
million related to nondeductible costs.

We regularly integrate and consolidate our business operations and legal entity structure, and such internal initiatives could impact the assessment of uncertain tax positions, indefinite reinvestment assertions and the realizability of deferred tax assets.

Net Loss From Discontinued Operations





During the first quarter of fiscal 2020, management approved a plan to dispose
via sale our Management Services business and our self-perform at-risk
construction businesses. As a result of these strategic actions, the Management
Services and self-perform at-risk construction businesses were classified as
discontinued operations. That classification was applied retrospectively for all
periods presented.

Net loss from discontinued operations decreased $82.9 million to a loss of $47.9
million from a loss of $130.8 million for the three months ended March 31, 2021
and 2020, respectively. The decrease in net loss from discontinued operations
for the three months ended March 31, 2021 compared to the three months ended
March 31, 2020 was primarily due to lower transaction costs and non-recurring,
prior year losses on a combined cycle power plant and impairment of long-lived
assets in our oil and gas business, offset by the prior year gain on disposal of
the Management Services business.

Net loss from discontinued operations decreased $8.9 million to a loss of $103.7
million from a loss of $112.6 million for the six months ended March 31, 2021
and 2020, respectively. The decrease in net loss from discontinued operations
for the six-month period ended March 31, 2021 compared to the six-month period
ended March 31, 2020 was primarily due to lower transaction costs and
non-recurring, prior year losses on a combined cycle power plant, offset by the
prior year gain on disposal of the Management Services business.



Net Income (Loss) Attributable to AECOM


The factors described above resulted in net income attributable to AECOM of
$39.4 million and $65.5 million for the three and six months ended March 31,
2021, respectively, as compared to net loss attributable to AECOM of $86.1
million and $45.5 million for the three and six months ended March 31, 2020,
respectively.

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  Table of Contents

Results of Operations by Reportable Segment:

Americas




                                         Three Months Ended                              Six Months Ended
                            March 31,     March 31,          Change          March 31,     March 31,        Change
                               2021          2020          $          %         2021          2020         $        %

                                            (in millions)
Revenue                     $  2,468.3    $  2,475.7    $  (7.4)    (0.3) %  $  5,025.6    $  4,927.7    $ 97.9    2.0 %
Cost of revenue                2,316.6       2,340.1      (23.5)    (1.0)       4,728.9       4,652.6      76.3    1.6
Gross profit                $    151.7    $    135.6    $   16.1     11.9 %  $    296.7    $    275.1    $ 21.6    7.9 %



The following table presents the percentage relationship of statement of operations items to revenue:






                     Three Months Ended         Six Months Ended
                   March 31,    March 31,    March 31,    March 31,
                     2021         2020         2021         2020
Revenue                100.0 %      100.0 %      100.0 %      100.0 %
Cost of revenue         93.9         94.5         94.1         94.4
Gross profit             6.1 %        5.5 %        5.9 %        5.6 %




Revenue


Revenue for our Americas segment for the three months ended March 31, 2021 decreased $7.4 million, or 0.3%, to $2,468.3 million as compared to $2,475.7 million for the corresponding period last year.

Revenue for our Americas segment for the six months ended March 31, 2021 increased $97.9 million, or 2.0%, to $5,025.6 million as compared to $4,927.7 million for the corresponding period last year.

The increase in revenue for the six months ended March 31, 2021 was primarily driven by increased activity in our construction management of high-rise buildings in New York City.





Gross Profit



Gross profit for our Americas segment for the three months ended March 31, 2021
increased $16.1 million, or 11.9%, to $151.7 million as compared to $135.6
million for the corresponding period last year. As a percentage of revenue,
gross profit increased to 6.1% of revenue for the three months ended March 31,
2021 from 5.5% in the corresponding period last year.



Gross profit for our Americas segment for the six months ended March 31, 2021
increased $21.6 million, or 7.9%, to $296.7 million as compared to $275.1
million for the corresponding period last year. As a percentage of revenue,
gross profit increased to 5.9% of revenue for the six months ended March 31,
2021 from 5.6% in the corresponding period last year.



The increase in gross profit and gross profit as a percentage of revenue for the
three and six months ended March 31, 2021 was primarily due to reduced costs and
a simplified operating structure resulting from our restructuring activities,
investments in technology, and shared service centers to enhance efficiencies.

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  Table of Contents

International




                                           Three Months Ended                               Six Months Ended
                               March 31,      March 31,         Change        March 31,     March 31,          Change
                                 2021           2020          $        %         2021          2020          $          %

                                             (in millions)
Revenue                       $     796.5    $     769.5    $ 27.0     3.5 %  $  1,552.1    $  1,552.6    $  (0.5)      0.0 %
Cost of revenue                     753.7          736.8      16.9     2.3       1,470.2       1,494.1      (23.9)    (1.6)
Gross profit                  $      42.8    $      32.7    $ 10.1    30.9 %  $     81.9    $     58.5    $   23.4     40.0 %



The following table presents the percentage relationship of statement of operations items to revenue:






                     Three Months Ended            Six Months Ended
                   March 31,    March 31,       March 31,    March 31,
                     2021         2020            2021         2020
Revenue                100.0 %      100.0 %         100.0 %      100.0 %
Cost of revenue         94.6         95.8            94.7         96.2
Gross profit             5.4 %        4.2 %           5.3 %        3.8 %




Revenue


Revenue for our International segment for the three months ended March 31, 2021 increased $27.0 million, or 3.5%, to $796.5 million as compared to $769.5 million for the corresponding period last year.



Revenue for our International segment for the six months ended March 31, 2021
decreased $0.5 million to $1,552.1 million as compared to $1,552.6 million for
the corresponding period last year.



The increase in revenue for the three-month period ended March 31, 2021 was primarily due to stabilizing market conditions and increased backlog from our success on key framework agreements.

Gross Profit


Gross profit for our International segment for the three months ended March 31,
2021 increased $10.1 million, or 30.9%, to $42.8 million as compared to $32.7
million for the corresponding period last year. As a percentage of revenue,
gross profit increased to 5.4% of revenue for the three months ended March 31,
2021 from 4.2% in the corresponding period last year.



Gross profit for our International segment for the six months ended March 31,
2021 increased $23.4 million, or 40.0%, to $81.9 million as compared to $58.5
million for the corresponding period last year. As a percentage of revenue,
gross profit increased to 5.3% of revenue for the six months ended March 31,
2021 from 3.8% in the corresponding period last year.



The increase in gross profit and gross profit as a percentage of revenue for the
three and six months ended March 31, 2021 was primarily due to reduced costs
resulting from restructuring activities, including consolidating real estate,
implementing a streamlined overhead structure, and exiting lower-returning

countries.



AECOM Capital




                                                      Three Months Ended                                  Six Months Ended
                                         March 31,      March 31,          Change           March 31,      March 31,          Change
                                           2021           2020           $         %          2021           2020           $         %

                                                                                  (in millions)
Revenue                                 $       0.7    $       0.5    $  

0.2 40.0 % $ 1.0 $ 1.0 $ 0.0 0.0 % Equity in earnings of joint ventures $ 1.2 $ 5.0 $ (3.8) (76.0) $ 5.0 $ 5.7 $ (0.7) (12.3) General and administrative expenses $ (1.5) $ (1.8) $ 0.3 (16.7) % $ (3.4) $ (4.2) $ 0.8 (19.0) %






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Seasonality



We experience seasonal trends in our business. The first quarter of our fiscal
year (October 1 to December 31) is typically our weakest quarter. The harsher
weather conditions impact our ability to complete work in parts of North America
and the holiday season schedule affects our productivity during this period. Our
revenue is typically higher in the last half of the fiscal year. Many U.S. state
governments with fiscal years ending on June 30 tend to increase spending during
their first quarter, when new funding becomes available. In addition, we find
that the U.S. federal government tends to authorize more work during the period
preceding the end of our fiscal year, September 30. Further, our construction
management revenue typically increases during the high construction season of
the summer months. Within the United States, as well as other parts of the
world, our business generally benefits from milder weather conditions in our
fiscal fourth quarter, which allows for more productivity from our on-site civil
services. For these reasons, coupled with the number and significance of client
contracts commenced and completed during a period, as well as the time of
expenses incurred for corporate initiatives, it is not unusual for us to
experience seasonal changes or fluctuations in our quarterly operating results.



Liquidity and Capital Resources





Cash Flows



Our principal sources of liquidity are cash flows from operations, borrowings
under our credit facilities, and access to financial markets. Our principal uses
of cash are operating expenses, capital expenditures, working capital
requirements, acquisitions, repurchases of common stock, and refinancing or
repayment of debt. We believe our anticipated sources of liquidity including
operating cash flows, existing cash and cash equivalents, borrowing capacity
under our revolving credit facility and our ability to issue debt or equity, if
required, will be sufficient to meet our projected cash requirements for at
least the next twelve months. We expect to spend approximately $75 million to
$95 million in restructuring costs in fiscal 2021 associated with previously
announced restructuring actions that are expected to deliver continued margin
improvement and efficiencies.



Generally, we do not provide for U.S. taxes or foreign withholding taxes on
gross book-tax basis differences in our non-U.S. subsidiaries because such basis
differences are able to and intended to be reinvested indefinitely. At March 31,
2021, we have determined that we will continue to indefinitely reinvest the
earnings of some foreign subsidiaries and therefore we will continue to account
for these undistributed earnings based on our existing accounting under ASC 740
and not accrue additional tax outside of the one-time transition tax required
under the Tax Cuts and Jobs Act that was enacted on December 22, 2017.
Determination of the amount of any unrecognized deferred income tax liability on
this temporary difference is not practicable because of the complexities of the
hypothetical calculation. Based on the available sources of cash flows discussed
above, we anticipate we will continue to have the ability to permanently
reinvest these remaining amounts.



At March 31, 2021, cash and cash equivalents, including cash and cash
equivalents included in current assets held for sale, were $946.3 million, a
decrease of $871.9 million, or 48.0%, from $1,818.2 million at September 30,
2020. The decrease in cash and cash equivalents was primarily attributable to
cash used to repurchase common stock and cash disposed with the sales of the
at-risk power and civil infrastructure construction businesses.



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Net cash provided by operating activities was $66.3 million for the six months
ended March 31, 2021, compared to net cash used in operating activities of
$506.0 million for the six months ended March 31, 2020. The year over year
improvement in operating cash flow was partly due to sales of the Management
Services business in the second quarter of fiscal 2020, the power construction
business in the first quarter of 2021 and the civil infrastructure business in
the second quarter of fiscal 2021, which led to a favorable year over year
impact to operating cash flow of approximately $217.4 million when comparing the
six months ended March 31, 2021 with the prior year. The remaining increase in
operating cash flow in the six-month period ended March 31, 2021 compared to the
prior year was attributable to improvements in working capital of approximately
$210.7 million and an increase in earnings adjusted for non-cash items of
approximately $144.2 million for the six months ended March 31, 2021 compared to
the six months ended March 31, 2020. The sale of trade receivables to financial
institutions during the six months ended March 31, 2021 provided a net benefit
of $50.2 million as compared to a net unfavorable impact of $216.5 million
during the six months ended March 31, 2020. We expect to continue to sell trade
receivables in the future as long as the terms continue to remain favorable

to
us.



Net cash used in investing activities was $362.5 million for the six months
ended March 31, 2021, as compared to net cash provided by investing activities
of $1,991.1 million for the six months ended March 31, 2020. Cash flow from
investing activities decreased primarily due to the change in proceeds, net of
cash disposed, from the sales of the at-risk power and civil infrastructure
construction businesses during the six months ended March 31, 2021, which was an
outflow of $259.9 million, compared to the $2,096.9 million of proceeds, net of
cash disposed, received from the sale of the Management Services business in the
six months ended March 31, 2020.

Net cash used in financing activities was $580.4 million for the six months
ended March 31, 2021 as compared to $1,293.2 million for the six months ended
March 31, 2020. The decrease from the prior year was primarily attributable to
debt repayment using the proceeds from the sale of the Management Services
business in the six months ended March 31, 2020, offset by increased stock
repurchases under the Stock Repurchase Program during the six months ended March
31, 2021. Total borrowings under our credit agreement may vary during the period
as we regularly draw and repay amounts to fund working capital.



Working Capital



Working capital, or current assets less current liabilities, decreased $783.4
million, or 54.4%, to $656.5 million at March 31, 2021 from $1,439.9 million at
September 30, 2020. Net accounts receivable and contract assets, net of contract
liabilities, decreased to $3,325.8 million at March 31, 2021 from $3,535.3
million at September 30, 2020. The change in working capital is primarily due to
the change in cash and cash equivalents during the six months ended March 31,
2021, as described above.

Days Sales Outstanding (DSO), which includes net accounts receivable and contract assets, net of contract liabilities, was 89 days at March 31, 2021 compared to 93 days at September 30, 2020.

In Note 4, Revenue Recognition, in the notes to our consolidated financial statements, a comparative analysis of the various components of accounts receivable is provided. Except for claims, substantially all contract assets are expected to be billed and collected within twelve months.


Contract assets related to claims are recorded only if it is probable that the
claim will result in additional contract revenue and if the amount can be
reliably estimated. In such cases, revenue is recorded only to the extent that
contract costs relating to the claim have been incurred. Award fees in contract
assets are accrued only when there is sufficient information to assess contract
performance. On contracts that represent higher than normal risk or technical
difficulty, award fees are generally deferred until an award fee letter is
received.



Because our revenue depends to a great extent on billable labor hours, most of
our charges are invoiced following the end of the month in which the hours were
worked, the majority usually within 15 days. Other direct costs are normally
billed along with labor hours. However, as opposed to salary costs, which are
generally paid on either a bi-weekly or monthly basis, other direct costs are
generally not paid until payment is received (in some cases in the form of

advances) from the customers.

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Debt


Debt consisted of the following:






                                                            March 31,       September 30,
                                                               2021              2020

                                                                    (in millions)
2014 Credit Agreement                                      $      247.0    $          248.5
2024 Senior Notes                                                 797.3               797.3
2017 Senior Notes                                                 997.3               997.3
Other debt                                                         84.9                41.9
Total debt                                                      2,126.5             2,085.0

Less: Current portion of debt and short-term borrowings (46.9)

(20.9)


Less: Unamortized debt issuance costs                            (22.9)    

         (23.0)
Long-term debt                                             $    2,056.7    $        2,041.1




The following table presents, in millions, scheduled maturities of our debt as
of March 31, 2021:




Fiscal Year
2021 (six months remaining)    $    24.9
2022                                38.0
2023                                22.2
2024                                20.9
2025                               813.1
Thereafter                       1,207.4
Total                          $ 2,126.5




2014 Credit Agreement



We entered into a credit agreement (Credit Agreement) on October 17, 2014,
which, as amended to date, consists of (i) a term loan A facility that includes
a $510 million (US) term loan A facility with a term expiring on March 13, 2021
and a $500 million Canadian dollar (CAD) term loan A facility and a $250 million
Australian dollar (AUD) term loan A facility, each with terms expiring on March
13, 2023; (ii) a $600 million term loan B facility with a term expiring on March
13, 2025; and (iii) a revolving credit facility in an aggregate principal amount
of $1.35 billion with a term expiring on March 13, 2023. Some of our
subsidiaries (Guarantors) have guaranteed the obligations of the borrowers under
the Credit Agreement. The borrowers' obligations under the Credit Agreement are
secured by a lien on substantially all of our assets and our Guarantors' assets
pursuant to a security and pledge agreement (Security Agreement). The collateral
under the Security Agreement is subject to release upon fulfillment of
conditions specified in the Credit Agreement and Security Agreement.



The Credit Agreement contains covenants that limit our ability and the ability
of some of our subsidiaries to, among other things: (i) create, incur, assume,
or suffer to exist liens; (ii) incur or guarantee indebtedness; (iii) pay
dividends or repurchase stock; (iv) enter into transactions with affiliates; (v)
consummate asset sales, acquisitions or mergers; (vi) enter into various types
of burdensome agreements; or (vii) make investments.



On July 1, 2015, the Credit Agreement was amended to revise the definition of
"Consolidated EBITDA" to increase the allowance for acquisition and integration
expenses related to our acquisition of the URS Corporation (URS) in October
2014.



On December 22, 2015, the Credit Agreement was amended to further revise the
definition of "Consolidated EBITDA" by further increasing the allowance for
acquisition and integration expenses related to the acquisition of URS and to
allow for an internal corporate restructuring primarily involving our
international subsidiaries.



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On September 29, 2016, the Credit Agreement and the Security Agreement were
amended to (1) lower the applicable interest rate margins for the term loan A
and the revolving credit facilities, and lower the applicable letter of credit
fees and commitment fees to the revised consolidated leverage levels; (2) extend
the term of the term loan A and the revolving credit facility to September 29,
2021; (3) add a new delayed draw term loan A facility tranche in the amount of
$185.0 million; (4) replace the then existing $500 million performance letter of
credit facility with a $500 million basket to enter into secured letters of
credit outside the Credit Agreement; and (5) revise covenants, including the
Maximum Consolidated Leverage Ratio so that the step down from a 5.00 to a 4.75
leverage ratio is effective as of March 31, 2017 as well as the investment
basket for our AECOM Capital business.



On March 31, 2017, the Credit Agreement was amended to (1) expand the ability of
restricted subsidiaries to borrow under "Incremental Term Loans;" (2) revise the
definition of "Working Capital" as used in "Excess Cash Flow;" (3) revise the
definitions for "Consolidated EBITDA" and "Consolidated Funded Indebtedness" to
reflect the expected gain and debt repayment of an AECOM Capital disposition,
which disposition was completed on April 28, 2017; and (4) amend provisions
relating to the our ability to undertake internal restructuring steps to
accommodate changes in tax laws.



On March 13, 2018, the Credit Agreement was amended to (1) refinance the
existing term loan A facility to include a $510 million (US) term loan A
facility with a term expiring on March 13, 2021 and a $500 million CAD term loan
A facility and a $250 million AUD term loan A facility each with terms expiring
on March 13, 2023; (2) issue a new $600 million term loan B facility to
institutional investors with a term expiring on March 13, 2025; (3) increase the
capacity of the our revolving credit facility from $1.05 billion to $1.35
billion and extend its term until March 13, 2023; (4) reduce our interest rate
borrowing costs as follows: (a) the term loan B facility, at our election, Base
Rate (as defined in the Credit Agreement) plus 0.75% or Eurocurrency Rate (as
defined in the Credit Agreement) plus 1.75%, (b) the (US) term loan A facility,
at our election, Base Rate plus 0.50% or Eurocurrency Rate plus 1.50%, and (c)
the Canadian (CAD) term loan A facility, the Australian (AUD) term loan A
facility, and the revolving credit facility, an initial rate of, at our
election, Base Rate plus 0.75% or Eurocurrency Rate plus 1.75%, and after the
end of our fiscal quarter ended June 30, 2018, Base Rate loans plus a margin
ranging from 0.25% to 1.00% or Eurocurrency Rate plus a margin from 1.25% to
2.00%, based on the Consolidated Leverage Ratio (as defined in the Credit
Agreement); and (5) revise covenants including increasing the amounts available
under the restricted payment negative covenant and revising the Maximum
Consolidated Leverage Ratio (as defined in the Credit Agreement) to include a
4.5 leverage ratio through September 30, 2019 after which the leverage ratio
stepped down to 4.0.


On November 13, 2018, the Credit Agreement was amended to revise the definition of "Consolidated EBITDA" to increase corporate restructuring allowances and provide for additional flexibility under the covenants for non-core asset dispositions, among other changes.





On January 28, 2020, we entered into Amendment No. 7 to the Credit Agreement
which modifies the asset disposition covenant to permit the sale of our
Management Services business and the mandatory prepayment provision so that only
outstanding term loans are prepaid using the net proceeds from the sale.



On May 1, 2020, we entered into Amendment No. 8 to the Credit Agreement which
allows for borrowings to be made, until three months after closing, up to an
aggregate principal amount of $400,000,000 under a secured delayed draw term
loan facility, the proceeds of which are permitted to be used to pay all or a
portion of the amounts payable in connection with any tender for or redemption
or repayment of our or our subsidiaries' existing senior unsecured notes and any
associated fees and expenses. The amendment also revised certain terms and
covenants in the Credit Agreement, including by, among other things, the maximum
leverage ratio covenant to 4.00:1.00, subject to increases to 4.50:1.00 for
certain specified periods in connection with certain material acquisitions,
increasing the potential size of incremental facilities under the Credit
Agreement, revising the definition of "Consolidated EBITDA" to provide for
additional flexibility in the calculation thereof and adding a Eurocurrency Rate
floor of 0.75% to the interest rate under the revolving credit facility.

On July 30, 2020, we drew $248.5 million on its secured delayed draw term loan facility for the purpose of redeeming all of the 2022 URS Senior Notes.





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On February 8, 2021, we entered into the 2021 Refinancing Amendment to the
Credit Agreement, pursuant to which the maturity of the revolving credit
facility and the term loans outstanding under the Credit Agreement were extended
to February 8, 2026. In addition, the refinancing amendment reduced the size of
the revolving credit facility to $1,150,000,000. The applicable interest rate
under the Credit Agreement is calculated at a per annum rate equal to, at our
option, (a) the Eurocurrency Rate (as defined in the Credit Agreement) plus an
applicable margin (the "LIBOR Applicable Margin"), which is currently at 1.50%
or (b) the Base Rate (as defined in the Credit Agreement) plus an applicable
margin (the "Base Rate Applicable Margin" and together with the LIBOR Applicable
Margin, the "Applicable Margins"), which is currently at 0.50%. The Credit
Agreement includes certain environmental, social and governance (ESG) metrics
relating to our CO2 emissions and our percentage of employees who identify as
women (each, a "Sustainability Metric"). The Applicable Margins and the
commitment fees for the revolving credit facility will be adjusted on an annual
basis based on our achievement of preset thresholds for each Sustainability
Metric.



On April 13, 2021, we entered into Amendment No. 10 to the Credit Agreement,
pursuant to which the lenders thereunder provided a secured term "B" credit
facility (Term B Facility) to the Company in an aggregate principal amount of
$700,000,000. The Term B Facility matures on April 13, 2028. The proceeds of the
Term B Facility were used to fund the purchase price, fees and expenses in
connection with our cash tender offer to purchase up to $700,000,000 aggregate
purchase price (not including any accrued and unpaid interest) of our
outstanding 5.875% Senior Notes due 2024.



The Term B Facility is subject to the same affirmative and negative covenants
and events of default as the existing term loans previously incurred pursuant to
the existing Credit Agreement (except that the financial covenants in the
existing Credit Agreement do not apply to the Term B Facility). The applicable
interest rate for the Term B Facility is calculated at a per annum rate equal
to, at our option, (a) the Eurocurrency Rate (as defined in the Credit
Agreement) plus 1.75% or (b) the Base Rate (as defined in the Credit Agreement)
plus 0.75%.



We are required to maintain a consolidated interest coverage ratio of at least
3.00 to 1.00 and a consolidated leverage ratio of less than or equal to 4.00 to
1.00 (subject to certain adjustments in connection with permitted acquisitions),
tested on a quarterly basis.

Our consolidated leverage ratio was 2.5 at March 31, 2021. Our consolidated interest coverage ratio was 6.3 at March 31, 2021. As of March 31, 2021, we were in compliance with the covenants of the Credit Agreement.

At March 31, 2021 and September 30, 2020, letters of credit totaled $18.7 million and $19.0 million, respectively, under our revolving credit facilities. As of March 31, 2021 and September 30, 2020, we had $1,131.3 million and $1,331.0 million, respectively, available under our revolving credit facility.





2024 Senior Notes



On October 6, 2014, we completed a private placement offering of $800,000,000
aggregate principal amount of the unsecured 5.875% Senior Notes due 2024 (the
2024 Notes). On November 2, 2015, we completed an exchange offer to exchange the
unregistered 2024 Senior Notes for registered notes, as well as all related
guarantees.



On July 21, 2020, we completed a cash tender offer at par for up to $639 million
in aggregate principal amount of the 2024 Notes and the 2017 Senior Notes. We
accepted for purchase all of 2024 Notes validly tendered and not validly
withdrawn pursuant to the cash tender offer, amounting to $2.7 million aggregate
principal amount of the 2024 Notes at par. We made the cash tender offer at par
to satisfy obligations under the indentures governing the 2024 Notes and the
2017 Senior Notes relating to the use of certain cash proceeds from the
disposition of our Management Services business, which was completed on January
31, 2020.

As of March 31, 2021, the estimated fair value of the 2024 Notes was
approximately $900.9 million. The fair value of the 2024 Notes as of March 31,
2021 was derived by taking the mid-point of the trading prices from an
observable market input (Level 2) in the secondary bond market and multiplying
it by the outstanding balance of the 2024 Notes. Interest on the 2024 Notes is
payable semi-annually on April 15 and October 15 of each year at a rate of
5.875% per annum. The 2024 Notes will mature on October 15, 2024.

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On April 26, 2021, we completed a cash tender offer for up to $700 million in
aggregate purchase price (not including any accrued and unpaid interest) of the
2024 Notes. We accepted for purchase all of 2024 Notes validly tendered and not
validly withdrawn pursuant to the cash tender offer, amounting to $608,289,000
aggregate principal amount of the 2024 Notes. The aggregate purchase price paid
in connection with the tender offer was $697,240,796 (inclusive of the tender
offer premiums paid pursuant to the terms of the tender offer), plus accrued and
unpaid interest. The amounts paid were funded using the proceeds from the Term B
Facility described above and cash on hand.

At any time prior to July 15, 2024, we may redeem on one or more occasions all
or part of the 2024 Notes at a redemption price equal to the sum of (i) 100% of
the principal amount thereof, plus (ii) a "make-whole" premium as of the date of
the redemption, plus any accrued and unpaid interest to the date of redemption.
In addition, on or after July 15, 2024, the 2024 Notes may be redeemed at a
redemption price of 100% of the principal amount thereof, plus accrued and
unpaid interest to the date of redemption.

The indenture pursuant to which the 2024 Notes were issued contained, as of March 31, 2021, customary events of default, including, among other things, payment default, exchange default, failure to provide notices thereunder and provisions related to bankruptcy events, as well as customary negative covenants.

We were in compliance with the covenants relating to the 2024 Notes as of March 31, 2021.



On April 6, 2021, we, the guarantors with respect to the 2024 Notes, and the
trustee with respect to the 2024 Notes executed and delivered a supplemental
indenture to the 2024 Notes (Supplemental Indenture), which became effective on
April 6, 2021. The Supplemental Indenture became operative on April 13, 2021,
upon our acceptance of the 2024 Notes for purchase and payment therefor at the
early settlement date of the April 2021 tender offer.

With respect to the Supplemental Indenture, each of the following sections in
the indenture relating to the 2024 Notes were deleted: (i) Section 4.03, "SEC
Reports"; (ii) Section 4.04, "Compliance Certificate"; (iii) Section 4.05,
"Taxes"; (iv) Section 4.06, "Stay, Extension and Usury Laws"; (v) Section 4.07,
"Limitation on Restricted Payments"; (vi) Section 4.08, "Limitation on
Restrictions on Distributions from Restricted Subsidiaries"; (vii) Section 4.09,
"Limitations on Indebtedness"; (viii) Section 4.10, "Limitation on Sales of
Assets and Subsidiary Stock"; (ix) Section 4.11, Limitation on Transactions with
Affiliates"; (x) Section 4.12, "Limitation on Liens"; (xi) Section 4.14, "Change
of Control"; (xii) Section 4.18, "Future Subsidiary Guarantors"; (xiii) Section
4.19, "Suspension of Covenants"; (xiv) Section 4.20, "Additional Interest
Notice"; and (xv) Section 6.01(a), "Events of Default" (subsections (3) through
(7) thereof (inclusive)). Certain modifications to Section 3.01, "Notices to
Trustee"; Section 3.02(a) "Selection of Notes to Be Redeemed"; Section 3.03(a)
"Notice of Redemption"; Section 4.15 "Corporate Existence"; Section 5.01,
"Merger and Consolidation"; and Section 5.02, "Successor Corporation were also
made.



2017 Senior Notes



On February 21, 2017, we completed a private placement offering of
$1,000,000,000 aggregate principal amount of our unsecured 5.125% Senior Notes
due 2027 (the 2017 Senior Notes). On June 30, 2017, we completed an exchange
offer to exchange the unregistered 2017 Senior Notes for registered notes,

as
well as related guarantees.



As of March 31, 2021, the estimated fair value of the 2017 Senior Notes was
approximately $1,079.6 million. The fair value of the 2017 Senior Notes as of
March 31, 2021 was derived by taking the mid-point of the trading prices from an
observable market input (Level 2) in the secondary bond market and multiplying
it by the outstanding balance of the 2017 Senior Notes. Interest is payable on
the 2017 Senior Notes at a rate of 5.125% per annum. Interest on the 2017 Senior
Notes is payable semi-annually on March 15 and September 15 of each year,
commencing on September 15, 2017. The 2017 Senior Notes will mature on March 15,
2027.



At any time and from time to time prior to December 15, 2026, we may redeem all
or part of the 2017 Senior Notes, at a redemption price equal to 100% of their
principal amount, plus a "make whole" premium as of the redemption date, and
accrued and unpaid interest to the redemption date.



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The indenture pursuant to which the 2017 Senior Notes were issued contains
customary events of default, including, among other things, payment default,
exchange default, failure to provide notices thereunder and provisions related
to bankruptcy events. The indenture also contains customary negative covenants.



We were in compliance with the covenants relating to the 2017 Senior Notes as of March 31, 2021.





URS Senior Notes



In connection with the 2014 acquisition of the URS Corporation (URS), we assumed the URS 5.00% Senior Notes due 2022 (2022 URS Senior Notes).


The remaining $248.5 million principal amount of the 2022 URS Senior Notes were
fully redeemed on August 31, 2020 using proceeds from a $248.5 million secured
delayed draw term loan facility under the Credit Agreement, at a redemption
price that was 106.835% of the principal amount outstanding plus accrued and
unpaid interest. The August 31, 2020 redemption resulted in a $17.0 million
prepayment premium, which was included in interest expense during the year

ended
September 30, 2020.



Other Debt and Other Items



Other debt consists primarily of obligations under capital leases and loans, and
unsecured credit facilities. Our unsecured credit facilities are primarily used
for standby letters of credit issued in connection with general and professional
liability insurance programs and for contract performance guarantees. At March
31, 2021 and September 30, 2020, these outstanding standby letters of credit
totaled $489.5 million and $510.1 million, respectively. As of March 31, 2021,
we had $361.0 million available under these unsecured credit facilities.



Effective Interest Rate



Our average effective interest rate on our total debt, including the effects of
the interest rate swap agreements, during the six months ended March 31, 2021
and 2020 was 5.1% and 5.0%, respectively.



Interest expense in the consolidated statements of operations included
amortization of deferred debt issuance costs for the three and six months ended
March 31, 2021 of $2.6 million and $4.4 million, respectively, and for the three
and six months ended March 31, 2020 of $1.3 million and $2.5 million,
respectively.

Other Commitments



We enter into various joint venture arrangements to provide architectural,
engineering, program management, construction management and operations and
maintenance services. The ownership percentage of these joint ventures is
typically representative of the work to be performed or the amount of risk
assumed by each joint venture partner. Some of these joint ventures are
considered variable interest. We have consolidated all joint ventures for which
we have control. For all others, our portion of the earnings is recorded in
equity in earnings of joint ventures. See Note 5, Joint Ventures and Variable
Interest Entities, in the notes to our consolidated financial statements.



Other than normal property and equipment additions and replacements,
expenditures to further the implementation of our various information technology
systems, commitments under our incentive compensation programs, amounts we may
expend to repurchase stock under our stock repurchase program and acquisitions
from time to time and disposition costs, we currently do not have any
significant capital expenditures or outlays planned except as described below.
However, if we acquire additional businesses in the future or if we embark on
other capital-intensive initiatives, additional working capital may be required.



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Under our secured revolving credit facility and other facilities discussed in
Other Debt and Other Items above, as of March 31, 2021, there was approximately
$502.5 million, including both continuing and discontinued operations,
outstanding under standby letters of credit primarily issued in connection with
general and professional liability insurance programs and for contract
performance guarantees. For those projects for which we have issued a
performance guarantee, if the project subsequently fails to meet guaranteed
performance standards, we may either incur significant additional costs or be
held responsible for the costs incurred by the client to achieve the required
performance standards.



We recognized on our balance sheet the funded status of our pension benefit
plans, measured as the difference between the fair value of plan assets and the
projected benefit obligation. At March 31, 2021, our defined benefit pension
plans had an aggregate deficit (the excess of projected benefit obligations over
the fair value of plan assets) of approximately $415.2 million. The total
amounts of employer contributions paid for the six months ended March 31, 2021
were $7.6 million for U.S. plans and $12.4 million for non-U.S. plans. Funding
requirements for each plan are determined based on the local laws of the country
where such plan resides. In some countries, the funding requirements are
mandatory while in other countries, they are discretionary. There is a required
minimum contribution for one of our domestic plans; however, we may make
additional discretionary contributions. In the future, such pension funding may
increase or decrease depending on changes in the levels of interest rates,
pension plan performance and other factors. In addition, we have collective
bargaining agreements with unions that require us to contribute to various third
party multiemployer pension plans that we do not control or manage. For the year
ended September 30, 2020, we contributed $4.0 million to multiemployer pension
plans.



Contractual Obligations



Refer to our Annual Report on Form 10-K for the year ended September 30, 2020
for a discussion of our contractual obligations. There have been no changes,
outside of the ordinary course of business, to these contractual obligations
during the six months ended March 31, 2021.



Condensed Combined Financial Information


In connection with the registration of the Company's 2014 Senior Notes that were
declared effective by the SEC on September 29, 2015, AECOM became subject to the
requirements of Rule 3-10 of Regulation S-X, as amended, regarding financial
statements of guarantors and issuers of guaranteed securities. Both the 2014
Senior Notes and the 2017 Senior Notes are fully and unconditionally guaranteed
on a joint and several basis by some of AECOM's directly and indirectly 100%
owned subsidiaries (the Subsidiary Guarantors). Other than customary
restrictions imposed by applicable statutes, there are no restrictions on the
ability of the Subsidiary Guarantors to transfer funds to AECOM in the form of
cash dividends, loans or advances.



The following tables present condensed combined summarized financial information
for AECOM and the Subsidiary Guarantors. All intercompany balances and
transactions are eliminated in the presentation of the combined financial
statements. Amounts provided do not represent our total consolidated amounts as
of March 31, 2021 and September 30, 2020, and for the six months ended March 31,
2021.



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